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2008-11-18 Packetf~~': ~~ ~~ ~,. ~`' n , . '* ' G ~, ~ TT..~R5~AM1 W/,,~ 1f 1f'1 M5«7,~ ~((YY CITY OF ALAMEDA • CALIFORNIA IF YOU WISH TO ADDRESS THE COUNCIL: 1. Please file a speaker's slip with the Deputy City Clerk and upon recognition by the Mayor, approach the podium and state your name; speakers are limited to three ~3~ minutes per item. 2. Lengthy testimony should be submitted in writing and only a summary of pertinent points presented verbally. 3. Applause and demonstration are prohibited during Council meetings. AGENDA - - - - - - - - - - - REGULAR MEETING OF THE CITY COUNCIL TUESDAY - - - - - - NOVEMBER 18, 2048 - - - - 7:30 P.M. Note: Regular Council Meeting convenes at 7:30 pm, City Hall, Council C~am~aer~., corner of Santa Clara Ave and aak St] The Order of Business for City Council Meeting is as follows: 1. Roll Call 2. Agenda Changes 3. Proclamations, Special Orders of the Day and Announcements 4. Consent Calendar 5. City Manager Communications ~. Agenda Items 7. Oral Communications, Non-Agenda Public Comment} 8. Council Referrals 9. Communications Communications from Council? 10. Adjournment Public Participation Anyone wishing to address the Cauncil on agenda items or business introduced by Councilmembers may speak for a maximum of 3 minutes per agenda item when the subject is before Council. Please file a speaker's slip with the Deputy City Clerk if you wish to address the City Council SPECIAL MEETING OF THE ALAMEDA REUSE AND 7:31 P.M. REDEVELOPMENT AUTHORITY, CITY COUNCIL CHAMBERS Separate Agenda SPECIAL JOINT MEETING OF THE CITY COUNCIL AND 7:32 P.M. ALAMEDA PUBLIC FINANCING AUTHORITY, CITY COUNCIL CHAMBERS Separate Agenda PLEDGE OF ALLEGIANCE 1. ROLL CALL - City Council 2. AGENDA CHANGES 3. PROCLAMATIONS, SPECIAL ORDERS OF THE DAY AND ANNOUNCEMENTS 4. CONSENT CALENDAR Consent Calendar items are considered routine and will be enacted, approved or adopted by one motion unless a request for removal for discussion or explanation is received from the Council or a member of the public 4-A. Minutes of the Special Joint City Council and Public Utilities Board Meeting held on November 5, 2008. City Clerk} 4-B. Bills for ratification. Finance} 4-C. Recommendation to accept the Quarterly Report on implementing the Local Action Plan for Climate Protection. SAP&T} 4-D. Recommendation to adopt Plans and Specifications and authorize Call for Bids for the Wilver "Willie" Stargell Avenue Extension Project, No. P.W. 10-D8-26. Public Works} 4-E. Recommendation to authorize the City Manager to negotiate and execute Agreements with the Water Emergency Transportation Authority and Blue & Gold Fleet for the operation of the MV Gemini. Public Works} 4~-F. Adoption of Resolution Authorizing the City Manager to Apply to the California Integrated Waste Management Board for any Targeted Rubberized Asphalt Concrete Incentive Grant Offered in the Next Five Years and to Enter into All Associated Agreements. Public Works} 5. CITY MANAGER COMMUNICATIONS Communications from City Manager} 6. REGULAR AGENDA ITEMS 6-A. Adoption of Resolutions Appointing Douglas Biggs as a Member of the Social Services Human Relations Board and Dennis M. Owens as a Member of the Historical Advisory Board Architect Seat}. 6-B. Public Hearing to consider an Appeal of the Planning Board's denial of a General Plan Amendment for the MU2 Mariner Square Specific Mixed Use Area to permit office uses at 2400 Mariner Square Drive; and adoption of related resolution. Planning and Building} 5-C. Recommendation to approve the Alameda Theater Community Use Policy and Fee Schedule. Development Services} 7. ORAL COMMUNICATIONS, NON-AGENDA Public Comment} Any person may address the Council in regard to any matter over which the Council has jurisdiction or of which it may take cognisance, that is not on the agenda 8. COUNCIL REFERRALS Matters placed on the agenda by a Councilmember may be acted upon or scheduled as a future agenda item 9. COUNCIL COMMUNICATIONS Communications from Council} Councilmembers can address any matter, including reporting on any Conferences or meetings attended 10. ADJOURNMENT - City Council *** • Materials related to an item on the agenda are available for public inspection in the City Clerk's Office, City Hall, Room 380, during normal business hours • Sign language interpreters will be available on request. Please contact the City Clerk at 747-4800 or TDD number 522-7538 at least 72 hours prior to the Meeting to request an interpreter • Equipment for the hearing impaired is available for public use. For assistance, please contact the City Clerk at 747-4800 or TDD number 522-7538 either prior to, or at, the Council Meeting • Accessible seating for persons with disabilities, including those using wheelchairs, is available • Minutes of the meeting available in enlarged print • Audio Tapes of the meeting are available upon request • Please contact the City Clerk at 747-4800 or TDD number 522-7538 at least 48 hours prior to the meeting to request agenda materials in an alternative format, or any other reasonable accommodation that may be necessary to participate in and enjoy the benefits of the meeting AGENDA Special Meeting of the Governing Body of the Alameda Reuse and Redevelopment Authority *~*~~**~ Alameda City Hall Council Chamber, Room 390 ZZ63 Santa Clara Avenue Alameda, CA 94501 Tuesday, November 18, 2008 Meeting will begin at 7:31 p.m. I. ROLL CALL Z. CONSENT CALENDAR Consent Calendar items are considered routine and will be enacted, approved or adopted by one motion unless a request for removal for discussion or explanation is received from the Board or a member of the public. 2-A. Authorize the Executive Director to Execute an Amendment to Agreement with Russell Resources for Environmental Consulting Services for Alameda Point Extending the Term for ~ 2 Months and Adding $147,500 to the Budget. 2-B. Approve aOne-year Lease with Two One-Year Options with Makani Power for a Portion of Hangar 12. 3. REGULAR AGENDA ITEMS 3-A. Alameda Point Update -Review and Comment on SunCa1's Development Concept (Continued from the November S, 2008 Regular Meeting 4. ORAL REPORTS 4-A. Oral report from Member Matarrese, Restoration Advisory Board ARAB}representative. - Highlights of October 2 Alameda Point RAB Meeting. (Continued from the November 5, 2Q08 ,Regular ~leeting~ 5. ORAL COMMUNICATIONS,NON-AGENDA PUBLIC COMMENT) Any person may address the governing body in regard to any matter over which the governing body has jurisdiction that is not on the agenda.} 6. COMMUNICATIONS FROM THE GOVERNING BGDY 7. ADJOURNMENT ARRA Agenda -November 18, 2008 This meeting will be cablecast live on channe115. Page 2 Notes: ^ Sign language interpreters will be available on request. Please contact the ARRA Secretary at 749-5$00 at least 72 hours before the meeting to request an interpreter, ^ Accessible seating for persons with disabilities including those using wheelchairs} is available. ^ Minutes of the meeting are available in enlarged print. ^ Audio tapes of the meeting are available for review at the ARRA offices upon request. r ~.y ,~~~ ~~. ~z~ ~,, ,~~~ a } ~~ /y 4 1l, ~r~r a ~. G,~ ~~l'h ~y'rr:wµ ~~ ~_•J CITY OF ALAMEDA • CALIFORNIA SPECIAL JOINT MEETING OF THE CITY COUNCIL AND ALAMEDA PUBLIC FINANCING AUTHORITY ~APFA7 TUESDAY - - - NOVEMBER 18, 2008 - - -- 7:32 P.M. Location: Cit Council Chambers, City Hall, corner of Santa Clara Avenue and Oak Street. Public Participation Anyone wishing to address the Council/Authority on agenda items or business introduced by the Council/Authority may speak for a maximum of 3 minutes per agenda item when the subject is before the Council/Authority. Please file a speaker's slip with the Deputy City Clerk if you wish to speak on an agenda item, 1, ROLL CALL - City Council, APFA 2. AGENDA ITEM 2-A. Adoption of Resolution Authorizing the Execution and Delivery of an Escrow Deposit and Trust Agreement Related to the Partial Prepayment and Defeasance of the Alameda Public Financing Authority's Series 2004 Revenue Bond Anticipation Notes Alameda Power & Telecom7, and Approving Related Documents and Actions. [City Council]; • Adoption of Resolution Authorizing the Execution and Delivery of an Escrow Deposit and Trust Agreement Related to the Partial Prepayment and Defeasance of the Authority's Series 2004 Revenue Bond Anticipation Notes Alameda Power & Telecom7, and Approving Related Documents and Actions. [APFA]; and • Adoption of an Urgency Ordinance Approving and Authorizing the Execution of All Necessary Agreements and Documents for the Sale of the Alameda Power ~ Telecom Telecommunications Business Line to Comcast of Alameda, Inc. [City Council] SAP&T7 3. ADJOURNMENT - City Council, APFA .r~1 Beverly J n M yor Chair, A blic Financing Authority UNAPPROVED MINUTES OF THE SPECIAL JOINT OF THE CITY COUNCIL AND PUBLIC UTILITIES BOARD MEETING WEDNESDAY - - - NOVEMBER 5, 2008 - -- - 6:00 P.M. Mayor Johnson convened the Special Joint Meeting at 6:10 p.m. ROLL CALL - Present: Councilmembers deHaan, Gilmore, Matarrese, Tam, and Mayor Johnson; Board Members Hamm, Holmes, Kurita, McCahan, and McCormick - 10. Note: Board Member Hamm was present via teleconference from Le Royal Meridien, Sahar Airport Road, Andheri East}, Mumbai, India] Absent: None. The Special Joint Meeting was adjourned to Closed Session to consider: X08- } Conference with Real Property Negotiators; Property: 1041 W. Midway and various easements in