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Home My WebLink AboutAgenda - 04-18-2017 - 5-a - Presentation and Public Hearing on the Draft Orange County Transit Plan 1 ORANGE COUNTY BOARD OF COMMISSIONERS ACTION AGENDA ITEM ABSTRACT Meeting Date: April 18, 2017 Action Agenda Item No. 5-a SUBJECT: Presentation and Public Hearing on the Draft Orange County Transit Plan DEPARTMENT: Planning and Inspections ATTACHMENT(S): INFORMATION CONTACT: 1. GoTriangle PowerPoint Presentation John Tallmadge, GoTriangle Director of 2. April 10, 2017 Draft Orange County Transit Plan Regional Services Development, Executive Summary (919) 485-7430 (The full April 10, 2017 Draft Orange County Travis Myren, Deputy County Manager, Transit Plan is available electronically at: (919) 245-2300 http://ourtransitfuture.com/plans/orange/) Gary Donaldson, Financial and 3. April 6, 2017 Draft Durham — Orange Cost Share Administrative Services Director, Agreement (919) 245-2450 PURPOSE: To receive a presentation on the draft Orange County Transit Plan (formerly the Bus and Rail Investment Plan in Orange County) and the draft cost share agreement between Durham and Orange County on the Durham-Orange Light Rail Project; and to conduct a public hearing on the Draft Plan following the presentation. BACKGROUND: The Orange County Transit Plan governs the allocation of transit taxes and fees to various transit services. This Plan updates the original Bus and Rail Investment Plan was adopted in 2012. The Plan allocates funding to bus services, the Durham-Orange Light Rail project, bus capital projects, an intercity Amtrak train station in Hillsborough, and a bus rapid transit project in Chapel Hill. The Plan is funded using four dedicated revenue sources: the Article 43 half cent sales tax, the Article 50 five percent (5%) vehicle rental tax, the Article 51 three dollar ($3) increase to the GoTriangle regional vehicle registration fee, and the Article 52 seven dollar ($7) Orange County vehicle registration fee. The 2017 update to the Orange County Transit Plan integrates changes to funding assumptions based on limitations placed on transit projects by the State and Federal governments. These changes reduced federal funding for bus capital projects, reduced State funding for the North- South Bus Rapid Transit project, and reduced State funding for the Durham-Orange Light Rail Project. The most notable reduction in the Plan is the amount of State funds dedicated to the Durham- Orange Light Rail Project. The 2012 Plan assumed a 25% State share. Based on legislative changes, the 2017 Plan includes a 10% State share. External funding limitations placed on the light rail project resulted in a series of reports to the Board of Orange County Commissioners. In November 2016, GoTriangle reported that the limitations resulted in a revenue shortfall in the light rail project. Based on this report, the Board 2 approved a memorandum of understanding in December to work with GoTriangle to identify alternative funding sources. The Board also directed the County Manager to engage a consultant to conduct an independent review of the financial model for the light rail project. Later in December, GoTriangle reported project financing would be restructured to prevent the need for any additional local funds to support the project in a base case scenario. In February 2017, GoTriangle received direction from the Federal Transit Administration that prescribed an April 30 deadline for updating the Orange County Transit Plan and the Cost Sharing Agreement between Orange and Durham counties. During this time, GoTriangle also created a new financial model that delineates revenue, expenditure, debt service coverage and cash flow by county. The model also allows the counties to evaluate different cost share scenarios between Durham and Orange County for the D-O LRT project. The new financial model revealed that the dedicated Orange County transit revenues could not support the light rail cost share percentages contained in the 2012 Bus and Rail Investment Plan. As a result of the new financial information and changes to the project scope, Durham and Orange counties are in the process of renegotiating the cost share agreement that defines the financial responsibilities of each County. On April 4, 2017 the Board of Orange County Commissioners received a report on the independent financial analysis conducted by Davenport & Company. The presentation clarified the total cost of the project, financing mechanisms, and potential financial risks including credit, cash flow, and any potential budget implications. The presentation also highlighted significant project funding milestones if the project is approved to move forward including approval of State funds in June of 2019 and a Federal full funding grant agreement in early 2020. Since these external funding commitments have not been secured, the draft Cost Share Agreement includes provisions that would trigger discussions about the future of the project if external revenues do not materialize or are reduced in an amount that would require additional local funding. If these external funding reductions were to occur, the Agreement would require the counties to meet to discuss responses which would include modifications to the schedule, reductions in the scope, or discontinuation of the project. The same response would be triggered if the project experiences cost overruns or if transit taxes and fees do not yield the amount of revenues projected in the Plan. FINANCIAL IMPACT: The Transit Plan governs the allocation of transit taxes and fees in Orange County. Through the term of the Plan (2045), Orange County is projected to generate approximately $452 million in dedicated transit revenues. The presentation is intended to inform the Board's decisions on how those funds should be allocated across transit services. SOCIAL JUSTICE IMPACT: The following Orange County Social Justice Goals are applicable to this agenda item: Public Transportation provides opportunity for access to jobs and services to many individuals. • GOAL: FOSTER A COMMUNITY CULTURE THAT REJECTS OPPRESSION AND INEQUITY The fair treatment and meaningful involvement of all people regardless of race or color; religious or philosophical beliefs; sex, gender or sexual orientation; national origin or ethnic background; age; military service; disability; and familial, residential or economic status. 3 • GOAL: ENSURE ECONOMIC SELF-SUFFICIENCY The creation and preservation of infrastructure, policies, programs and funding necessary for residents to provide shelter, food, clothing and medical care for themselves and their dependents. RECOMMENDATION(S): The Manager recommends the Board: 1. Receive the presentation; and 2. Conduct a public hearing on the draft Orange County Transit Plan. - 4 - A � Ile �.� i • — � �'- - > :� .rim. - moo , I ,��.i,#s+"� ? _f � � � I�, X r.