ACEForward 9,900,000. Positive Train Control 2,800, ,695. UPRR Capital Access Fee 3,242, ,503 2,130,776

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1 Commissioner, Bob Johnson, Chair, City of Lodi Commissioner, Michael Maciel, ViceChair, City of Tracy Commissioner, Moses Zapien, San Joaquin County Commissioner, Scott Haggerty, Alameda County Executive Director, Stacey Mortenson SAN JOAQUIN REGIONAL RAIL COMMISSION FISCAL YEAR 216/217 WORK PROGRAM AND BUDGET EXECUTIVE SUMMARY Commissioner, Steve Dresser, City of Lathrop Commissioner, Vince Hernandez, City of Manteca Commissioner, Christina Fugazi, City of Stockton Commissioner, Bill Harrison, City of Fremont CAPITAL The Capital Projects Snapshot (right) reflects anticipated expenditures for the agency s major capital projects. Staff will continue to focus on these projects, while pursuing resources for other, more conceptual programs and projects. Several programs listed are ongoing, routine investments and therefore do not have a corresponding report in the pages that follow. ACE Service: In the past year, ACE ridership has continued unprecedented year over year growth and key efforts must be made in the upcoming year to provide adequate capacity. While some creative, short term solutions may tease out the final existing opportunities, mid and long term planning for new service, stations, parking, shuttles and partnerships is critical. The ACEForward work will continue the environmental, engineering and ridership work to improve the ACE service incrementally to 1 daily round trips, expand the ACE Corridor to serve Modesto, Turlock and Merced. The next several years will also involve increasing coordination with the host railroad and the contract operator for installation of Positive Train Control equipment on the ACE locomotives and cab cars and initial testing of the of PTC on the corridor. The Capital Revenues chart (below) shows the relationship between each of the capital projects and the corresponding funding sources. Capital s for 216/217 Some ACE Service highlights from this current year include: 91.7% On Time Performance 1.3 Million Annual Trips (estimated for June 3 th ) Average 5,16 Trips/Day Fare Revenue 5% Above Projections Other Projects and Programs: The next phase of the Stockton Track Extension is ready to begin, which extends the safety and operational efficiencies near Cabral Station, demonstrated by the first two completed phases of the project. This phase of the project has the potential to leverage other funding to extend the track even further to the final connection and the Rail Maintenance Facility. The Rail Commission also plays a pivotal role in nearly all rail planning discussions affecting the Central Valley, Sacramento and the East Bay, including the Central Valley Rail Working Group, Altamont (BART/ACE) Working Group, and the HSR project from Merced to Sacramento. PROJECT ACEForward 9,9, MEASURE K Positive Train Control 2,8, 89,695 ACTC FUNDS CMAQ CAP & TRADE MTC STA FEDERAL SECTION 537 UPRR Capital Access Fee 3,242, ,53 2,13,776 UPRR Capitalized Maintenance Projects 4,, 1,465,582 2,, FTA SECTION 539 FUNDS The Rail Commission was also recommended to continue on as the Managing Agency for the San Joaquin Intercity Rail Service for an addition three years. Under the direction of the San Joaquin Joint Powers Authority, a new 7 th daily round trip will be introduced and the first Amtrak operating agreement will be executed, followed immediately by negotiations for the next October 1 st operating agreement. An extensive, geographically targeted grass roots outreach effort will also be in full swing. Proposed : The 216/217 SJRRC/ACE is proposed at $22,683,597 which is a $1,32,297 increase (4.8%) over the prior year, Of this, the significant drivers include: A $46,7 increase in insurance associated with the increase in ACE ridership A $24, increase in the O&M contract based upon the contractual CPI index A $173,5 increase in security services / safety programs due to potential impact of increase to minimum wage A $255, decrease in fuel due to economy of bulk purchases The Capital is proposed at $42,661,23 or an increase of just under $11M from the prior year. The capital program typically fluctuates according to the timing of projects and funding availability. The major project initiatives for include: Altamont Corridor HSR/Regional Rail EIR/EIS (ACEforward) $9,9, Positive Train Control on Locomotives and Cab Cars $2,8, Sunol Wayside Horns $8, Stockton Station Track Extension $11,863,925 Bond Repayment 3,34,762 Cabral Station Track Extension SJ COG Loan Repayment 1,2, 24, MidLife Overhaul Of 1 Locomotive Rail Maintenance & Layover Facility ETicketing 1,, 11,863,925 7,113, ,65 1,923,756 1,5, 1,5, 1, 164, 2, Capital Spares/ Upgrades 5, 43,4 61, Wayside Horn Project (Sunol Crossings) 8, 8, San Joaquin Intercity Minor Capital Projects 1,8, TOTALS $42,661,23 $3,838,784 $2,8, $8,613,985 2, 61, $2,464,841 $1,923,756