Alameda, California; Negotiating parties: City of Alameda and Alameda Power and Telecom; Under negotiation: Price and terms. SOS- } Conference with Labor Negotiators X54957.6}; Agency Negotiators; Human Resources Director and Craig Jory; Employee organizations: International Brotherhood of Electrical Workers. *** Mayor Johnson called a recess to hold the Regular Alameda Reuse and Redevelopment Authority Meeting at 7:10 p.m. and reconvened the Special Joint City Council and Public Utilities Board Meeting at 9:20 p.m. *** Following the Closed Session, the Special Joint Meeting was reconvened and Mayor Johnson announced that regarding Property, Council and the Public Utilities Board received a briefing from Real Property Negotiators and provided direction on the negotiation; regarding Labor, Labor Negotiators briefed Council; no action was taken. Adjournment There being no further business, Mayor Johnson adjourned the Special Meeting at 11:20 p.m. Special Joint Meeting Alameda City Council and Public Utilities Board November 5, 2Q08 Respectfully submitted, Lora weisiger City Clerk The agenda for this meeting was posted in accordance with the Brown Act. Special Joint Meeting Alameda City Council and Public Utilities Board November 5, 2008 CITY ~F ALAMEDA Memorandum To: Honorable Mayor and Members of the City Cauncil From: Ann Marie Gallant interim Chief Financial Officer Date: November 13, 2008 Re: List of warrants for Ratification This is to certify that the claims listed on the attached check register and shown below have been approved by the proper officials and, in my opinion, represent fair and just charges against the City in accordance with their respective amounts as indicated thereon. Check Numbers Amount 214883 - 215249 $1,548,057,23 V17864 - V18004 $96,157,47 EFT 610 $7,993.50 EFT 611 $7,993.50 EFT 612 $922,127.00 Void Checks: 214573 210193 ($604.79) 213904 ($984.15) 214129 ($5.00) ($192.75) GRAND TOTAL $2,580,542.01 Respectfully submitted, Chief Finn al Officer T BILLS #4-8 Council warrants 11/18/08 11/18/2008 CITY of ALAMEDA Memorandum To: Honorable Mayor and Members of the City Council Fram: Debra Kurita City Manager Date: November 18, 2008 Re: Accept the Quarterly Progress Report on Implementing the Local Action Plan for Climate Protection BACKGROUND Since the City Council's adoption of the Local Action Plan on February 5, 2008, the City Manager formed a "Green Team," which includes the Assistant City Manager, Public Works Director, Planning and Building Director, General Manager of Alameda Power & Telecom, legal staff, and senior staff representing the three departments. The Green Team meets on a regular basis to review work programs and coordinate City projects and activities to implement the Local Action Plan. DISCUSSION The third quarterly progress report on implementation of the Local Action Plan SLAP} is provided as Attachment 1. Currently, the Green Team is working in partnership with the Coordinating Committee of Community Action for a Sustainable Alameda CASA}, to build a local movement to assist in the implementation of the LAP. The intended role of CASA will be to increase public awareness of global climate change and create local actions that involve the community. Two well-attended general CASA meetings were held on September 17 and October 30, 2008. At the October 30 meeting, the group endorsed both a mission and a vision statement. Meeting attendees identified short- and long-term projects to be undertaken, constraints which might inhibit accomplishment of those projects, and missing constituencies, and made individual and collective commitments to work on the projects. The next CASA meeting has been scheduled for Wednesday, January 14, 2009, from 6:30 to 8:30 PM, at the Alameda Free Library. BUDGET CONSIDERATIONIFINANCIALlMPACT There is no budget impact as a result of this action. City Counci! Agenda Item #4-C ~ ~-~8-os Honorable Mayor and November ~8, ~oQ8 Members of the City Council Page 2 of 2 MUNICIPAL CODEIPGLICY DOCUMENT CROSS REFERENCE This report is consistent with implementing policies of the Local Action Plan for Climate Protection. RECOMMENDATION Accept the Quarterly Progress Report on implementing the Local Action Plan for Climate Protection Respectfully~submitted, Girish Balachandran General Manager Alameda Po r& Telecom ~~ . By: ~ Bill Ga ine Marketing Manager Alameda Power & Telecom GB:BG:ra Attachment: ~ . Quarterly Report on the implementation of the Local Action Plan for Climate Protection H a W J W F- OC a ar W S H O Z O Q H z w w J a Z O H V W H 0 a w Q J U O z Q a z O F= U Q J Q V O J z w ~_ J a 0 U a J a z N N C ~ 0 C 0 Q} ~- ~ o c~ ~ ~ ~ c~ ~ Q ~ ~ ~ ~ o c o = o o = o = o ~ ~ I- c c ~ I--- c j N j N O ~ ~ -7p j N ~ ~ ~' ~ ~ W +=~ ~ L N N L 0 0 V ~+ ~ ]~ ~ L ~ ~ N ~ N ~ ~ ~ ~ L C ~ N (~ Q ~ Q ~ ~ ~ ~ C W C W W Q r r r r r LL r ~ r r ~ r ~ L. L L ~} L ~ L ~ ~ (~ L L L L L. 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U U~ Q = ~. U U °' ° a ~~ rn ° ° ° ° c ° ° ° ° ° ° c o N o N o N o N o CVp o N o N o (V o (V o N ~ 4~ 0 D] C~ City Council Attachment to Agenda Item #4-C 11.18-Q8 ~ ~ N N 0 0 ~ ~ .~' ~ N ~ 0 N ~ ~ Q ~ ~ ~ Q ~ N N C 0 o a ~ o ~ `~ U ~ ~ ~ ~ C O C O ~ w ~ ~ w o 0 ~ U (~ (~ U N N 0 Urt1 `U ~ ~ L ~ ~ d C C (~ cn N ' I- }`~' o ~ 1 ~ , '`~' r ~ ~ ~` N N N 0 N ~ ~ 0 N 0 N ~--+ ~ ~ L N ~ ~ ~, 0 N ~ ~ ~ L ~ L • ,~ `~ ~ [ ~~o ~}~+ L ~ o ~ ° ~ ~ ~ o ~ ~L ~ C c v m . c ~ , ~ C ~ N o o U ° ~ ~ U~ 0 L ,L 0 C 'N ~ ~ ~, U} o ° ~- ~~ o u C o ~ o ~ o~ L ~o , ~ o ~ ~ 0 Uo C ~ o ~o ~ U U = ~ ` Q} U ~- ~ C I6 ~ ~ ~ N 0 ~ 0 Q. N (~ ~? 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The City acquired the necessary right-of-way in August 2008, received final approval from Caltrans on its 100% construction drawings, and was awarded $4 million in State Transportation Improvement Project ~STIP} funds at the California Transportation Commission's September 2008 meeting. The award of STIP funds triggers a series of performance obligations, including a requirement to award a cans#ruction contract by March 2009, and to begin expending construction funds by September 2009. DISCUSSIGN The project includes a new fully signalized intersection at Webster Street and Stargell Avenue, extension of Stargell Avenue from Fifth Street to Webster Street, and widening Webster Street from the Constitution Way overpass to Ralph Appezzato Memorial Parkway. The project will also relocate the intersection for Webster StreetlStargell Avenue further south from the WebsterlPosey Tubes. The new intersection will improve traffic circulation for the western half of Alameda by providing a new east -west access across Baypor~Alameda Landing to Alameda Point. A copy of the plans and specifications is on file in the City Clerk's office. The improved intersection will accomplish the following: 1. Improve pedestrian and bicycle access in western Alameda by adding a Class 1 bike path connection to Webster Street, new walkways, and crosswalks; 2. Relieve traffic congestion on Ralph Appezzato Memorial Parkway; 3. Improve the appearance of the intersection by removing the concrete barriers and replacing them with a median island; City Council Agenda Item #4-D 11-'I 8-48 Honorable Mayor and November 18, 2008 Members of the City Council Page 2 of 3 4. Improve the traffic level of service at Webster Street and Ralph Appezzato Memorial Parkway; 5. Upgrade the intersection by installing a new signal, adding right-hand turn pockets, and improving sight distance; 6. Eliminate the existing non-standard intersection design at Stargell Avenue and Webster Street; and 1. Provide new street trees, lighting, bus stop, and walkways. The proposed project has been reviewed by the City, Caltrans District 4, and the West Alameda Business Association WABA}. Staff has worked closely with WABA on the project and, as requested by WABA, the plans include an additional row of trees, enhanced signage, and provision for an electrical system to accommodate holiday lights along Webster Street in the future. It is currently estimated that the project will require the removal of approximately 60 trees. However, the removal of trees will be mitigated in the second phase of this project, which includes new landscaping along the right-of-way. The landscape design for the project is currently under review and will be brought before the Council to authorize bids in the spring of 2009. Staff will continue to work with WABA on the forthcoming landscape plans. BUDGET CGNSIDERATIGNIFINANCIALlMPACT The praject will be fully funded with the STIP monies and by Catellus Development Group, as required pursuant to the Alameda Landing Disposition and Development Agreement. There is no financial impact to the City's General Fund, Community Improvement Commission or Alameda Reuse and Redevelopment Authority budgets. MUNICIPAL C4DEIPQLICY DGCUMENT CROSS REFERENCE This recommendation will assist in meeting the goals of the City's Local Action Plan for Climate Protection. ENVlRQNMENTAL REVIEW 0n May 21, 2002, the City of Alameda, in its role as Lead Agency under the California Environmental Quality Act ~CEQA}, adopted Resolution No. 13455 adopting a Mitigated Negative Declaration MND} far the project. Qn February 13, 2006, the City prepared an addendum letter to the MND regarding a minor realignment of Stargell Avenue. Adopting the plans and specifications for the project and authorizing a call for bids are consistent with the adopted MND and addendum. Honorable Mayor and Members of the CityCouncil REC~MMENDATICN November ~ 8, 2008 Page 3 of 3 Adopt plans and specifications and authorize a call for bids for Wilver "Willie" Stargell Avenue Extension Project No. PW. 10-48-~6. Respec u Il su m fitted, ,. Leslie Little Development Services Director By: 'Potter Manager, Base Reuse & Community Development Division Matthew T. Naclerio Public Works Director ~~"~ .