�,�•pry • � 1 � 1 DRAFT PLAN Orange County Board of County Com m is s ion er 1 Exceptional Transit Gan Transfor m 5 Comm nities------------------- ----------- ------------ ------------------- ------ ---------------------------------- --• Provides Access to Jobs and Housing Mobility for those who don't drive and choice for those who don't want to drive • Provides Capacity in Congested Traffic Corridors More travel options allow more people to get to and from our downtowns and universities • Spurs Economic Competitiveness Attracts companies who are recruiting talent • Grows the Economy Every $1 invested creates $4 in economic returns: new jobs and businesses, expanded tax base • Helps Plan Our Future Guides how and where we develop, protecting open space, creating walkable places • Active Living and Better Health Studies show transit users are healthier and happier; air and water are cleaner 6 Regional Transit Vision ------------------------------------------------------------------------------------------------------------ 0% 14110 ;�-------------------------------------------------------------------------------------------------------- Where Orange County residents commute to work Orange Cou my Durham County Wake County - Alarnance County - Others Chatham County 6 75,000 50,000 Where Orange County employees live Orange County Durham County Wake County AlamanceCounty Chatham County - Others 25,000 50,000 7 Regional Transit Vision ------------------------------------------------------------------------------------------------------------ 0% -------------- �0 100 Option for future expansion to Alamance Count„ CONNECT REGIONALLY OJ�e�� race DURHAM ,�. Durham-Wake Commuter Rail "•Jc QJt COUNTY More frequent in peak hours `• p ♦ •••••• Option for Future Expansion °'bah � �. ♦ GoTriangle Express Bus oaf ♦ Regional service with limited stops ♦ ego ♦ Durham-Orange Light Rail d 0a ♦ Proposed light rail line connecting ♦ �fA ♦ ot` UNC,Duke,and Downtown Durham a+ PAR o ♦ L ♦ • Go)-, O 0� ♦♦ �� 9�e Re o •� �rae � ♦ Cy,\ 9�ce ayo: . • q v ♦ s ti•• ORANGE ♦♦ �e0 ,o COUNTY ♦ �d4 Jc�e� o�\eA ♦ e ♦ �0 act 'tea ♦ muter Rail •G� • ♦ ♦ 0t ♦ WAKE o, COUNTY '�e e ♦ JOHNSTON ♦ COUNTY I Original Plans 3 A L p--------------------------------------------------------------------------------------- GOALS PROMISED PROJECTS & SERVICES 9 Original Adopted Plans ---------- ------- Original Bus & Rail Investment Plans adopted : Durham : June 2011 o Orange: October 2012 � New Transit Taxes Levied : Pre-existing Vehicle Rental Tax New Sales Tax in April 2013 Additional $3 Vehicle Registration Fee Additional $7 Vehicle Registration Fee im Goals of Orange Transit Plan -------------- � Of --------------- Improve Overall Mobility and Transportation Options in the Region Provide Geographic Equity Support Improved Capital Facilities Support Transit Supportive Land Use Provide Positive Impact on Air Quality 11 Goals r%f Durham Transit ro 3n -------------- 3 ------------ Positively Impact Traffic Congestion and Air Quality Support Local an Use Policies � Connect More Residents With Job and Educational Opportunities Expand Transit Capacity in Corridors with High Current Bus Ridership � Provide Better Regional Connections to Other � Cities and RDU Airport 12 2012 Orange County Transit PI an � 4 ------------- 35,300 Revenue Hour Expansion of Bus Service & Associated Buses in First 5 Years Durham -Orange Light Rail Transit Project 50,000 annual hours of high quality rail transit service Bus Facility Improvements o Unspecified bus stop, access, and facility improvements MLK Bus Lanes / North - South BRT Project in Chapel Hill � Eubanks Park-and-Ride to UNC i Hillsborough Train Station _Ji 13 2011 Durham County Transit Plan -------------- I& --------------- 50 ,000 Annual Revenue Hour Expansion of Bus Service & Associated Buses i n First 5 Years - Durham -Orange Light Rail Transit Project 0 50,000 annual hours of high quality rail transit service � Bus Facility Improvements 200 Bus Stops Walking Access to Bus Stops Park-and-Rides Neighborhood Transit Centers Wake -Durham Commuter Rail 5 AM Commute Trips — 1 Mid-Day Trip — 5 PM Commute Trips — 1 Evening Trip Implementation Since 2013 0� ft ."O... ............ I&* 11�000 ------------------------------I------------------------------------------------------ ------ 15 Orange Plan Implementation -------------------- ----------------------------------------------------------------- ------------- Bus Service Orange County adopted a 5-Year Transit Plan Nearly 23,700 revenue hours of bus service are funded 6,400 new Chapel Hill Transit (CHT) service hours ~6,000 pre-existing CHT service hours supported with transit � taxes 2,250 pre-existing Orange Public Transportation (OPT) service hours supported with transit taxes 2,250 new OPT service hours 6,700 new GoTriangle service hours Bus Facility Projects Defined , Not Implemented 16 Orange Plan Implementation -------------------- �u -------------------------------------------------------------------------------------------------------- Durham -Orange Light Rail Transit Project • Completed Project Development phase in February 2016 • Revised Locally Preferred Alternative to include extension to North Carolina Central University in December 2016 Awaiting permission to enter Engineering phase � North - South BRT Project in Chapel Hill Project scope extended south to Southern Village Completed Alternatives Analysis phase in April 2016 Authorized to enter Project Development in Nov 2016 � Hillsborough Train Station 0 91 % funded through State Transportation Improvement Program o NCDOT Rail Division leading environmental work 17 Durham Plan Implementation Z%00 --------------------------------------------- ------------- Bus Service Over 41 ,000 revenue hours of bus service are funded 24,350 new annual GoDurham service hours 9,000+ pre-existing annual GoDurham service hours supported with transit taxes i 7,640 new annual GoTriangle service hours 7,500+ additional annual County ACCESS demand-response � trips Vehicles • GoDurham has ordered 5 buses • GoTriangle has ordered 2 buses • County ACCESS has received 1 van Bus Facility Projects Defined , Not Implemented 18 Durham Plan Implementation -------------- ------------------------------------------------------------------- Durham -Orange Light Rail Project Completed Project Development phase in February 2016 o Revised Locally Preferred Alternative to include extension to North Carolina Central University in December 2016 Awaiting permission to enter Engineering phase Wake -Durham Commuter Rail Delayed from original plan due to delay in Wake County plan adoption North Carolina Railroad conducted Capacity Study to evaluate 8-2-8-2 service Planning to begin in spring 2017 consistent with Wake Plan ilm Ii Changes to Funding FEDERAL STATE LOCAL , fi 20 Federal Funding --------------- ---------------------------------- -------------- 2012 Plan Assumptions 80% Funding for Bus Vehicles and Facilities 50% Funding for D-O-LRT and North-South BRT in each year i that the costs are incurred � FTA Clarified $ 100 M Annual Reimbursement Cap � Laws Changed in 2012 and 2015 � MAP-21 (2012) ended discretionary grant programs for buses � and facilities; retained New Starts/Small Starts grant programs o FAST Act (2015) authorized through 2020 21 State Funding -------------- -------------------------------------------------------------------------------------------------------- 2012 Plan Assumptions 10% Funding for Bus Vehicles and Facilities 25% Funding for D-O-LRT and North-South BRT Laws Changed in 2014 , 2015 , and 2016 2014 Strategic Transportation Investment (STI ) law created new project scoring system for funding decisions and capped transit funding at 10% of all funding 2015 introduced a cap of $500K for light rail projects 2016 replaced $500K cap with 10% project cap for rail projects 22 Local Funding 040 ----------------- Reduced State and Federal Funding Require Additional Commitment of Local Transit Taxes o FY16 tax revenues � $30.27 M in Durham / $8.06 M in Orange Original Plans' sales tax growth forecasts � Durham Plan assumed 3.6% average i � Orange Plan assumed 3.5% average Moody's Base Case forecasts � 4.33% average in Durham County i i 3.71 % in Orange County 23 Local Funding • More Borrowing Against Anticipated Revenues