Agmt11 City and Co of SF, SM CO Transit Dist, Co. of San Mateo, Santa Clara Valley Transportation Authority, and the Bay Area Air Quality Management District

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INTERGOVERNIvIENTAL AGREEMENT — B[KE SHARE PROJECT SFMTA $401,250 VTA $400,000 SAMTRANS $80,000 These match funds will be applied towazds the associated capital wsts, installation of bicycles and stations, and the operation and maintenance of the system for a minimum of 12 months in each host community (see Table 2). Non-participating st�ng costs identified in Tables 1 and 2 may be used by the parties to cover agency staffing costs relaied to this Project and aze not govemed by this ageement. 9.4. Each party will provide the Air Disfict a preview of future expenditures through a quarterly work plan for staffing cost. 9.5. The Air District will provide quarterly financial reports to the parties. Upon completion of the Project, any unexpended funds shall be returned to the parties, pro-rated in accordance with each party's original contribution shaze. 9.6. For eligible staff costs to be covered by CMAQ or Air District funding, Air District, VTA and SAMTRANS will detail via timesheet and reports on a monthly basis staffing costs incurred as part of the Project. It will be at the sole discretion of the Air District to detemune if costs submitted fall within the scope of the Project. 9.7. The Air District will provide payment to vendor(s) for purchases and/or operations cost of the project. Paymenu will be based on the following procedure: 9.7.1. Upon receipt of an invoice, the Air District will notify the parties of intent to pay and provide an invoice copy. 9.7.2. Within 10 business days, each party must approve the invoice for work performed in its jurisdiction. 9.73. Federal funding is dispersed on a reimbursement basis. Upon party approval of an invoice, the Air District will seek federal reimbursement for the project cost and will disperse payment of available TFCA, local, and federal funds according to the formula established by the Steering Committee. 9.8. The Air District, in wnsultation with the Steering Committee, will decide how to allocate any revenue collected through this Project, whether from advertising, sponsorship, subscriber fees, or other program-related activities. Beyond supporting the ongoing operation of the system, revenues may be used to extend the term of the Project, expand coverage wiUun the existing parties' jurisdictions, or to expand coverage to new azeas. ]0. Imnlementation Policies 10.1. The parties agree to be bound by the requirements contained in the funding ageement with Caltrans ("Federal") and the TFCA program, and to take no actions during the Project that are in conflict with those requiremenu. To the extent that the requiremenu apply to post-Project actions, the parties agree to continue to be bound by those Federal and TFCA requirements. 10.2. The parties commit to the following allocation of bicycles: 500 bicycles in San Francisco, 100 in Redwood Ciry, and 400 in Santa Clara County distributed in the cifies of Mountain View, Palo Alto, and San Jose. This allocation may be changed at the discretion of the Steering Committee based on withdrawals, breaches, or ternunation. ]03. The parties agree to be bound to the results of a shared procurement process for the purposes of equipment purchase and program operation for the Project. 10.4. Each party agrees that, if requ'ved by law or policy, it will present RFP results and the Steering Committee recommendation for vendor selection to its boazd and will advocate for that selection. The parties agree that a"No" vote by a party's governing boazd constitutes a withdrawal from the project, upon which the Air District can at its sole discretion reallocate resources under the program (Air District and MTC funding). Page 7 of 12