~ Barbara Hawkins City Engineer LAL:DP:MTN:BH:sb:gc CITY OF ALAMEDA Memorandum To: Honorable Mayor and Members of the City Council From: Debra Kurita City Manager Date: November 18, 2008 Re: Authorize the City Manager to Negotiate and Execute Agreements with the UVater Emergency Transportation Authority and Blue & Gold Fleet for the 4 eration of the MV Gemini BACKGROUND Over the next six months, the San Francisco Bay Area Water Emergency Transportation Authority WETA} will take delivery of two new 149-passenger ferry boats. The first boat, the MV Gemini, will arrive in the Bay Area in late November, while the MV Pisces will arrive in the spring of 2009. WETA had expected to place these vessels into the proposed South San FranciscolOakland ferry route originally scheduled to begin December of 2008. Since the service has been delayed, WETA has made these boats available for operation by existing public ferry services. City staff and WETA have reached an agreement on the principal terms for the use of the Gemini as well as the funding agreement that enables WETA to reimburse the City for specified expenses. In addition, City staff and Blue & Gold Fleet ~B&GF} have reached an agreement on the terms for the subcharter of the Gemini to B&GF. B&GF wil[ operate the Gemini in both the AlamedalOakland Ferry Service ~AOFS}and in the Tiburon ferry service. If the City, WETA, and B&GF successfully conclude negotiations, the Gemini is expected to begin AOFS operations in January, once modifications to the Alameda and Oakland docks are completed. Staff and WETA are continuing negotiations on the terms under which Pisces would enter Alameda Harbor Bay Ferry Service ~AHBF} in the spring of 2009. DISCUSSION Staff has negotiated the principal terms for the Funding Agreement Between the City of Alameda and WETA, the WETAICity of Alameda Bareboat Charter Agreement, and the Tenth Amendment to the AOFS Agreement. Principal agreement terms are: • CityIWETA Funding Agreement: The Funding Agreement requires WETA to reimburse the City for Gemini capital and operational costs that the City would not have incurred if it operated only the Peralta and the Encinal. With one possible exception, discussed later in this report, the Gemini operation is not expected to result in any net increase to AOFS operating costs. The Funding City Council Agenda item #4-E 'l 1-'I 8.08 Honorable Mayor and Members of the City Council November 18, 2008 Page 2 of 3 Agreement also provides for reimbursement of costs associated with the placement of the Pisces into AHBF operation. Revenue for the Funding Agreement will be provided from the Metropolitan Transportation Commission ~MTC}-administered Regional Measure 2 ~RM2} program. VvETA expects MTC to approve $750,000 in RM2 funds for Gemini and Pisces-related expenses at MTC's November meeting. • Bareboat Charter Charter}: The Charter specifies the terms under which the City can take possession of the Gemini, and it gives the City the right to subcharter the vessel to B&GF for AGFS and Tiburon operations. The Charter term ends in July 2009, to coincide with the term of the B&GF operating agreement. The Charter includes a provision for extending the use of the Gemini. • Tenth Amendment to B&GF 4perating Agreement Amendment}: The Amendment requires B&GF to operate, maintain, and insure the Gemini in the same manner as B&GF operates the City-owned Peralta and Encinal. In addition, B&GF must comply with Gemini operating and reporting requirements set by v`IETA in the Charter. The Amendment allows B&GF to operate the Gemini in its Tiburon Ferry Service when the City has determined that the Gemini is not needed for AGFS operations. This vessel sharing provision is needed to provide sufficient operating hours while the Gemini is under aone-year builder warranty. Staff estimates that approximately 20°/° to 30°/0 of Gemini's operating hours will be recorded while the vessel is in AGFS service. Staff expects the Gemini to operate on the Tiburon service weekday mornings and on the AGFS 5:20 PM weekday Pier 41 departure. It will also be available for weekend AGFS operations. Staff has negotiated the Amendment to limit the City's exposure to increased operations and capital costs associated with placing the Gemini into the ADFS operations. However, since the vessel will be shared by the AGFS and Tiburon services, there is the possibility that the Gemini may become damaged, and that it cannot be determined if the damage occurred while in Tiburon or AGFS service. In this case, the City would be responsible for the portion of the insurance deductible x$50,000 per occurrence} equal to the percent of total Gemini operating hours used in AGFS operations. Since the Gemini will be under aone-year builder warranty and afive-year extended engine manufacturer warranty from MTU Detroit Diesel, there may be operating and capital savings that will offset the prorated deductible associated with undetermined damage. Staff had hoped that the first V11ETA boat would enter AHBF operations in December, but there was insufficient time for WETA to purchase and install a maintenance barge. Honorable Mayor and Members of the City Council November 18, 2008 Page3of3 This made the Gemini available for the AGFS instead. Final negotiations on the agreements are concluding, and will be in substantial conformance with the agreements that are on file in the City Clerk's office. BUDGET CGNSIDERATIONIFINANCIALlMPACT The A4FS is budgeted in the Capital Improvement Program Project No. 621.28}, with monies allocated from Measure B, Regional Measure 1 Bridge Toll Program, and Farebox revenue. RM2 funds are anticipated to be made available by MTC at its November meeting. There is no impact to the General Fund associated with A~FS operations. MUNICIPAL CGDEIPGLICY DOCUMENT CROSS REFERENCE The City's Ferry Service is consistent with the General Pian Transportation Element Guiding Policy 4.3.f. REC4MMENDATI4N Authorize the City Manager to negotiate and execute agreements with the Water Emergency Transportation Authority and Blue & Gold Fleet for the operation of the MV Gemini. Respectfully submitted, / ~~' atthew T. Naclerio Public Works Director 1 ~1'lS~ ~ ~,vV~.~l~u7 By: Ernest Sanchez I Ferry Manager ~ ~ MTN:ES:gc cc: Watchdog Committee (Ferry) CITY ~F ALAMEDA Memorandum To: Honorable Mayor and Members of the City Council From: Debra Kurita City Manager Date: November 1S, 2008 Re: Adopt a Resolution Authorizing the City Manager to Apply to the California Integrated Waste Management Board for any Targeted Rubberized Asphalt Concrete Incentive Grant offered in the Next Five Years, and to Enter into all Associated A regiments BACKGRaUND The California Integrated Waste Management Board ~CIWMB} will be distributin g several million dollars in competitive grants through its Targeted Rubberized As halt p Concrete Incentive Grant Program. This program provides funding to encoura a cities g and counties to use rubberized asphalt concrete WRAC} in their street resurfacin . .g programs in lieu of standard asphalt concrete. The City submitted a grant application for $123,200 on Gctober 31, 2008, to meet the grant deadline, with the understandin . g that a resolution authorizing the application would be provided to CIWMB b December Y 1, 2008. The City received a $115,000 grant in 2006 that was used for Resurfacin , g Phase 26. DISCUSSiGN The City of Alameda uses a Pavement Management System to prioritize street re airs p based on the existing pavement surface conditions to identify various cate oriel of . g repair ranging from minor maintenance to reconstruction of the street. Staff recommends using RAC as part of this year's street resurfacing program as it performs better on streets with significant cracks. Two inches of RAC are equivalent to three inches of standard asphalt concrete. RAC pavement also reduces vehicular noise. In 2001 and 2006, the City used RAC on various streets, and it has performed ve well, . .. ~ The two streets tentatively identified for RAC are Fernside Boulevard, from Ht h Street g to Eastshore Drive, and Central Avenue, from Pacific Avenue to Webster Street, BUDGET CGNSIDERATIGNIFINANCIALANALYSlS Any CIWMB grant funding will supplement the existing City fundin sources g appropriated for street resurfacing within the Capital Improvement Program, The 2009 street resurfacing program will be funded with a variety of non-General Fund sources including Measure B, Gas Tax, Congestion Management Air C~ualit CMAQ y t ~, City Council Report Re: Agenda Item #4-F 1 ~ -~I 8.48 Honorable Mayor and Members of the City Council November 18, X008 Page 2 of 2 Proposition 42, sewer, and urban runoff funds. The current cost for RAC is approximately $32 per ton more than standard asphalt. This grant will pay for to°/° of this differential cost. MUNICIPAL CoDE1POLiCY DOCUMENT CROSS REFERENCE This action will not affect the Municipal Code; it will assist in meeting the goals of the City's Local Action Plan for Climate Protection. RECOMMENDATION Adopt a resolution authorizing the City Manager to apply to the CIWMB for any Targeted Rubberized Asphalt Concrete Incentive Grant