Grant Anticipation Notes to manage slower federal funds (repaid by grants) • Short-term Limited Obligation Bonds during D-O LRT construction • Long-term TIFIA loan drawn down during D-O LRT construction D-O LRT Cost-Share Agreement o Current agreement executed in 2012 - 77.05% Durham / 22.95% for project costs Extension to North Carolina Central University in Durham Change from 5 to 4 stations in Orange County through environmental process decision Orange does not maintain a positive cash flow for Orange County Re-negotiation of cost-share is ongoing; draft plan assumptions are starting point for discussion 82% Durham / 18% Orange for project costs; 80% / 20% for operating and maintenance costs Draft 2 ------------------------------------------------------------------------------------------ , �, yo----------------------------------------------------------------------------------------- KEY DRAFT PLAN ASSUMPTIONS 25 Prel im in ary - h r in Dr f PI n st a e a t a s ------------------------------------------------------------------------------------------------------------ 0% 11�z-------------------------------------------------------------------------------------------------------- Key Inputsiwd E I" Capital Cost Reduction 0%(no shortfall) Sales Tax Growth Moody's Base through 2046; 4.3 3%in Durham and 3.7 1 %in Orange through 2062 State Funding 10% FTANew Starts Share 50% D-O LRT Project Construction Period 2020-2028 Minimum Net DSCR 1 . 15 Bus Investments Original Plan Deliverables (with updated cost and funding assumptions from Staff Working Group) North- South BRT— TD Share $6. 1 M Durham-Wake Commuter Rail Planning Study Funded Capital Cost Split 82 / 18 Shared Borrowings Split 82 / 18 Operating Cost Split 80 / 20 26 D- LRT P Updates st -------------------------------------- --------------------------------------------------------- 0% � op----------------------------------------- --------------------------------------------------- D-O LRT Project Cost Updates (2016 Millions) Level of Design 0% 30% Original Scope (UNC-Alston Ave) $1 ,605 $1 ,668 J� oint (Optional) n/a $101 Development O p ( p ) North Carolina Central University (NCCU) n/a $108 Finance Charges through End of FFGA n/a $61 Jbtal $15605 $15877 1 $1 ,378 in 2011 dollars, escalated to 2016 dollars at 3.1 percent annually 2 $1 ,598 in 2015 dollars, escalated to 2016 dollars at 3.1 percent annually Cost Estimates Include 30% Contingency 27 D- LRT Project Cost ------------------------ � 4 ------------------------------- ---- D-O LRT Project Cost Updates (YOE Millions) -w2011 Plarr -v 2017 Plan Construction Completion Date 2026 2028 Original Scope (UNC-Alston Ave) $1 ,823 $2,126 Joint Development (Optional) N/A $130 North Carolina Central University N/A $133 Finance Charges through End of FFGA (Requested by FTA for Reimbursement) Not specified $88 Total Cost of Construction and Financing Charges through End of FFGA $1 ,823 $21476 Total Cost of Construction and Financing through End of Debt Repayment Not specified $3,302 Total Local Transit Tax Revenues through End of Debt Repayment (Excludes Grants and Fares) Not specified $5,270 M 0 Draft 2 ------------------------------------------------------------------------------------------ -;F--------------------------------------------------------------------------------------- FUNDING PROJECTS & SERVICES i1w 6211 29 Funding Orange Projects and Services ---------- --------------------------------- P.4p-- --------- --------------------- Fundoriginal service expansion levels Additional 5,000 - 6,500 hours of new CHT service Additional 800 -1 ,600 hours of new GoTriangle service Additional 2,200 - 45100 hours of new OPT service Increase local funding for Vehicles and Bus � Facilities 2012 Plan had $669 K in local funding for $6.7 M in projects Draft Plan has $5.4 M in local funding for $ 10.0 M in projects ilm 1i 30 Funding Orange Projects and Services ------------- ------------- P-401 ------- ------------------------------------ Increase local funding for D- 0 LRT 2012 Plan had combined local funding of $405.7 M ; Orange share of $ 104.6 M Draft Plan has combined local funding commitment of $906 M ; starting assumption Orange share of $ 163. 1 M � Maintain original funding level for MLK Bus Lanes / North - South BRT $6. 1 M commitment is retained; through Project Development, Chapel Hill will pursue other options for other state and local revenues Maintain funding level for Hillsborough Train � Station 31 Funding Durham Projects and Services ---------- ----------------------- W-- ------------ --------------------------------------- Fundoriginal service expansion levels Continuation of expanded levels of GoDurham service Additional 7,700 hours of new GoTriangle service Continuation of expanded levels of County demand-response service � Increase local funding for Vehicles and Bus Facilities 2012 Plan had $1 .5 M in local funding for $ 15 M in projects Draft Plan has $11 M in local funding for $19 M in projects Ili 32 Funding Durham Projects and Services ---------- ----------------------- W-- ------------- ----------------------------------------- Increaselocal funding for D- O LRT 2012 Plan had combined local funding of $405.7 M ; Durham share of $301 . 1 M � Draft Plan has combined local funding commitment of � $906M ; starting assumption Durham share of $742.9 M Funding for Wake -Durham Commuter Rail � planning is included for FY2018 Future Plan updates will specify Durham's share of commitments to complete the project Mai 1 33 Draft 2 3p-------------------------------------- ------------------------------------------------ PROJECTED CASH FLOW RESULTS 34 Cash Balances ------------------------------------------------------------------------------------------------------------ -------------------------------------------------------------------------------------------------------- Durham and Orange Transit Plan Cumulative Cash Balances - Total $1,200,000,000 $1,000,000,000 *Milestones 2020 receive Federal Grant Commitment (FFGA) 2029 D-O LRT opens for service $800,000,000 2037 1 St full year of TIFIA debt service payments Minimum Cash Balance = $10.5 M occurring in 2027 $600,000,000 $400,000,000 $200,000,000 $o III I � . II n co m 0 N ro �f Ln �0 n oo m 0 _q N m �t Ln �o n o m o , 1 N m 't Ln �o n 0 m N cn �t Ln �.o n oo m o .4 N .-I .--I 1-4 N N N N N N N N N N m m M M M rn m m M M � � � � � � � � � �t u.n Ln Ln In Ln u'7 un Ln Ln u7 tD tD CD 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N i M 31 35 Cash Bal an ces ------------------------------------------------------------------------------------------------------------ 0% Ist, ;�-------------------------------------------------------------------------------------------------------- Cash Balances - Durham $400,000,000 $350,000,000 $300,000,000 $250,000,000 $200,000,000 $150,000,000 $100,000,000 - $50,000,000 ' ' ' ' _ ■ — — . � I 1- 00 a) O .-- N M v] t0 n 00 M O e-i N M Ln ID 00 0l O 11 N M N N N N N N N N N N M M CO M M M M M M CO O O O O O O O O O O O O O O O O O O O O O O O O O O O O O N N N N N N N N N N N N N N N N N N N N N N N N N N N N N *Milestones 2020 receive Federal Grant Commitment (FFGA) 2029 D-O LRT opens for service 2037 1St full year of TIFIA debt service payments Minimum Cash Balance = $7.1 M occurring in 2027 0704—FMOD GoTriangle-Scenario-23 v8 M 32 36 Cash Bal an ces ------------------------------------------------------------------------------------------------------------ 0% Ist, ;�-------------------------------------------------------------------------------------------------------- Cash Balances - Orange $25,000,000 $20,000,000 — $15,000,000 — $10,000,000 — $5,000,000 — $o I- 00 G1 O ri N M Ln CD 1- 00 Q1 O r-i N M -t Ln eD 1- 00 071 O r-i N M Ln ri r-1 ri N N N N N N N N N N M M M M M M M M M M -t Itt � It I'll O O O O O O O O O O O O O O O O O O O O O O O O O O O O O N N N N N N N N N N N N N N N N N N N N N N N N N N N N N *Milestones 2020 receive Federal Grant Commitment (FFGA) 2029 D-O LRT opens for service 2037 1St full year of TIFIA debt service payments Minimum Cash Balance = $1 .05 M occurring in 2030 0704—FMOD—GoTriangle- 37 Reven u e vs . Debt Sery ice ------------------------------------------------------------------------------------------------------------ ?