2 Capital Projects Snapshot FY 216/217 Project Total for FY 16/17 Pg. 6 ACEForward $9,9, Pg. 6 Positive Train Control $2,8, Pg. 7 UPRR Capital Access Fee $3,242,516 Pg. 7 UPRR Capitalized Maintenance Projects $4,, Pg. 7 Bond Repayment $3,34,762 Pg. 7 Cabral Station Track Extension $11,863,925 Pg. 8 SJ COG Loan Repayment $1,2, Pg. 8 MidLife Overhaul Of 1 Locomotive $1,5, Pg. 8 Rail Maintenance & Layover Facility $1, Pg. 8 ETicketing $1,, Pg. 9 Capital Spares/ Upgrades $5, Pg. 1 Wayside Horn Projects (Sunol Crossings) $8, Pg. 1 San Joaquins Intercity Minor Capital Projects $1,8, TOTAL CAPITAL PROJECTS BUDGET $42,661,23 215/216 MAJOR CAPITAL PROJECTS ALTAMONT CORRIDOR RAIL PROJECT ACEforward $9,9, In fiscal year 212/213, $36.4 million of Proposition 1A funding was allocated in the state budget to the CHSRA for planning for improvements in the Altamont Corridor. To expedite progress in the Altamont Corridor, in June 213 the CHSRA turned the leadership and management of this Altamont Corridor planning effort to the SJRRC. SJRRC s focus is on delivering nearterm incremental improvements to the existing ACE service that can be achieved by the end of 219 and by the end of 223. This work includes planning to connect the ACE service to what will be the northern terminus of CHSRA s initial operating segment in Merced by the end of 223 and to improve connectivity with BART (in the TriValley and other potential locations) and other transit services. This program is called ACEforward. STATE INTERCITY CAPITAL FUNDS FEDERAL SECTION 5337 STATE PROP 1B PTIMESA 1,387, 522,35 463,237 STATE PROP 1A BOND REBATE STATE PROP 1B STATE PROP 1B SECURITY STATE INTERCITY CAPITAL FUNDS CHSRA 9,9, SJRRC has progressed the ACEforward Environmental Impact Report (EIR) process utilizing the state CHSRA funds allocated for the Altamont Corridor. SJRRC is the lead agency for CEQA, and the Federal Railroad Administration (FRA) is the federal lead agency for the subsequent NEPA process. The corridorwide program EIR is for the San Jose Stockton Merced corridor, and includes near and midterm potential incremental improvements for the ACE service. Concurrently SJRRC is also doing the project level EIR work needed to enable increasing ACE service to sixdaily round trips by 219, to extend the ACE service to Downtown Modesto. By the end of 223, the goal is to extend service to Downtown Merced and have tendaily round trips. 534,418 2,144,79 889,972 2,492,119 96, Alternatives to carry forward in the EIR have been presented to the SJRRC and are available on the ACEforward webpage. The Alternatives include potential new ACE stations at downtown Tracy, West Tracy, River Islands, Manteca Transit Center, downtown Ripon, downtown Modesto, Ceres, Turlock, Livingston or Atwater, and downtown Merced. Initial ACEforward ridership and revenue forecasts and benefits were presented to the SJRRC Board in October 214. The remaining ridership work is expected to be presented at the July 216 SJRRC Board Meeting. Detailed engineering and environmental analysis, and additional ridership analysis will be completed by the end of June 216. The ACEforward Draft EIR is expected to be released by fall , POSITIVE TRAIN CONTROL $2,8, 623, ,371 8,996 Positive Train Control (PTC) is a federally mandated program put into effect as part of the Rail Safety Act of 28 and implemented through the Federal Railroad Administration rule making process on January 15, 21. PTC is a communicationbased/processorbased train control technology designed to prevent traintotrain collisions, over speed derailments, incursions into established work zone limits, and the movement of a train through a main line switch in the improper position. PTC is required on all railroad mainlines hauling hazardous material, or having regularly scheduled passenger rail service. 1,, $1,, 8, 1,, $6,154,441 $1,145,934 $2,492,119 $889,972 $8, $376,371 $1,, $9,9, 5 The PTC project for FY 216/217 is to purchase and install onboard train equipment on the ACE locomotives and Cab cars. The cost to modify the ACE locomotives and Cab cars to communicate