offered in the next five years, and to enter into all associated agreements. Respectfully submitted, ,~~~ ,' ~ ~/ ~ j~ +, ,: C~ / ~ f ~~+a-- r '~"` Ma thew T. Naclerio Public Works Director By; Laurie Kozisek ~~ Associate Civil Engineer MTN:LK:gc cc: Watchdog Committee CITY OF ALAMEDA RESOLUTION NO, ______ v :~ AUTHORIZING THE CITY MANAGER TO APPLY TG THE CALIFORNIA INTEGRATED WASTE MANAGEMENT BOARD FOR ANY TARGETED RUBBERIZED ASPHALT CONCRETE INCENTIVE GRANT OFFERED IN THE NEXT FIVE YEARS, AND TO ENTER INTO ALL ASSOCIATED AGREEMENTS WHEREAS, Public Resources Code Section ~PRC} 42812.5, authorizes the California Integrated Waste Management Board ~CIWMB} to establish a grant program to fund rubberized asphalt concrete WRAC} projects; and WHEREAS, the CIWMB has been delegated the responsibility for the administration of the program, setting up necessary procedures governing application by local governments and their subdivisions underthe program; and WHEREAS, said procedures established by the CIWMB require the applicant to certify, by resolution, approval of the application before submission of said application to the State; and WHEREAS, if awarded a grant, the applicant will enter into an agreement with the State of California for development of the project. NO11~, THEREFORE, BE IT RESOLVED that the Council of the City of Alameda does hereby approve the submittal of any application to the CIWMB for a Targeted Rubberized Asphalt Concrete incentive Grant in the next five years and authorizes the City Manger to enter into all necessary applications, contracts, agreements, amendments, and payment requests hereto for the purposes of securing grant funds and to implement and carry out the purposes specified in the grant applications. ****~~ Resolution #4-FCC -~ ~-OV I, the undersigned, hereby certify that the foregoing Resolution was duly and regularly adopted and passed by the Council of the City of Alameda in a regular meeting assembled on the 18th day of November, 2008, by the following vote to wit: AYES: NOES: ABSENT: ABSTENTIONS: 1N ~IIIITNESS, UVHERE4F, I have hereunto set my hand and affixed the official seal of said C'rty this 19t~ day of November, 2908. Lara Vveisiger, City Clerk City of Alameda CITY GF ALAMEDA RESGLUTIDN N4. APPaINTING DOUGLAS BIGGS AS A MEMBER OF THE SOCIAL SERVICE HUMAN RELATIONS BOARD E 0 a BE 1T RESOLVED by the Council of the City of Alameda that pursuantty the provisions of Article X of the Charter of the City of Alameda, and upon 0 Q ;~ nomination by the Mayor, DOUGLAS BIGGSisherebyappointedtatheofficeof c~ member of the Social Service Human Relations Board of the City of Alameda for the term commencing November6, X008, and expiring on June 30, 201, and to serve until his successor is appointed and qualified. ****** I, the undersigned, hereby certify that the foregoing Resolution was duly and regularly adopted and passed by the Council of the City of Alameda in adjourned regular meeting assembled on the . day of November, 2008, by the following vote to wit: AYES: NOES: ABSENT: ABSTENTIONS: IN WITNESS, WHEREOF, I have hereunto set my hand and affixed the official seal of said City this day of November, 2008. Lora Weisiger, City Clerk City of Alameda Resolutions #fi-Q -~ Y-~/~ CITY OF ALAMEDA RESOLUTION NO. E '~ L APPOINTING DENNIS M. OvUENS AS A MEMBER OF THE ~, CITY HISTORICAL ADVISORY BOARD REGISTERED ARCHITECT SEAT} v ~• v BE iT RESOLVED by the Councii of the City of Alameda that pursuant to the provisions of Article X of the Charker of the City of Alameda, and upon nomination of the Mayor, DENNIS M. OvVENS is hereby appointed to the office of member of the Historical Advisory Board Registered Architect Seat of the City of Alameda for the term commencin 9 November 12, 2008, and expiring on June 30, 2012, and to serve until his successor is appointed and qualified. *~***~ I, the undersigned, hereby certify that the foregoing Resolution was dul and Y regularly adopted and passed by the Council of the City of Alameda in a regular meetin 9 assembled on the day of November, 2005, by the following vote to wit: AYES NOES: ABSENT: ABSTENTIONS: IN VIIITNESS, VvHEREOF, I have hereunto set my hand and affixed the seal of said Cit Y this day of November, 2008. Lara ~Illeisiger, City Clerk City of Alameda CITY 4F ALAMEDA Memorandum To: Honorable Mayor and Members of the City Council From: Debra Kurita City Manager Date: November 18, 2008 Re: Hold a Public Hearing to Consider an Appeal of the Planning Board's Denial of a General Plan Amendment for the MU2 Mariner Square Specific Mixed Use Area to Permit Gffice Uses at 2400 Mariner Square Drive. BACKGROUND The applicant is proposing to amend the MU2 Mariner Square Specific Mixed Use Area to permit office use at the presently closed restaurant that formerly housed the Chevy's Restaurant. The MU2 Mariner Square Specific Mixed Use Area limits office uses east of Mariner Square Drive to preserve opportunities for waterfront dining and entertainment uses. 0n August 11, 2005, the Planning Board held a public hearing and requested staff provide additional information about the history of the MU2 area and development approvals. At the September 8, 2008 hearing, the applicant requested that the hearing be continued to September 22, 2008, to allow for a more complete quorum of the Planning Board. At the September 22, 2005 hearing, staff presented additional alternatives for approval as well as the original recommendation for denial. A motion was introduced to approve the project, but the motion failed for lack of a majority vote with three in favor and three against. 0n September 30, 2008, the applicant submitted an appeal of the Planning Board's decision. DISCUSSION As described in more detail in the September 8, 2008 Planning Board staff report, the 1999 General Plan Amendment that approved the construction of the Cardinal Point assisted living facility and the boat storage facility limited the amount of new office space that could be developed on the east side of Mariner Square Drive. In 2003, the City approved a new structure to replace the fire-destroyed Carriage House that included 4,590 square feet of office. The approval effectively consumed the 5,000 square feet of office expansion allowed by the General Plan on the portions of the MU-2 Area "east of Mariner Square Drive", leaving capacity for approximately 1,610 square feet of additional office space. City Council Public Hearing Agenda Item #6-B 11-'18-08 Honorable Mayor and November 18, 2408 Members of the City Council Page 2 of 3 Based upon an analysis of the General Plan, staff determined that the proposal was not in the best interest of the community of Alameda as summarized below: 1. There are limited opportunities for waterfront restaurants but many opportunities in the City for office development. 2. Shock-term economic considerations should not undermine long term planning objectives to enhance the waterfront and access opportunities. In support of the General Plan Amendment, the applicants have made the following arguments: 1. The building has not been marketable as a restaurant since its closure in 2006. 2. The restaurant equipment was removed by Chevy's upon their departure and significant investment would be required to return the building to its former use. 3. There is an office tenant who is wilting to lease the facility. 4. There has been an overall decrease in office use in the MU2 area since the construction of Cardinal Point and the boat storage facility, which removed ail office use west of Mariner Square Drive. There are no office structures in the MU2 area; a!I offices that exist are associated with marine industrial uses. The Planning Board motion to approve the project failed by a vote of 3 to 3 with one member absent, and consequently the project was deemed denied. The Board did not formally move to deny the project, so there are no negative findings before the City Council on this appeal. PUBLIC NGTIFICATIGN This item was advertised in the Alameda Journal. Notices were mailed to residents and property owners within 344 feet of the property and to interested parties who have requested to be notified. The notice of the proposal and the City Council hearing was posted on an A-frame sign on the property on Gctober 34, 2008. BUDGET CONSIDERATIGNIFINANCIAL IMPACT No additional funding is necessary relating to Planning & Building activities for this project. Honorable Mayor and November 18, 2008 Members of the City Council Page 3 of 3 MUNiCiPAL CODEIPOLICY DOCUMENT CROSS REFERENCE Upholding the Planning Board's denial of this General Plan Amendment would not change the policies within the Land Use Element of the General Plan. ENVIRONMENTAL REVIEVIJ The project is Statutorily Exempt from review under CEQA Guidelines, Section 15210~a} -Project denial. If the City Council overturns the Planning Board denial of the General Plan Amendment, the City Council must find that the proposal is Categorically Exempt from State CEQA Guidelines, pursuant to Section 15305 Minor Alterations to Land Use Limitations. The reuse of the existing building, which was previously a restaurant, for offices would not result in a significant environmental impact. The proposal does not include any new construction, and the traffic generated by 5,800 square feet of office use would not differ significantly from the traffic generated by the equivalent amount of restaurant use. RECOMMENDATION Hold a public hearing and uphold the Planning Board's denial of a General