% ,Nit -------------------------------------------------------------------------------------------------------- Dedicated Local Revenues vs. Debt Service and O&M (Durham and Orange Transit Plans Combined) Debt Service on LOBs/TIFIA(Annual Expenditures) Total O&M Costs -Dedicated Local Revenues(Annual Receipts) $300,000,000 *Milestones $250,000,000 2020 receive Federal Grant Commitment (FFGA) 2029 D-O LRT opens for service 2037 1st full year of TIFIA debt service payments $200,000,000 $150,000,000 $100,000,000 $50,000,000 n CO Cn O -1 N m Ln cD t• 00 M O 1 N m Ln cD t• CO Cn O r-I N m Ln cD t• 00 M O r I N m Ln kD n CO M O 1 N rl rl 4 N N N N N N N N N N M M m m m m m m m rn t, t, -i - -* qt 4 -t qt Ln Ln Ln Ln Ln U) U) Ln Ln Ln W w w O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N 0704 FMOD GoTriangle-Scenario-23 i 38 Net Coverage Ratios -------------------- -------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------- DSCR = Debt Service Coverage Ratio DSCR - LOBs & TIFIA 4 3.5 3 2.5 2 1.5 1 0.5 0 f-- 00 M O H N m 't Ln tD Il- 00 0 O H N m It N tD 11, CO M O H N m "t Ln cD I- 00 a) O rl N m t N tD f" CO M O H N N N N N N N N N N N m m m m m m m m m m ' Rt Rt It It Rt Rt It It Ln Ln Ln Ln Ln U') Ln Ln Ln U-) tD tD tD O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N DSCR - GANs 12 10 8 6 4 2 0 I, 00 6t O r-1 N m Ln tD I,- 00 m O rl N m -t Ln W 1- CO m O .--i N m � Ln tD 1- 00 m O ri N m to tD 1l- CO M O rl N H H H N N N N N N N N N N m m m m m m m m m m � � � �t Rt It It �t -t It N N N N N Ln N N Ln N D D D O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N • . . • • 39 Local hare Cap it al Cost 0% ------------------- ----------------------------- 11,11,- ----- ---------------------------------------------------------------------------------------- PM M�F;ii . . Capital cost $783 M $ 172 M $ 955 M (no finance charges) Cost of Construction and $ 988 M Financing Charges through (Tax District End of FFGA (Requested by $ 808 M $ 180 M Share $ 906 M* FTA for Reimbursement) Total Cost of Construction and Financing through End of Debt $ 11481 M $ 339 M $ 11820 M Repayment *The Tax District share of these costs is lower, because it assumes in-kind right-of-way donations and grants for the joint development component of the project. 0 04 •D , • Draft 2 --------------------------------------------------------------------------------------- MEETING ADDITIONAL NEEDS 41 Identifying Additional Orange Needs 0%,-d- ------------- --------------- %6� Growing service levels at rate of job growth Connecting services to light rail stations in 2029 � Expanding transit fleet with service levels � Continuing to improve or expand facilities � Fully funding North - South BRT 42 Meeting Additional Orange Needs ------------- 0% --------- --------------- Short - range transit planning to prioritize services and facilities � 30 ,000 — 45,000 " Rail Dividend " service hours to redeploy in 2029 � $ 1 .05M minimum cash bal an ce i n 2030 � $2 .03 M i n u n al I ocated cash bal an ces i n 2045 � with starting cost -share agreement 43 Identifying Additional Durham Needs --------------- 340, ------------- Growing service levels at rate of job growth Connecting services to light rail stations in 2029 � Addressing travel demands to intensifying downtown Expanding transit fleet with service levels Continuing to improve or expand facilities � Wake -Durham Commuter Rail as Meeting Additional Durham Needs I ON"d ----- ------- Short - range transit planning to prioritize services and facilities � 12 ,000 — 35,000 " Rail Dividend " service hours to � redeploy in 2029 � $7 . 1 M minimum cash balance in 2027 � $374 .0 M i n u n al I ocated cash bal an ces i n 2045 � with starting cost -share agreement 45 Exploring Affordability CRT �4 Initial scenario based on assumptions from the Wake Transit Plan: CRT State Funding 0% CRT FTANew Starts Share 50% CRT Project Development and Construction 2018-2026 Period CRT Capital Cost Split (D/ W) * 33 .3 / 66.6 CRT Operating Cost Split (D/ W) 33.3 / 66.6 * The total project cost and local share for CRT varies slightly between the Durham cash flow and Wake Transit model, due to differences in capital cost escalation assumptions. These results are based on the project cost in the Durham cash flow. 0704 •D • 46 Wake- Durham Commuter Rail ------------------------------------------------- ----------------- Minimum cash balance.- ($211.8 M)in FY2028 Cash Balances - Durham $450,000,000 $350,000,000 $250,000,000 2 $150,000,000 1 3 4 5 $50,000,000 I t ■ I I 1 _ 1 _ I I I -$50,000,000 1 ' - -$150,000,000 -$250,000,000 r- oo Qt o r N m �t Ln CD r- oo Q] o rl N m Ln w r- oo D) N� cD ui uN-f um'7 qt Ln to r--t x m COD CAD CND . . . . . . . . . . m M m m m m m M m m O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N FF 1. CRT Project Development Begins (FY2018) 2. LRT Construction Begins (FY2020) 3. CRT Service Begins (FY2027) 4. LRT Service Begins (FY2029) 5. Full Long-Term Debt Service (TIFIALoan) Begins (FY2037) 1 14 •D • Draft 2 ------------------------------------------------------------------------------------------ , �, Yo----------------------------------------------------------------------------------------- MITIGATING RISKS Identified Risks e L ----------- ------- --------------- Cost Overruns Federal Funding Availability and Schedule State Funding Availability and Schedule Sales Tax Growth Assumptions 49 Mitigating Risks ------- L loe----- ---------------- ------------- ----------------------- ---------------- VIV:0 30% contingency Modeled impacts of Moody 's lower growth forecast Value engineering and cost-cutting identified � Pursuing land donations and private contributions � Building in process through cost -share agreement of quarterly reports to Parties , and coming together if risks materialize to decide on course of action ism 2017 Draft ONGOING IMPLEMENTATION ACTIVITIES iv J111i Ongoing Implementation Activities ON ',60 -------------- --------------- Regular Meetings of Staff Working Group Multi -Year Operating and Capital Improvement Programs updated annually Annual Budgets D- O LRT Cost Sharing Agreement Other Project - Specific Agreements Periodic Updates to County Transit Plan 1 52 2017 Draft ------------------------------------------------------------------------------------------ -------------------------------------------------- _rot------------------------------------- PUBLIC COMMENT PERIOD irr 53 Pu bi i c Com m ent Period ---------- fir' --------- ---------------- Draft Plans to be released on March 30 for 21- Day Period � 2 Public Information Sessions for each Plan Presentations to all local governments � Public hearings held by each county and DCHC Staff Working Groups recommend final p Ian s � on Apri 121 Attachment 2 - April 10, 2017 Draft Orange 54 County Transit Plan Executive Summary L, � ■ ■ n- +e TTTTTT- . s1 ■ ■ ■ ■ ■ ■ T r .