3 SJCOG LOAN REPAYMENT $1,2, Repayment of the Measure K loan from the San Joaquin Council of Governments loan for Construction Costs associated with the ACE Equipment Maintenance Facility. with PTC is estimated at $2.5 million. This portion the project is scheduled to be complete by the May 217 so interoperability testing can begin with UPRR and Caltrain systems. MIDLIFE OVERHAUL OF 1 LOCOMOTIVE $1,5, UPRR CAPITAL ACCESS FEE $3,242,516 UPRR requires an annual access fee to be paid by all parties for use of their tracks. The Access Fee assessed for the ACE trains are based on ACE s proportional use of the tracks. Payment of the Access Fee is capitalized using federal formula grants and local funds. A new 1year agreement was finalized in 214 and includes the 3rd and 4th trains. Payment is due in January 217. This project is to complete the overhaul of the final locomotive included in the original contract for the overhaul of 5 ACE locomotives. This final overhaul was delayed due to funding constraints. UPRR Capitalized Maintenance Projects $4,, The overhaul includes; rebuilding the prime mover, replacing headend power generator sets, upgrading the microprocessor systems, rebuilding electrical system, including components; rebuilding air compressors; performing body work; and repainting locomotives. As part of the SJRRC/UPRR Trackage Rights Agreement ACE participates in capitalized maintenance projects with the UPRR to ensure service reliability and ride quality and improved operations along the ACE Corridor. ACE contributes $4M to projects annually for projects mutually agreed upon by ACE and UPRR. RAIL MAINTENANCE & LAYOVER FACILITY $1, BOND REPAYMENT $3,34,762 Two important projects at the Rail Maintenance Facility were not able to be completed last year due to funding constraints: In November 21, the agency issued $35,435, in bonds to help finance the construction of the ACE Maintenance and Layover Facility. The bonds issuance consisted of two series of bonds: TaxExempt Bonds, totaling $7,535,, and Recovery Zone Economic Development Bonds (RZEDB), totaling 27,99,. While the TaxExempt Bonds issued do not provide a federal subsidy on interest paid to the bond holders, RZEDB s do provide a 45% subsidy from the federal government on interest paid to bond holders. The bond repayment schedule is a 3year timeframe, and payments are made semiannually to bond holders (April and November). Funding for the Bond payments are capitalized using federal formula capital funding, local funds, and the federal subsidy received. 1) Extending the ballast walkways throughout the yard. This facilitates safer, more productive employee movement between switches in the yard, particularly in the early morning and evening train movements 2) Expand the wayside power to all Service & Inspection track. This project is for the design and construction of two wayside power panels to allow the train head end power engines to be shutdown at night saving on fuel, reducing emissions, and decreasing noise levels at the facility. ETICKETING $1,, The development of Eticketing apps and systems allows transit agencies a better way to manage operations more effectively and efficiently and making the ticketing process easier for customers. CABRAL STATION TRACK EXTENSION $11,863,925 This is a multiyear project to extend the existing station track north for a direct connection with the Rail Maintenance Facility. This is a multiyear project scheduled to be completed in the summer 218. Funds budgeted at this time to finalize the engineering for track and signal work, complete of the bid documents and begin construction. ETicketing goals for the SJRRC are as follows: The system must provide the passenger more convenience and time savings than the current method; The system must provide improved passenger data to SJRRC for safety and security purposes. After commissioning two different technology studies, the most effective application looks to be an 7