Plan Amendment for the MU2 Mariner Square Specific Mixed Use Area to permit ofhce uses at 2400 Mariner Square Drive and deny the appeal. Re pectFully submitted, ~tJ~~~ Cathy odbury Planni g and Building irector By: nthia Eliason Supervising Planner ATTACHMENTS: 1. August 11, 2008 Planning Board Report without resolutions} 2. September 8, 2008 Planning Board Report without resolutions} 3. Draft minutes from the August 11, 2005 Planning Board Meeting 4. Draft minutes from the September 22, 2008 Planning Board Meeting cc: Yoiande Jurzykowski Onju Updegrave Farrand Cooper, P.C. ITEM 9-A PLANNING BOARD STAFF REPORT DATE: August 11, 2008 To; HCNGRABLE PRESIDENTAND MEMBERS GF THE PLANNING BGARD FROM: Cynthia Eliason, Supervising Planner 510.47.6880 celiason a~ci.alameda.ca.us APPLICATIGN: General Plan Amendment for the MU2 Mariner Square Specific Mixed Use Area to permit office use. The site is located at 2400 Mariner Square Drive. ZONING DISTRICT: M-2-PD General Industrial (Manufacturing) Planned Development GENERAL PLAN: Business Park EXECUTIVE SUMMARY The applicant is proposing to amend the MU2 Mariner Square Specific Mixed Use Area to permit office use at the presently closed restaurant that formerly housed the Chevy's Restaurant. The MU2 Mariner Square Specific Mixed Use Area limits office uses east of Mariner Square Drive to preserve opportunities for waterfront dining and entertainment uses. BAC~CGRGUND Site History: According to the applicant's supporting statements Attachment 1 }, the 5,890 square foot restaurant was constructed in 1915. Griginally developed as the Ancient Mariner restaurant, the facility included guest docking at the adjacent marina facilities. In 1986 it housed the first Chevy's restaurant, a chain that has grown to become the largest independent Mexican restaurant operator in the United States. Chevy's closed in 2006, and the building remains vacant. Ci#y Council A#tachment 1 to Public Nearing Agenda Item #6-B 1'1-18.08 Honorable President and August ~ 1, 2008 Members of the Planning Board Page 2 of 5 General Plan The City's first General Plan, the Combined Land Use Plan ~CLUP~, was adopted on July 3, 1979. Policies in the CLUP encouraged water- oriented commerciallrecreational activities with a landscaped public space and view point at the end of Mariner Square Drive. Gpen Space Recommendation #5 states, "Mariner Square should be encouraged to continue recreational and commercial development along the Estuary at the north end of Mariner Square Drive." In 1991, the City of Alameda updated its General Plan. The updated General Plan includes five broad themes, the first of which is that Alameda is an island. As stated in 1.~, "General Plan policies strengthen awareness of the City's island setting by making the shoreline visible and accessible." The property is located in the 1991 General Plan MU2, Specific Mixed Use Area far Mariner Square. The 1991 policies were amended in 1993 under General Plan to allow for the Cardinal Point Senior Housing development. Specific policies for this area are: MU2 Mariner Square: The combination of views of an active stretch of the Estuary and of nakland, boat berths, boat sales and repair, houseboats, and restaurants, a!I in snot-too-planned cluster, make this Alameda's most interesting waterfront segment. The General Plan preserves this character from possible market pressures by limiting additions of office space. 2.6.b Mariner Square: Preserve the existing mix ofwater-related uses and add onshore live-work space. To avoid displacing water-related uses, office space additions are limited to 5,000 square feet. In the area west of Mariner Square Drive, elder assisted living facilities may be permitted provided they are compatible with the marine uses in the vicinity. Abe proposed Business anal Waterfront lmprovemen~ Project would provide public actions ~o sfimula~e development of this side. 2.6.g Mariner Square: Limit offices to 20 percent of nonresidential floor area east of Mariner Square Drive with a majority of the space to be devoted to marine-related uses. Up to 100,000 square feet of elder assisted living facilities may be permitted, provided they are compatible with the marine uses in the vicinity The subject property is located along the Bay Trail and provides shoreline access along a pathway, which presently terminates at Cardinal Point to the west, but will extend to the west with the Alameda Landing Development and ~it currently extends past Marina Village to the east. Policies regarding shoreline access and development are located in the Parks And Recreation, Shoreline Access, Schools And Cultural Facilities Element, and state: Honorable President and Members of the Planning Board August 11, 2008 Page 3 of 5 6.2.a Maximize visual and physical access to the shoreline and to open water. Despise recent progress in securing public access, opportunities are sti!! very limited on the north and east shorelines of the Main lsland. At marinas where access to the shoreline is available, long floating piers and a forest of masts still may block visual access to open water. Along much of the Northern Waterfront where there are no marinas, the bulkhead and pierhead lines are close together, so access to open wafer is assured. STAFF ANALYSIS The General Plan establishes the Gity's policy framework for land use decisions. It is the basis for all land use regulation, zoning ordinance standards and requirements, investment decisions of public funds for public infrastructure, and all City decisions on development projects. The California Supreme Court has described the General Plan as the local jurisdiction's "Constitution", guiding land use decisions by the City. Because the General Plan is the basis for all local land use decisions and regulations, it must provide a clear, consistent statement of a local jurisdiction's long-term development and land use strategies upon which private parties can make decisions. Based upon the General Plan's statement of policies and goals; businesses, residents, and local property owners make decisions about whether to invest in properties or where to locate homes or businesses. For these reasons, the State of California Legislature established that a General Plan should be comprehensive, long term, and only amended if the amendment is clearly in the public interest and supports the general welfare of the community. Based upon an analysis of the General Plan, staff finds that the proposal is not in the best interest of the community of Alameda as summarized below: A. There are limited opportunities for waterfront restaurants but many opportunities in the Gity for off ce development. B. Short-term economic considerations should not undermine long term planning objectives. The MU2 area specifically limits office development in order to maximize waterfront diversity and access. The policies of this Specific Mixed Use Area implement the broad General Plan theme to "strengthen awareness of the City's island setting by making the shoreline visible and accessible." Restaurants provide the public a place to eat and view the shoreline. There are multiple General Plan designations that permit office development. In fact, there are Office and Business park designations specifically permitting office development. office is also permitted to a certain extent in the Community Commercial and General Industry General Plan designations. There are, however, very limited locations that can support waterfront dining experiences Honorable President and August 1 1, 2aa8 Members of the Planning Board Page 4 of 5 and "... strengthen awareness of the City's island setting by making the shoreline visible and accessible." The applicant cites as evidence the declining revenues ofi Chevy's in this location, the change in land use associated with the construction of Cardinal Point facility, and the inability of the owner to secure another restaurant tenant. While staff does not dispute any of the applicant's assertions about Chevy's or the owner's ability to secure another restaurant tenant, staff is reluctant to recommend changes in General Plan land use designations to address current economic conditions at the expense of long term planning goals for the area. Staff acknowledges that it may be easier and potentially more profitable to secure an office tenant rather than a restaurant tenant for the building at this time, but with the development of the nearby Alameda Landing project with 300,000 square feet of retail, up to 300 housing units, and up to 400,000 square feet of off ce, and with the completion of the UVilver StargelllVlJebster Street intersection and the initiation of the future water shuttle between Alameda Landing and Jack London Square, the demand for restaurant space and other waterfront retail uses in the MU2 area is anticipated to increase. FINDINGS The public interest and community welfare are best supported by preserving the integrity of the General Plan's vision for the Mariner Square as a waterfront dining and entertainment area with "boat berths, boat sales and repair, houseboats, and restaurants, all in a not-too-planned cluster" that celebrate Alameda unique northern waterfront by limiting the expansion of offce uses in the area. The 1991 General Plan acknowledged that market pressures would encourage office uses but that these market pressures must be controlled through land use policies that limit office use in the area to preserve opportunities for the types of uses that