� ii .t 10 VIM It wpmr _ 7 if. v�r ra ft Ora ge COM Transmit Pla , through 2045 Revised April 10, 2017 55 Orange County Transit Plan March 2017 Revision 2 Executive Summary of this plan have not changed from the original plan. They Over several decades, the Triangle has been one of the fastest remain: growing metropolitan regions in the United States, and this . Improving overall mobility and transportation options growth remains strong. Each day, 20 new residents call Durham . Providing geographic equity and Orange County home, while Wake County adds over 60 . Supporting improved capital facilities new residents daily. This growth brings challenges and opportunity for both how our communities develop and how Encouraging transit-supportive land use we get around. This region is what it is today because of 0 Providing positive impacts on air quality numerous strategic decisions—the siting of the State Capitol in There are four dedicated revenue streams used to fund the Raleigh, the creation of the first public university in the United local share of projects and services in this Plan, referred to States in Chapel Hill, the construction of the North Carolina throughout the Plan as Tax District Revenues. These revenues Railroad through Durham, and the decision to build a research are collected in both Durham and Orange Counties; the center amid these communities that has grown into a globally revenues governed by this Plan are those collected in Orange recognized center of science and technology. County. These four dedicated Tax District Revenue streams are Built to complement each other, the transit plans of Durham, as follows: Orange, and Wake counties are the expression of the region's . Article 43: Half-Cent Sales and Use Tax next strategic decision: that exceptional public transportation . Article 50: Five-Percent Vehicle Rental Tax can bring all of our communities together in a way that . Article 51: Three-Dollar increase to GoTriangle Regional accelerates economic growth, expands travel choices beyond increasingly congested roadways, enhances job access and Vehicle Registration Fee opportunity for residents across the income spectrum, and • Article 52: Seven Dollar County Vehicle Registration Fee helps preserve our natural resources by focusing growth more Many of the projects and services in this Plan will be funded in transit corridors and less near environmentally sensitive through a combination of Tax District Revenues and otherfunds areas. including farebox revenues, state funds, and federal funds. The 2017 Orange County Transit Plan updates the 2012 Bus and Using these various funding sources, this Plan strives to Rail Investment Plan adopted by the governing boards of equitably meet the transportation needs and goals of Orange Orange County,the Durham-Chapel Hill-Carrboro Metropolitan County. Planning Organization (DCHC MPO), and GoTriangle. The goals Draft Document Public Review April 10, 2017 revision Page 1 of 49 56 Orange County Transit Plan March 2017 Revision 2 The projects and services to be funded under this Plan, North Carolina, and along the East Coast with fast regardless of whether they rely in part or in total on the Tax passenger rail service District Revenues, are: • A bus rapid transit (BRT) project that provides more efficient and effective transit through the congested • New hours of bus service in both urban and rural Orange core of Chapel Hill, UNC, and UNC Medical Center County above and beyond the bus service that was available in 2013, as well as and financial support for the Through these investments, there is an opportunity to develop existing system, providing connections to destinations an exceptional public transportation system in Orange County, throughout the county and in Alamance, Durham, and improving the travel options and local economy for those who Wake Counties. In total, nearly 33,500 hours of bus live in, work in, or visit Orange County, and transform the way service are funded in this Plan people get around their community. • A light rail transit (LRT) project that will provide 50,000 Significant progress has been made in delivering the annual hours of high-quality, efficient, and reliable rail investments from the 2012 Plan, though some milestones have service between Chapel Hill and Durham, with the goal been reached more slowly than originally projected. Section 2 of improving regional mobility, accelerating economic describes the status of all projects and services implemented growth, and encouraging the growth of transit-oriented or advanced since the levying of the transit taxes in 2013. development.When light rail service begins, it will free up thousands of existing bus hours where rail service can The most significant differences between the 2012 Plan and replace trips served by buses today. GoTriangle, Chapel this 2017 Plan are driven by the funding assumptions. Changes Hill Transit, and GoDurham will work together to deploy to state and federal transportation funding laws and policies these "rail dividend" hours to connect neighborhoods have greatly affected revenues available to implement projects throughout the counties to light rail stations and other and services. This is true for bus purchases and bus facilities, as well as for the major capital investments in the Durham-Orange bus routes LRT project and the North-South BRT project. These changes to • A set of bus capital projects to improve the transit state and federal funding assumptions are explained in more passenger's experience, including new and improved bus detail in Section 3. stops with amenities such as benches and shelters and access improvements such as sidewalks and trails As the staffs of GoTriangle, Orange County, and the Towns of • An intercity (Amtrak) train station in Hillsborough, linking Chapel Hill, Carrboro, and Hillsborough have implemented the northern Orange County to destinations throughout 2012 Plan, more definition has been given to the services and projects that are expected to be delivered over the next 12 Draft Document Public Review April 10, 2017 revision Page 2 of 49 57 Orange County Transit Plan March 2017 Revision 2 years. Section 4 describes these projects and services, discussion purposes. Table ES-1 below compares the Tax unfunded priorities from the 2012 Plan, and additional District Revenues used to fund projects and services between expansion that would remain unfunded in this Plan. the 2012 Plan and this draft 2017 Plan. As a major project which serves both counties, the cost of As in the 2012 Plan, there remains uncertainty about whether construction, operations, and maintenance of the Durham- and how much state and federal funding will be available to Orange Light Rail Transit Project is shared between the two implement the services and projects in the 2017 Plan. However, county Plans using agreed upon percentage splits. In the 2012 those funding amounts will be known prior to entry into Plan, the split was approximately 77 percent Durham, 23 construction for any project, providing opportunity to reduce percent Orange.The parties are negotiating a new cost-split for project scope or revise the schedule, consider other funding several reasons: sources, or suspend the projects. • The scope of the D-0 LRT Project has been expanded. When evaluating the ability of the Tax District Revenue to The alignment now extends 0.6 miles further into accommodate potential reductions in state and federal funding Durham, with an additional station at North Carolina availability, it is important to assess the projected level of Central University borrowing. The projected borrowing capacity is linked directly • Changes