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Attachment 2 AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT ESTABLISHING THE LIVERMORE AMADOR VALLEY TRANSIT AUTHORITY THIS AGREEMENT ("Agreement") is made and entered into by and between the County of Alameda, the City of Dublin, the City of Livermore, the City of Pleasanton, and any additional public agency meeting the requirements of Section 5.2 hereof which are or become signatories hereto (collectively hereinafter "Members" and "Member Jurisdictions"). WHEREAS, in 1985, the County of Alameda, the City of Dublin, the City of Livermore and the City of Pleasanton entered into a Joint Exercise of Powers Agreement ("JEPA") creating the Livermore/Amador Valley Transit Authority ("Authority") pursuant to Title 1, Division 7, Chapter 5, Article I (§ 6500, et seq.) of the California Government Code, for the purpose of providing coordinated public transportation services within the Service Area (as herein defined); and WHEREAS, since it was founded in 1985, the Authority's operations have grown significantly; and WHEREAS, in 1987 and 2000, the Member Jurisdictions amended provisions of the JEPA to revise certain insurance requirements; and WHEREAS, the County of Alameda, the City of Dublin, the City of Livermore and the City of Pleasanton now desire to enter into an Amended and Restated Joint Exercise of Powers Agreement to modify and update provisions pertaining to the structure and operation of the Authority. NOW, THEREFORE, the parties mutually agree as follows: ARTICLE I: GENERAL PROVISIONS Section 1.1. Purpose. The purpose of this Agreement is to establish the Authority to provide for the joint exercise of powers common to the Member Jurisdictions to own, manage, operate and maintain a public transportation system in the Service Area. The Member Jurisdictions further desire to jointly exercise such powers to claim, receive and utilize all forms of regionally allocated, State, Federal, or other grants or revenues, including, upon appropriate findings by the Metropolitan Transportation Commission (hereinafter "MTC"), funds under the Transportation Development Act (hereinafter "TDA") (California Public Utilities Code Sections 99207(b) and 99289). Section 1.2. Creation of Transit Authority. There is hereby created the Livermore Amador Valley Transit Authority (hereinafter "Authority") as a separate and distinct public entity from Member Jurisdictions, to administer and implement this Agreement and to exercise the common powers provided herein within the Service Area attached as Exhibit A. 1209036.15