are necessary to create the type of waterfront environment envisioned and desired by the community. No new circumstances or changes in community priorities have been identif ed that would warrant a change to the policy decisions made in 1991 to limit office use in the MU2 area. For these reasons, staff does not support amending the General Plan designation for the site to allow office use of the building. ENVIRONMENTAL REVIEW The project is Statutorily Exempt from review under CEQA Guidelines, Section 15210~a} -Project denial. PUBLIC N~T1CE A notice for this hearing was mailed to properties within 300 feet of this site, published in the Alameda Journal and posted at the subject property. Staff has not received any public comments on this project. Honorable President and Members of the Planning Board RECOMMENDATION August 11, 20aS Page 5 of 5 Adopt the draft Resolution denying the proposed General Plan amendment. RESPECTFULLY SUBMITTED BY: I~ CY A ELIASON SU VISING PLANNER REVlEVI1ED BY: BG PLANNING SERVICES MANAGER Attachments: 1. Applicant's Support Documentation -19 pages 2. Draft Resolution ITEM 9-A PLANNING BOARD STAFF REPORT DATE: September 8, 2008 T4: HGNGRABLE PRESIDENT AND MEMBERS GFTHE PLANNING BARD FRAM: Cynthia Eliason, Supervising Planner 510-147-6880 celiason @ ci.alameda.ca. us SUBJECT: General Plan Amendment for the MU2 Mariner Square Specific Mixed Use Area to permit office use. The site is located at 2400 Mariner Square Drive, BACKGROUND At the August 11, 2005 Planning Board meeting, the Board requested additional land use analysis of the MU2 area and additional information that might provide some flexibilityforthe use of the building at 2400 Mariner Square Drive. This report is intended to supplement the August 11, 2008 staff report, which recommended denial of the proposed General Plan Amendment, and includes the rationale for the recommendation. DISCUSSION History of the MU-2 Area The subject property is located in the MU-2 General Plan Designation. The MU- 2 General Plan Designation was established in 1991 with the adoption of the 1991 General Plan. At that time, the MU2 area was an eclectic mix of uses that included maritime retail, offices, restaurants, marinas, and even some residentia! components. Specific uses included: the Pasta Pelican and Chevy's restaurants; the "Carriage House" which was a mixed use structure with residential, retail and office uses; a warehouse remodeled into chandlery and harbor master office; a dozen box cars installed for retail but later remodeled for office use; existing bulk oil tanks, open boat storage and marina uses. Between 1991 and 1999, there were no significant changes in land uses in the area, but in 1999, the Cardinal Point development was proposed for the western ~~~ Council Attachment T to Public Hearing Agenda Item #B-B '1'! -18-D8 Honorable President and September S, 2005 Members of the Planning Board Page 2 of 6 half of the MU-2 area. The project's environmental document described the project site as follows: "The site currently contains atwo-story office building with an estimated 12,800 square feet mainly in office use, but with some marine-related retail}, a one-story warehouse of about 9,600 square feet formerly used as a sail lift, a 2,600 square-foot yacht sales building, a dozen .refurbished box cars which contained about 6,000 square feet of office space, an office trailer, and a small metal building. The Pasta Pelican restaurant on pilings in the marina contains an estimated 8,200 square feet, and Building C, a small two-story office building contains an estimated 4,600 square feet. The site also contains the foundations of two former bulk oil tanks, open boat storage, parking, and public open space. There are 77 existing berths within the submerged portion of the private property, including six berths for the large Commodore dinner cruise line yachts." The east side of Mariner Square Drive where 2400 Mariner Square Drive is located contained the 5,890 square foot Chevy's Building, Barnhill Marina, various marine services such as PSA Marine Services and Reliable Marine Electronics, and the Carriage House, a mixed~use structure of office, retail and residential. The Carriage House was destroyed by fire in 2002. In 2003, the Planning Board approved a plan to reconstruct the building as a 4,594 square foot office building. Prior to the fire, the building included approximately 1,200 square feet of office. In 1991 and then again in 1999, it was estimated that the structures within the MU-2 area consisted of 30%marine-related uses, 30% non-marine-related office use, and 40°/° restaurant uses; however, marine-related uses comprised a larger percentage of land area due to open boat storage and sales. 1999 General Plan Amendment In 1999, the City of Alameda approved the 1999 General Plan Amendment, Planned Development Amendment, and Design Review applications far the Aegis facility, now named Cardinal Point. The actions included: 1. An amendment to Section 2.3 of the General Plan, including tables that show how Alameda will change if all potential development envisioned by the General Plan were to occur. The 1999 amendments that are relevant to the 2008 Chevy's GPA are shown below in bold text. It is important to note, for the purposes of this application, that prior to the 1999 amendments, the cap of 5,000 square feet of new office applied to the entire MU-2 area, but after the 1999 amendments, it applied only to the area east of Mariner Square Drive. This 1999 amendment prevents the current application from benefiting from the fact that the Cardinal Point development actually removed about 20,000 square feet of office from the area. If the words "east of Mariner Square Drive" had not been added, then it could be argued that even with the conversion of the Chevy's Honorable President and September 8, 200$ Members of the Planning Board Page 3 of 6 building to office, the overall amount of office in the MU-2 area has actually gone down since 1991. MU2 Mariner Residential 10 WorklLive Square Office 5,044 sq. ft, east of Mariner Square Drive Institutional assisted 100,000 sq. ft. west of living and related Mariner Square Drive uses 40,000 sq. ft. boat storage, Maritime Uses marina 2. Amendments to,.Policies., 2~6g and 2.6b. The 1999 General Plan amendments also amended olicies 2.6 and 2.6 b. The 1999 amendments are shown in p g bold text. Policy 2.6.b now reads: Preserve the existing mix of water-related uses and add on-shore live-work space. Ta avoid displacing of water-related uses, offr'ce space additions are limited to 5, ODp square feet, except in the area west of Mariner Square Drive, where up to X00,040 square fee# of non- water rela#eduses may be permi~~ed." General Pian Implementing Policy 2.6g now reads; "Limit offices to ~0 percent of nonresidential floor area easy of Mariner Square Drive with a majority of the space to be devoted to marine-related uses. Up to ~OD,000 square feet of eiafer assisted living facilities may be permi~~ed, provided they are compatible with fhe marine uses in the vicini~y." 3. Removal of office s ace. With the approval of the Cardinal Point development, the approximately 24,044 square feet of office on the west side of Mariner Square Drive was removed from the MU-2 area to make room for the Cardinal Point development and boat storage facility. 2003 Carriage House Improvements In 2402, the Carriage House, a three story mixed-use structure of office, retail and residential on the west side of Mariner Square Drive was destroyed by fire. Prior to the fire, one of the three stories was devoted to approximately 1,200 square feet of office. In 2003, the City approved a new replacement structure, which included 4,590 square feet of office. The approval effectively used up 3,390 square feet of the 5,444 square feet of office expansion that is allowed by the General Plan on the portions of the MU-2 Area "east of Mariner Square Drive", leaving capacity for approximately 1,61 o square feet of additional office. Honorable President and September 8, 2008 Members o~ the Planning Board Page 4 0~ b Staff has determined that the overall amount of office use in the MU-2 area has actually been reduced since the original 1991 General Plan policies were adopted as the result of the Cardinal Paint development in the area. However, the amendments to the General Plan policies that were adopted in 1999 to accommodate the Cardinal Point development also reduce the opportunities to expand office in the MU-~ area, because the amendments applied the 1991 5,440 square foot office expansion cap to only those areas east of Mariner Square Drive. This amendment prevented office projects on the east side of Mariner Square Drive from benefiting from the loss of office on the west side of Mariner Square Drive, even though the Cardinal Point development eliminated approximately 20,000 square feet of office. The approval of the 4,950 square foot Carriage House office development effectively prevented any future office development in the area east of Mariner Square Drive, Planning Board Amendment Options ~ tion #1: If the Planning Board determines that no additional net increase in office should allowed in the MU-2 east of Mariner Square Drive beyond the 5,000 allowed in the General Plan, then the Planning Board should adopt Resolution #1 denying the proposed General Plan Amendment. This would prevent the applicants from re-occupying the 5,590 square foot Chevy's Building with 5,890 square feet of office. ~ tion #~: if the Planning Board determines that the applicants should be allowed to use the 5,890 square foot Chevy's Building for office then the Planning Board may adopt Resolution #2 proposed by the applicant. The applicant has supplied a draft resolution that would eliminate the 20 percent limitation on office development east of Mariner Square Drive and would allow exceeding the 5,000 square feet of office development overall within the MU2 area with certain findings. The applicant's proposed amendment would allow the Planning Board to approve the Chevy's office proposal if the Planning Board could make certain findings. The proposal is somewhat awkward because it introduces the need for Planning Board findings for office uses, which are already a permitted use in the M-2 General Industrial ~Manufacturing~ zoning for the site. if the Planning Board chooses to pursue this approach, staff would recommend that a companion zaning amendment accompany the proposed General Plan Amendment. Staff could prepare the companion zoning amendment to make office uses a conditionally permitted use in that area for the City Council's consideration. 