to the alignment at the New Hope Creek to the assumptions about Tax District Revenue growth. In Crossing have extended the length of the alignment in accordance with industry standards, the 2017 Plan uses a baseline revenue forecast developed in late 2016 by Moody's Durham Analytics, a well-regarded economic analytics firm. In • A station proposed for Orange County, Meadowmont accordance with Federal Transit Administration (FTA) guidance, Station, has been replaced by Woodmont Station in the financial plan has also been evaluated using a downside Durham County forecast developed by the same firm, to understand the effects Representatives from Orange County, Durham County, and and potential mitigations that may be required to plan for less- GoTriangle have worked to achieve consensus on an than-expected sales tax growth. A detailed financial plan can appropriate cost-split.This Plan includes a prospective scenario be found in Section 5. Further explanation of the risks to the with Orange County's share of Tax District Revenues paying 18 financial health of the plan and the available mitigation percent of the local share of the Durham-Orange LRT Project strategies can be found in Section 5.4. costs, and 20 percent of the light rail operating costs. This This 2017 Plan comes at a pivotal time for Orange County and assumption does not represent an agreement or a the broader region. The Triangle region has grown significantly recommendation, but is included in this draft Plan for and is forecasted to continue growing. There also continues to Draft Document Public Review April 10, 2017 revision Page 3 of 49 58 Orange County Transit Plan March 2017 Revision 2 be significant public demand for reliable, affordable alternatives to traveling by private automobile. Yet due to recent funding reductions at the state and federal level, the choices embodied in this Plan come with increased reliance on Tax District Revenue and a greater understanding of the risks associated with major transit investments. This Plan seeks to attenuate those risks through reasonably conservative estimates of both revenues and expenditures. At its core, this Plan reflects an opportunity to move forward with transit services and projects that will shape the future of Chapel Hill, Carrboro, Hillsborough, the University of North Carolina at Chapel Hill, the UNC Hospital system, the whole of Orange County, and the Triangle region. Draft Document Public Review April 10, 2017 revision Page 4 of 49 59 Orange County Transit Plan March 2017 Revision 2 Figure 1: ES-1: Orange Share of Tax District Spending 2012 Plan Draft 2017 Plan Orange Share of Tax Orange Share of Tax Orange District Spending District Spending District Spending 04 Bus Service Operations $82.7 M $76.8 M $139.7 M Bus Purchases $1.8 M $10.8 M $14.2 M Bus Facilities $0.7 M $5.6 M $8.1 M North-South BRT Project $6.1 M $6.1 M $6.1 M i Bus Rapid Transit Operations & Maintenance Not programmed Not programmed Not programmed D-0 LRT Project (Orange Share) . $104.6 M $163.1 M $163.1 M . D-0 LRT Operations & Maintenance (Orange Share) 1 $29.6 M $30.9 M $88.3 M Total Funds for Projects and Services $225.5 M $293.3 M $419.4 M Minimum Cash Balance $4.1 M $1.0 M $1.0 M Unallocated Reserves in Final Year of Period $45.0 M $3.0 M $2.0 M 1 The planned date of opening for light rail service has shifted from 2026 in the 2012 Plan to 2028 in the draft 2017 Plan. 2 The minimum cash baIance from the 2012 plan is reported in 2011 dollars. Draft Document Public Review April 10, 2017 revision Page 5 of 49 Attachment 3 60 APRIL 6, 2017 DRAFT FOR DISCUSSION — NOT FOR SIGNATURE ORANGE COUNTY, DURHAM COUNTY, AND RESEARCH TRIANGLE REGIONAL PUBLIC TRANSPORTATION AUTHORITY INTERLOCAL AGREEMENT FOR COST SHARING FOR THE DURHAM-ORANGE LIGHT RAIL TRANSIT PROJECT This Interlocal Agreement for Cost Sharing for the Durham-Orange Light Rail Transit (D-O LRT) Project (Agreement) dated April 2017 is entered into by and between Orange County (Orange), a political subdivision of the State of North Carolina, Durham County (Durham), a political subdivision of the State of North Carolina, and Research Triangle Regional Public Transportation Authority d/b/a GoTriangle (GoTriangle), a regional public transportation authority. As used in this Agreement, Orange, Durham, and GoTriangle may be referred to individually as a "Party" and collectively as the "Parties." This Agreement is made pursuant to Article 20 of Chapter 160A of the North Carolina General Statutes (N.C.G.S.) and N.C.G.S. § 105-508.1. RECITALS: WHEREAS, all Parties desire to provide for the future transportation needs of Durham and Orange, understanding that enhanced mobility options will support a high quality of life, strengthen economic development, and promote sustainability; and WHEREAS, the Durham County Board of County Commissioners approved the first Durham County Bus and Rail Investment Plan on June 27, 2011 (Durham BRIP); and WHEREAS, Orange, Durham, and GoTriangle entered into the original Interlocal Agreement for Cost Sharing for the D-O LRT Project on May 15, 2012 (2012 Cost Sharing Agreement); and WHEREAS, the Orange County Board of County Commissioners approved the first Bus and Rail Investment Plan in Orange County on October 2, 2012 (Orange BRIP); and WHEREAS, the Durham-Chapel Hill-Carrboro Metropolitan Planning Organization (DCHC MPO) approved the Durham BRIP on June 22, 2011 and the Orange BRIP on October 10, 2012 (Orange BRIP and Durham BRIP collectively, County BRIPs); and WHEREAS, the GoTriangle Board of Trustees (GoTriangle Board) approved the Durham BRIP on June 22, 2011, and approved the Orange BRIP on June 27, 2012; and WHEREAS, the D-O LRT Project was included in both County BRIPs as a major capital investment; and WHEREAS, the Federal Transit Administration (FTA) issued its Record of Decision (ROD) for the D-O LRT Project on February 11, 2016, and an Amended ROD on December 14, 2016; and WHEREAS, in accordance with the FTA approvals, the D-O LRT Project is a 17.7-mile, 18-station light rail transit service which will provide connections between University of North Carolina (UNC) Hospitals, the UNC campus, the William and Ida Friday Center for Continuing Education, Patterson Place, the South Square area, Duke University, the Duke University and Durham Veterans Affairs Medical Centers, downtown Durham, east Durham, and North Carolina Central University; and 1 61 APRIL 6, 2017 DRAFT FOR DISCUSSION - NOT FOR SIGNATURE WHEREAS, GoTriangle is seeking funds from FTA's Capital Investment Grant (CIG) Program (49 U.S.C. § 5309)for the D-O LRT Project; and WHEREAS, the D-O LRT Project Cost Estimate which is eligible for federal participation, including costs related to project development, engineering, construction, testing, commissioning, and start-up and financing costs through the anticipated final year of disbursement of federal funds (projected to be 2032), is$2,476.3 million year of expenditure (YOE) (New Starts Project Cost); and WHEREAS, GoTriangle receives and uses public monies, pursuant to N.C.G.S. Chapter 105, Articles 43, 50, 51, and 52, to fund public transportation in GoTriangle's jurisdiction, including the planning, financing, construction, maintenance, and operation costs of the D-O LRT Project; and WHEREAS, there are four dedicated local revenue sources used to fund the D-O LRT Project and other new transit projects and services in Durham and Orange: (1) Article 43 Half-Cent (0.5 percent) Sales and Use Tax; (2) Article 50 Five-Percent (5 percent) Vehicle Rental Tax; (3) Article 51 Three-Dollar ($3) increase to GoTriangle