4 accountbased RFID card passively scanned by virtual gates on the trains, acting as the tagon/tagoff, coupled with directional active scanning by the ACE onboard Passenger Service Agents (PSAs). The funds in this year s budget are slated for the initial development of the Request for Proposals, equipment list, and integration activities. Total equipment and project management costs for deployment are anticipated to be in the $2.M range. Staff believes a system could be deployed within 24 months. CAPITAL SPARES/UPGRADES $5, The agency maintains an inventory of spare parts to maintain the ACE passenger cars and locomotives. The inventory of parts is kept to ensure the rolling stock is serviceready at all times. The budget for spare parts is applied toward the replenishment of supplies used to maintain, prevent failures, and extend the life of the equipment. Typical purchases include windows for the cars and locomotives, brake shoes, wheels, reconditioning of brake valves, and system and components for the electrical equipment. This is a recurring line in the Capital. WAYSIDE HORN PROJECT (Sunol Crossings) $8, This is the final year of a multiyear project is to design, engineer and install a wayside horn system at two atgrade crossings in Sunol in Alameda County. The project will decrease the noise level at the Railroad Crossing by focusing the horn noise along the roadway corridor. The total project is estimated to cost $8,. Because the project is tied into the Union Pacific Railroad (UPRR) signal system all the design, engineering and installation work will be completed by the UPRR. The project is estimated to be completed by December 216. OPERATING BUDGET s for 216/217 PROJECT MANAGEMENT, SERVICES, AND SUPPLIES SJRRC ACE SJRRC/ACE Salaries/Benefits/Contract Help $332,525 $3,727,51 $4,6,26 Office Expense Postage 32,565 38,285 7,85 Subscriptions/Periodicals/Memberships 6,325 8,825 15,15 Office Equipment/Furniture 31,88 55,47 87,278 Computer Systems 16,915 35,235 52,15 Communications 29,515 8, 19,515 Motor Pool 19,66 56,61 76,27 Transportation/Travel 6,2 26,55 32,75 Training 6,315 14,85 2,4 Training Security Grant Funded 3, 3, Audits Regulatory Reporting 3,9 79,1 83, Professional Services Legislative 25, 75, 1, Professional Services Legal Professional Services General Publications/Legal Notices Taxes Assessments 4, 5, 9, 41, , ,19 7,75 12,25 23,25 23,25 Project Management, Services, and Supplies Subtotal $623,42 $4,435,184 $5,58,64 CONTRACTED SERVICES Maintenance of San Joaquin County Facilities $76,5 $76,5 Maintenance and Improve System Wide ACE Stations 51,9 51,9 Maintenance of Headquarters Structures/Grounds 68,52 155,46 223,98 ACE Operations & Maintenance 5,748,55 5,748,55 Consumables/Repair Parts 1,, 1,, Leases 29,5 72, 11,7 Fuel 1,579,217 1,579,217 RR Maintenance, Oversight/Dispatching 1,735, 1,735, Insurance 151,417 2,437,999 2,589,416 Insurance Management Fees 31,5 143,5 175, Security Services/Safety Programs 42, ,6 362,385 FRA/FTA Drug Testing Program 6,2 6,2 SJJPA 1,513,16 12, 3, 5, 5, 1,65,16 5, SAN JOAQUIN INTERCITY MINOR CAPITAL PROJECTS $1,8, Community Engagement & Marketing 25, 34, ,472 Special Trains 317,97 317,97 Passenger Services 14,5 14,5 Ticketing Services 472,95 472,95 1,, This funding is for small or minor capital, and safety and security projects for the San Joaquin Intercity Service. Projects include but are not limited to; station repairs, repairs at stations, new amenities at stations, equipment modifications, signage along the corridor, fencing along the rightofway, and new or additional cameras at stations. The funding is an annual allocation from the State and is used only if projects are identified and approved by the SJJPA Board. 9 Professional Services Operations 41, ,3 337,25 Communications, Operations 137, ,226 Communications, WiFi 129, ,856 Emergency Ride Home Emergency Bus Bridges 37,5 37,5 Rail Maintenance Facility 9,414 9,414 San Joaquin Intercity Rail Operations Contracted Services SubTotal $466,947 $15,895,814 $16,362,761 SHUTTLE SERVICES $1,262,232 $1,262,232 TOTAL OPERATING EXPENSES $1,9,367 $21,593,23 $22,683,597 25, 1, 46,, 47,8, $ $48,73,16