0 Lion #3: Staff developed a simpler alternative General Plan amendment that would not require special findings by the Planning Board to approve the Ghevy's office use. The alternative would simply remove the words "east of Mariner Square Drive" and "west of Mariner Square Drive" from the Holding Capacity table in Section 2.3 so that the Chevy's restaurant could take advantage of the fact that the Cardinal Point development eliminated X0,400 square feet of office from the MU-2 Area. Honorable President and September 8, 208 Members of the Planning Board Page 5 of 6 Staff would also recommend that the Planning Board amend Policy 2.6.g as follows: "Limit new offices buildin s ' wr`th a majority of the space to be devoted to marine- related uses. U~ to ~OO,oDO square feet of elder assr'sted living facilitr'es maybe permitted, provided they are compatible with the marine uses in the vicinity." Staff would also recommend that the Planning Board amend Policy 2.6.b as follows: Preserve the existing mix of water-related uses and add on-shore live-work space. To avoid displacing of water-related uses, office space additions are limited to 5,444 square feet, except ' , eye that up to 104,044 square feet of non-water related institutional uses may be permitted." C~NCLUSl~N Staff recommends that the Planning Board first address whether reuse of a former waterfront restaurant for office uses is in the best interest of the community. Based upon previous discussion regarding office at the Alameda Landing waterfront and office on the Harbor Bay waterfront, staff does not support the application because there are very limited opportunities to increase restaurant use and visitor serving uses along the water and an abundance of locations in Alameda to introduce new office uses. However, if the Board finds that the the subject applications raises unique circumstances and that it would be in the best interests of the community to see the building re-occupied with an office use, then the Board should consider whether they would like to recommend the applicant's proposed General Plan Amendment see Resolution #~} or the staff's alternative Genera! Plan Amendment see Resolution #3}, both of which would allow the applicant to move forward with the office proposal for the building. ENVIRONMENTAL REVlEw If the Planning Board recommends approval of either General Plan Amendment, the Board must find that the proposal is Categorically Exempt from State CEQA Guidelines, pursuant to Section 15305 Minor Alterations to Land Use Limitations. The reuse of the existing building, which was previously used for restaurant use, for office use would not result in a significant environmental impact. The proposal does not include any new construction and the traffic generated by 5,590 square feet of office use would not differ significantly from the traffic generated by the equivalent amount of restaurant use. Honorable President and Members of the Planning Board REC~I~MENDATI~N September S, 2008 Page b of b Adopt the draft Resolution denying the proposed General Plan Amendment. RESPECTFULLY SUBMITTED BY: REVIEWED 8Y. ~- r ' ~ - ~~- ~. ,~ CY H!A ELIAS~N ANDREW THGMAS SUP RVISING PLANNER PLANNING SERVICES MANAGER Attachments: ~. Draft Resolution of Denial 2. Applicant's Draft Resolution of Approval 3. Staff's Draft Resolution of Approval DRAFT MINUTES OF THE REGULAR PLANNING BGARD MEETING MGNDAY, AUGUST 11, 2008 CGUNCIL CHAMBERS, CITY HALL 2263 SANTA CLARA AVENUE -1:00 PM President Kohfstrand called the meeting to order at l:oT p.m. FLAG SALUTE: RGLL CALL: PRESENT: ABSENT: Board member Cunningham led the flag salute. President Kohlstrand, Vice-President Ezzy Ashcraft, Board members, Cunningham, Lynch and McNamara. Board members Autorino and Cook. STAFF PRESENT: Jon Biggs, Planning Services ManagerlSecretary to the Planning Board; Assistant City Attorney Farimah Faiz, Supervising Planner, Cynthia Eliason; Althea J. Carter, Executive AssistantlRecording Secretary. 9. REGULAR AGENDA ITEMS: 9-A. PLN08-4153 -- General Plan Amendment -2400 Mariner Square Drive. The applicant is requesting a General Plan Amendment for the MU2 Mariner Square Specific Mixed Use Area to permit additional office use. The site is located at 2400 Mariner Square Drive within M-2-PD General Industrial Manufacturing} Planned Development Zoning District. SCE}. Continued from June 23, 2008. Cynthia Eliason presented the staff report. Staff is recommending denial of the proposal. Board member Ezzy Ashcraft asked for clarif cation on staff s reference to the Carriage House. Staff responded that the Carriage House was a restaurant previously located at this site. The restaurant burned and has since been reconstructed. Griginally there was office space on the second floor of the building and the restaurant on the ground floor. After the fire the building was reconstructed as office space only, In response to an inquiry by the Board staff responded that this proposal relates to the old Chevy's restaurant only. The public hearing was opened. City Council Attachment 3 to Public Hearing Agenda Item #6-B 11-18.08 Board member McNamara moved and Board member Lynch seconded the motion to limit the speakers time to 3 minutes. The motion passed unanimously. Alfredo Kawas spoke in favor of the proposal. Ernest Pierucci spoke in favor of the proposal. He is the attorney for a business currently located in San Leandro, that would move to this location should it be converted to office space. He previously represented several yacht brokers with businesses in Mariners Square. Currently there is only one yacht business located at Mariners Square. The current configuration of Mariners Square prevents small businesses from establishing locations at this site. The activity that used to take place in this location provided clients for the restaurant. These clients no longer exist. Steve Farrand, attorney representing the applicant, spoke in favor of the proposal. The applicant purchased the restaurant in 1992 and in 1993 the restaurant had its highest gross sales. In ~ 996 shortly after the applicant purchased the restaurant the military announced the closure of the naval base resulting in a loss of 18,000 jobs. The staff report does not discuss whether a restaurant is viable in this location. On August 31, 2006 Chevy's decided to vacate this location and since that time the current owner has not received a viable offer to lease the building as a restaurant. Yola Jurzykowski, applicant, spoke in favor of the proposal. The property has been vacant for two years and in that time she has not received a financially viable offer to (ease the space as a restaurant. She understands staffs desire to keep a restaurant on this site but it is not economically feasible. If she is not allowed to convert the building to office space she believes the building will remain vacant due to the lack of qualified restaurant lease requests. Onju Updegrave, architect for the applicant, spoke in favor of the proposal. She wanted to clarify a misstatement by staff. As of today, the Carriage House has not been rebuilt. 