Regional Vehicle Registration Fee; and (4) Article 52 Seven-Dollar ($7) County Vehicle Registration Fee (collectively, Dedicated Local Revenues); and WHEREAS, in light of changes to the original funding assumptions in the County BRIPs, the Parties have revised their funding strategy for the D-O LRT Project as follows: federal (50 percent), state (10 percent), and local/other (40 percent); and WHEREAS, the Parties acknowledge that the total non-CIG share of the New Starts Project Cost is $1,238.15 million YOE, of which $906 million YOE is to be funded by Dedicated Local Revenues, with the remainder planned from state funds, private in-kind donations, and other funds specifically identified to fund the Joint Development component of the D-O LRT Project; and WHEREAS, in order for the D-O LRT Project to advance to the Engineering Phase of the CIG Program (Engineering Phase), at least 30 percent of the non-CIG share of the D-O LRT Project ($371.4 million YOE) must be deemed "committed" by FTA at entry to the Engineering Phase; and WHEREAS, in February 2017, GoTriangle received guidance from FTA explaining that additional documentation would be necessary to update the estimated D-O LRT Project cost in the County BRIPs, and to confirm that at least 30 percent of the non-CIG share (i.e., at least $371.4 million YOE) is committed; and WHEREAS, the Parties acknowledge material changes to the County BRIPs have occurred, as defined in the 2012 Interlocal Implementation Agreement for Orange County Bus and Rail Investment Plan and the 2013 Interlocal Implementation Agreement for Durham County Bus and Rail Investment Plan, prompting the Parties to revise the County BRIPs; and WHEREAS, on , the Durham County Board of County Commissioners adopted the updated Durham County Transit Plan (2017 Durham Plan) and authorized the execution of this Agreement; and WHEREAS, on , the GoTriangle Board approved the 2017 County Plans and authorized the execution of this Agreement; and 2 62 APRIL 6, 2017 DRAFT FOR DISCUSSION - NOT FOR SIGNATURE WHEREAS, on , the Orange County Board of County Commissioners adopted the updated Orange County Transit Plan (2017 Orange Plan) and authorized the execution of this Agreement; and WHEREAS, on , the DCHC MPO Board approved the 2017 Orange Plan and the 2017 Durham Plan (collectively, 2017 County Plans); and WHEREAS, the D-O LRT Project remains a major capital investment of the 2017 County Plans; and WHEREAS, pursuant to the 2017 County Plans, Orange and Durham mutually desire to allocate Dedicated Local Revenues for the planning, construction, financing, and operation and maintenance of the D-O LRT Project; and WHEREAS, the Parties intend this Agreement to supersede the May 2012 Cost Sharing Agreement, to memorialize a D-O LRT Project cost sharing plan, and to satisfy FTA's requirements for entry into the Engineering Phase; and WHEREAS, the Parties recognize the importance of the D-O LRT Project to Orange, Durham, the Research Triangle region, and the State of North Carolina; NOW, THEREFORE, the Parties hereto, each in consideration of the mutual promises and undertakings of the other as herein provided, do hereby covenant and agree, each with the other, as follows: 1. The effective date of this Agreement is the date first set forth above. 2. This Agreement supersedes the Parties' 2012 Cost Sharing Agreement. 3. The 2017 County Plans are specifically incorporated by reference as if the same were fully set forth herein. 4. The New Starts Project Cost is $2,476.3 million YOE. The Parties acknowledge that as the D-O LRT Project moves from preliminary design (30 percent) to final design (100 percent), as with any major capital project planned and constructed over a number of years, the actual capital and financing costs may be subject to change and adjustment. The Parties acknowledge that entry into the Engineering Phase establishes a maximum CIG funding share of$1,238.15 million YOE. 5. As set forth in the 2017 County Plans, the Parties will seek to pay for the New Starts Project Cost using a combination of federal (50 percent), state (10 percent), and local/other (40 percent) funding sources. From the Dedicated Local Revenues, and as of the effective date of this Agreement, the Parties commit a total of $906 million YOE to fund the New Starts Project Cost (County Contributions). The Parties agree that total County Contributions shall not exceed 40 percent of the New Starts Project Cost. 3 63 APRIL 6, 2017 DRAFT FOR DISCUSSION - NOT FOR SIGNATURE 6. The share of the County Contributions attributed to Durham shall be $ and the share of the County Contributions attributed to Orange shall be $ . This division of responsibility for the County Contributions reflects percentage shares of for Durham and for Orange. 7. The costs to operate and maintain the D-O LRT system (O&M Cost) will be paid first from light rail system fare revenues, with any remaining O&M Cost being paid from the Dedicated Local Revenues. 8. The division of responsibility for O&M Cost shall be allocated as follows: percent for Durham and percent for Orange. 9. Without further approval from Orange and Durham, GoTriangle shall allocate and pay for the counties' respective shares of the New Starts Project Cost and O&M Cost from the Dedicated Local Revenues in accordance with this Agreement and the 2017 County Plans. 10. GoTriangle may allocate and pay for the counties' respective shares of the New Starts Project Cost [Aiifrom the Dedicated Local Revenues on a pay-as-you-go basis and/or by issuing debt with a par value up to the amount committed in Paragraph 5 above. Consistent with North Carolina law and the 2017 County Plans, GoTriangle may use the Dedicated Local Revenues for the purposes of issuing and repaying debt. GoTriangle shall repay debt attributed to each county in accordance with the division of responsibility set forth in Paragraph 6 above. 11. If, during the term of this Agreement, federal CIG funds or state funds to be used for the D-O LRT Project are cancelled, terminated, withdrawn, or otherwise become unavailable for the D-O LRT Project, or if such federal CIG or state funds are reduced in an amount that requires additional local revenues beyond the County Contributions, the Parties shall meet within fifteen (15) business days to determine how to address the situation. Such response may include, but not be limited to the following: a schedule delay in one or more aspects of the D-O LRT Project; a reduction in the scope of the D-O LRT Project; suspension of the D-O LRT Project; working together to identify and pursue additional funding mechanisms to directly support the D-O LRT Project from sources other than the Dedicated Local Revenues; other reasonable steps to mutually address the situation; a combination of these measures; or discontinuation of the D-O LRT Project. If the Parties elect to discontinue the D-O LRT Project, the Staff Working Groups' shall convene within twenty (20) business days to begin the process to develop new transit plans for Orange and Durham so that funds generated by the Dedicated Local Revenues can be reallocated. 