5 OPERATING REVENUES FY 15/16 SJJRC Organizational Chart The Revenues chart (below) shows the this year s (216/217) budgets for the Rail Commission, the ACE service separately and combined and the San Joaquin Join Powers Authority operating budget. Director of Operations ACE Revenues for 216/217 SJRRC ACE Service Combined SJRRC/ACE s SJJPA Manager of Facilities and Equipment Manager of Operations Security Officer Manager of Community Engagement & Marketing San Joaquin County Local Measure K $1,9,367 2,231,841 $3,322,28 Maintenance Facility Superintendent Assistant Manager of Operations Customer Service, Safety & Security Coordinator Marketing Coordinator Local Transportation Funds (LTF) Federal Section 537 PM 3,, 3,, Maintenance Supervisor Transportation Specialists (2) Onboard Passenger Service Agents (7) Facility Watchman Marketing Specialist (ACE) Federal Section 537 ADA SetAside Federal Section 537 Congestion Mitigation and Air Quality (CMAQ) Maintenance Assistants (4) Customer Service/Station Ticket Sales Representatives (6) Marketing Specialist (SJJPA) Fare Revenues ACTC Measure B Local 8,5, 8,5, 3,2,697 3,2,697 Special Groups Coordinator Santa Clara VTA Local 3,224,89 3,224,89 Transportation for Clean Air (TFCA) 1, 1, SJCOG State Transit Assistance (STA) Funds 62,98 62,98 MTC State Transit Assistance (STA) Funds 26,925 26,925 ACTC Measure B Local (Admin fee) 3, 3, Employer Shuttle Contributions 4,8 4,8 Amtrak Thruway Service 75, 75, Special Event Train Tickets & Tickets Sales Others 317,97 317,97 FEMA Security 147, 147, Sponsorship Contribution High Speed Rail 15, 15, State Intercity Rail Funds 48,73,16 TOTAL OPERATING REVENUES $1,9,367 $21,593,23 $22,683,597 $48,73,16 13

6 RESOLUTION RRCR15/16 San Joaquin Regional Rail Commission Executive Director RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE SAN JOAQUIN REGIONAL RAIL COMMISSION ADOPTING THE SAN JOAQUIN REGIONAL RAIL COMMISSION/ACE/SJJPA FISCAL YEAR 215/216 WORK PROGRAM AND OPERATING BUDGET OF $71,413,757 AND CAPITAL BUDGET OF $42,661,23 WHEREAS, the San Joaquin Regional Rail Commission Joint Powers Agreement requires approval of an operating and capital budget each year; and Director of Fiscal Services & Administration WHEREAS, the adoption of an operating and capital budget is necessary for obtaining Federal, State and Local funds to support the San Joaquin Regional Rail Commission; and WHEREAS, the San Joaquin Regional Rail Commission (Rail Commission) incorporates the operating, shuttle and capital budget for the Altamont Corridor Express (ACE) Service and the San Joaquin Intercity Service; and Manager of Regional Initiatives Senior Grants Planner Controller Human Resources/ Payroll Coordinator Administrator Coordinator WHEREAS, the Rail Commission, ACE and San Joaquin service projects and programs have separate revenue and expense accounts; and Senior Planner Staff Accountant Grants Contracts & Compliance Assistant (2) Senior Staff Accountant Office Manager Rail Maintenance Facility WHEREAS, the Executive Director has prepared and presented an operating budget of $71,413,757 and a capital budget of $42,661,23 which sets forth the projected revenues and expenses associated with the San Joaquin Regional Rail Commission for Fiscal Year 216/217; and Relations And Outreach Coordinator Assistant Transit Analyst Staff Accountant Office Manager Agency HDQRTS WHEREAS, as part of the budget approval process, the Executive Director is responsible for, and authorized to implement, the adopted budget; and Planning Analyst Fiscal Assistant (3) Admin Assistant Ticketing Program (2) WHEREAS, there are many business expenses that are routine in nature and are required to conduct the ordinary daytoday activities of the Rail Commission, ACE and the San Joaquin service; and WHEREAS, the Executive Director is authorized to make these ongoing expenditures within the approved levels of the adopted budget; and Color Denotes Percentage Dedicated to the SJJPA: 1% 5% 4% 3% 25% 2% WHEREAS, all budget increases, amendments, or transfers between major budget categories are submitted to the Board for approval, and the Executive Director has the authority to transfer funds within a major budget category; and WHEREAS, revenue and expense reports comparing the cumulative revenue receipts and expenses to the approved budget are submitted to the Commissioners as part of the monthly meeting packets; and WHEREAS, these reports provide the Commissioners an opportunity to monitor the budget status regularly throughout the fiscal year and make recommended adjustments when necessary. NOW THEREFORE, BE IT RESOLVED that the Board of Commissioners of the San Joaquin Regional Rail Commission approve the Fiscal Year 216/217 Work Program and in the amount of $71,413,757 and Capital in the amount of $42,661,23. PASSED AND ADOPTED, by the San Joaquin Regional Rail Commission this 3 rd day of June 216, by the following vote: AYES: NOES: ABSENT: ABSTAIN: ATTEST: SAN JOAQUIN REGIONAL RAIL COMMISSION: 23 STACEY MORTENSEN, Secretary BOB JOHNSON, Chair