'As set forth in the Durham and Orange Implementation Agreements,the Staff Working Group for each County Plan consists of one voting member and one alternate from each of the following entities: the applicable county, GoTriangle,and DCHC MPO. 4 64 APRIL 6, 2017 DRAFT FOR DISCUSSION - NOT FOR SIGNATURE 12. Upon entry into the Engineering Phase, GoTriangle will produce Quarterly D-O LRT Project Reports in accordance with FTA requirements (Quarterly Reports) and will share such Quarterly Reports with FTA, Orange, Durham, and DCHC MPO. In the event of significant cost overruns or unmitigated funding shortfalls, as may be reflected in the Quarterly Reports to FTA, the Parties shall meet within fifteen (15) business days to determine how to address the situation. Such response may include, but not be limited to the following: a schedule delay in one or more aspects of the D-O LRT Project; a reduction in the scope of the D-O LRT Project; suspension of the D-O LRT Project; working together to identify and pursue additional funding mechanisms to directly support the D-O LRT Project from sources other than the Dedicated Local Revenues; other reasonable steps to mutually address the situation; a combination of these measures; or discontinuation of the D-O LRT Project. As used herein, "significant cost overruns or unmitigated funding shortfalls" shall be construed consistently with "material change," as that term is defined in subparts (A), (B), and (C) of the "material change" paragraph in the Durham and Orange Interlocal Implementation Agreements. If the Parties elect to discontinue the D-O LRT Project, the Staff Working Groups shall convene within twenty (20) business days to begin the process to develop new transit plans for Orange and Durham so that funds generated by the Dedicated Local Revenues can be reallocated. 13. If the balance of the Dedicated Local Revenues attributed to a county is insufficient to meet that county's respective share of costs, then neither Orange nor Durham shall be obligated to use revenues other than the Dedicated Local Revenues to pay its respective share. 14. If, after the effective date of this Agreement, the Parties are authorized to levy new transit-specific taxes or fees, or if the limits of the Dedicated Local Revenues are expanded by the North Carolina General Assembly, this Agreement shall not obligate the use of such additional revenues for the D-O LRT Project. 15. GoTriangle shall provide an annual report on the collection, allocation, and expenditure of the Dedicated Local Revenues to the governing boards of Durham and Orange. GoTriangle shall provide to the governing boards of Durham and Orange copies of its annual audit reports as those reports are related to the collection of transit revenues in Durham and Orange, including funds collected pursuant to N.C.G.S. Chapter 105, Articles 43, 50, 51, and 52. 16. The term of this Agreement shall continue until the latter of June 30, 2037 or the final maturity date of any debt issued in connection with the D-O LRT Project and payable from the Dedicated Local Revenues. 17. This Agreement may be terminated upon mutual agreement of the Parties. In the event of termination prior to the expiration of the term set forth in Paragraph 15 or of any extensions thereto, the Parties shall determine what obligations remain and how to equitably distribute such obligations as they relate to the D-O LRT Project. 5 65 APRIL 6, 2017 DRAFT FOR DISCUSSION - NOT FOR SIGNATURE 18. To be effective, any amendment, change, correction, extension, or termination of this Agreement shall be in the form of a written instrument approved by the governing boards of the Parties. 19. This Agreement shall be governed by and in accordance with the laws of the State of North Carolina. All actions relating in any way to this Agreement shall be brought in the General Court of Justice in the County of Durham, North Carolina. 20. Except to the extent provided otherwise in this Agreement, the Orange County Manager shall designate persons to carry out Orange's obligations under this Agreement, the Durham County Manager shall designate persons to carry out Durham's obligations under this Agreement, and the General Manager of GoTriangle shall designate persons to carry out GoTriangle's obligations under this Agreement. 21. All equipment, improvements, and interests in real property acquired under this Agreement shall be the property of GoTriangle or another entity under separate agreement and shall be subject to disposition as required under applicable law. 22. This Agreement is entered into by the Parties for their purposes only and does not confer any rights, benefits, remedies, or privileges on any other person or entity. 23. If any provision of this Agreement is determined to be unenforceable by a court of competent jurisdiction, such determination shall not affect any other provision of this Agreement. 24. Pursuant to N.C.G.S. § 147-86.59, any person identified as engaging in investment activities in Iran, determined by appearing on the Final Divestment List created by the State Treasurer pursuant to N.C.G.S. § 147-86.58, is ineligible to contract with the State of North Carolina or any political subdivision of the State. The Iran Divestment Act of 2015, N.C.G.S. § 147-86.55 et seq., requires the contracting party to certify that it meets the requirements of the Iran Divestment Act. By execution of this Agreement, each Party certifies that it is not on the Final Divestment List of entities that the State Treasurer has determined engages in investment activities in Iran, and that it shall not utilize in connection with this Agreement any subcontractor that is identified on the Final Divestment List. 25. Each Party acknowledges that the individual executing this Agreement on behalf of the respective party is authorized to execute the document and to bind the Party to the terms contained herein. The Parties further acknowledge that they have read this Agreement, conferred with their legal counsel, and fully understand the contents of this Agreement. 26. A copy or facsimile copy of the signature of the individuals executing this Agreement shall be deemed an original with each fully-executed copy of this Agreement as binding as an original. The Parties agree that this Agreement can be executed in counterparts, as triplicate originals, with facsimile signatures sufficient to evidence an accord to be bound by the terms of this Agreement. 6 66 APRIL 6, 2017 DRAFT FOR DISCUSSION - NOT FOR SIGNATURE 27. The terms and provisions herein contained constitute the entire agreement by and among the Parties and shall supersede all previous communications, representations or agreements, either oral or written among the Parties with respect to the subject matter herein. IN WITNESS WHEREOF, this Agreement has been executed, in triplicate originals, on the part of Orange County, Durham County, and GoTriangle by authority duly given. INTENTIONALLY LEFT BLANK. SIGNATURES CONTINUED ON PAGE FOLLOWING. 7 67 APRIL 6, 2017 DRAFT FOR DISCUSSION - NOT FOR SIGNATURE ATTEST: RESEARCH TRIANGLE REGIONAL PUBLIC TRANSPORTATION AUTHORITY D/B/A GOTRIANGLE BY: BY: TITLE: TITLE: This instrument has been pre-audited in the Reviewed and approved as to legal form by manner required by the Local Government Budget GoTriangle. and Fiscal Control Act by GoTriangle. Saundra Freeman Shelley Blake Director of Financial and Administrative Services General Counsel ATTEST: DURHAM COUNTY, NORTH CAROLINA BY: BY: TITLE: TITLE: This instrument has been pre-audited in the Reviewed and approved as to legal form by manner required by the Local Government Budget Durham County. and Fiscal Control Act by Durham County. George Quick Lowell Siler Chief Financial Officer County Attorney ATTEST: ORANGE COUNTY, NORTH CAROLINA BY: BY: TITLE: TITLE: This instrument has been pre-audited in the Reviewed and approved as to legal form by Orange manner required by the Local Government County. Budget and Fiscal Control Act by Orange County. Gary Donaldson John Roberts Chief Financial Officer County Attorney 8