5,000 sf of office space was approved for the Carriage House but the rebuild has not taken place. Pauline Kelly spoke in favor of the proposal. She doesn't understand why elder care facilities and storage are allowed in this area but not the type of use requested by the applicant. Lars Hansson spoke in favor of the proposal. He works at the company currently located in San Leandro that would relocate to Alameda. Economic conditions in this area have changed making this location no longer viable for a restaurant. The relocation of the business from San Leandro to Alameda benefits Alameda's tax base. Christos Marras, owner of Gold Coast Grill in Alameda, spoke in favor of the proposal. Asa 32 year resident of Alameda and local restaurant owner he has observed the changes that have taken place in the restaurant business over the years. He supports the applicants' request. Cheryl Canaday, owner of Recovery Resources in San Leandro and Alameda resident, spoke in favor of the proposal. Should the applicants proposal be approved she would lease the space. She has 25 employees and is prevented from moving to other affordable office locations in Alameda because of the parking requirements that are imposed on a business with this number of employees. She lives and pays taxes in Alameda and would like to relocate her business here. The public hearing was closed for Board discussion. Board member Cunningham asked staff whether the option exists to do a conditional use to allow office space for a specified period of time rather than a wholesale change to the area. Staff responded that the General Plan is not a timed document. Gffice use is permitted in this area so zoning is not the issue. The General Plan prevents this use in this area. President Kohlstrand asked if the proposal were approved what percentage of space in this area would be office space? Staff did not have that information available. Board member Cunningham stated the goal of the Planning Board is to activate the waterfront and he is in support of staffs position to want to retain this site as a restaurant. He does not believe an office use at this site precludes waterfront access. He is concerned that the property is vacant and with approval of the proposal, the space would be occupied. From an economic perspective, it would make sense to put the space to use. If the proposal were approved, he would like to retain the option to convert the site to restaurant use. Vice President Ezzy Ashcarft stated that the Board had often heard comments from residents regarding limited waterfront access in Alameda. She believes with pro er ,p marketing people would patronize a restaurant in this area. In the Marina Villa e g Parkway there is a glut of available office space as well as in other parts of Alameda. She believes with the plans for Alameda Landing this area will generate more foot traffic. She is concerned about preserving waterfront access. Board member Lynch stated that he believes this proposal is a good case stud of Y vacuum planning. This is a case of economics and general plan designations. The General Plan is a City's guide forfuture planning. General Plan Amendments are limited to four a year. In this case he believes a General Plan Amendment is the correct wa to y go. A viable business has departed and the use has changed. Development of Alameda Point opens up residential and commercial opportunities. He would not support a proposal for residential use at this location but office use would not prevent waterfront access. A viable business is willing to relocate to this location. He is in support of a General Plan Amendment for this proposal. Board member McNamara does not support the application. The zoning was in effect when the owner purchased the property. Vvith the planned redevelopment taking place in the area she believes a restaurant would do well in this location. President Kohlstrand had reservations about changing the General Plan and believes changes to it should be made cautiously. She is swayed by testimony heard tonight. She believes policies should be flexible. Zoning in the area does permit offce although the amount of office space is restricted. She would like the Board to consider a different percentage limitation of office space to provide flexibility in the area and to allow for a restaurant to be located in this area in the future should an opportunity present itself. She would support an increase in the percentage of office space allowed in this area. She asked for staff s input on this direction. Staff responded that upon direction by the Board staff would construct policies to achieve an increase in the amount of off ce space allowed in the area and present the information to the Board at a future meeting. A Board discussion ensued on President Kohlstrand's suggestion. Board member Cunningham is in support of President Kohlstrand's suggestion but would like to retain the ability to convert the site back to a restaurant in the future. Board member Lynch asked what is the percent that would not trigger an inconsistency Ending? Staff responded none. The applicant is asking that the 20°/o cap in the General Plan be eliminated and an increase from 5,000 sf to ~ 0,000 sf of office space. Board member Lynch asked if the PB directs staff to craft a policy to modify the percentages but keep in tact the General Plan - is that possible? Staff responded yes. The Board would direct staff to prepare a resolution to reflect that position. Board member Lynch asked if the Board decided to go in this direction the point would be to preserve the General Plan so no General Plan Amendment is required it would simply be a change in policy. President Kohlstrand asked if the 20°/a limit was for each individual use or in total for the entire area. Staff responded that it is for the entire area. There is a 5,400 sf limitation as well. President Kohlstrand asked what is size of site. Staff responded a little less than 6,000 sf Board member McNamara stated she would like to know what are potential future consequences of taking this action for this one applicant. President Kohlstrand stated that since the future of this area is unknown she is in favor of some flexibility at this time. Board member Cunningham asked if there would be any change to waterfront access by approving this proposal. Staff responded no. There is still the issue of balancing between allowing an office use that is not water related with those businesses that are water related. Board member Lynch stated he thinks of public access to the water but views the businesses as private. He would not support a use that diminishes public access. Vice President Ezzy Ashcraft stated that it appears that maintenance was deferred on this building intentionally to make it not feasible economically to fix up the building creating this situation where another use would be considered. The Board does not know haw aggressive the owner was in marketing the building as a restaurant. This is a unique part of the waterfront and we should be careful with decisions that will change it. President Kohlstrand stated she daes not believe there is a consensus among the Board. She asked if the applicant would like to continue working with staff to prepare a proposal that the Board would support. Baard member Lynch stated he would like staff and the applicant to incorporate the Boards comments into any future resolution. The applicant should present a proposal for a specific amount of square feet. The Board will vote it up or down and prevent a General Plan Amendment. He asked staff if that was correct. Staff responded no. Board member Lynch's suggestion would still require a General Plan Amendment. President Kohlstrand stated that was the case because the Board would be changing the square footage. Staff asked the Board for clarification on whether they are asking for a modification to the resolution presented tonight or a brand new resolution taking into consideration comments the Board made tonight. Is the Board considering modifying the percentages or the amount of square feet in the General Plan? President Kohlstrand stated the Board is not looking for a specific square foot number but she would suggest not going over 10,000 square feet. She does not want to eliminate percentages altogether just consider another number. Board member Cunningham moved and Board member McNamara seconded the motion to continue this item to the regularly scheduled Planning Board meeting of September 8, 2008. The motion was approved unanimously. DRAFT MINUTES ~F THE REGULAR PLANNING BGARD MEETING MONDAY, SEPTEMBER 22, 2008 COUNCIL CHAMBERS, CITY HALL 2263 SANTA CLARA AVENUE -1:00 PM 9. REGULAR AGENDA ITEMS: 9-A. PLN08-0~ 53 -- General Plan Amendment -2400 Mariner Square Drive. The applicant is requesting a General Plan Amendment for the MU2 Mariner Square Specific Mixed Use Area to permit additional office use. The site is located at 2400 Mariner Square Drive within M-2-PD General Industrial Manufacturing} Planned Development Zoning District. SCE}. Continued from September 8, 2008. Cynthia Eliason presented the staff report. Staff is recommending denial of this project. Staff provided information to the Board on land use changes in the area from 1991 to 1999. The construction of Cardinal Point required a General Plan Amendment ~GPA} and a Planned Development BPD}. The GPA used the original language from the General Plan far the MU2 area that limited the entire area to an additional 5,000 square feet ~sf} and applied the 5,000 sf limitation to one specific area. Board member McNamara: stated that in 2003 the City granted approval for replacement of a structure in this area. Since a new building has not been built she asked if time restrictions are placed on these types of approvals and whether staff was aware of what that owner plans to do with the site. Staff responded that the approval was part of the Cardinal Point Planned Development Amendment PDA}. This 3,000 sf project vested at that time. The design review for the project has expired but there is no expiration date on reconstruction of the two-story office structure. The Board requested an explanation on vesting. The Assistant City Attorney explained vesting rights as they relate to the Cardinal Point PDA. Board member Autorino asked whether the specific mention of the East side in the PDA was intentional. Staff responded yes. Board member McNamara moved and Board member Cunningham seconded the motion to limit speaker time to three minutes. The motion was unanimously approved. City Council Attachment 4 to Public Nearing Agenda Item #fi-B 1'1-'I 8-08 The public hearing was opened. Steve Farrand, attorney far the applicant, spoke in suppork of the proposal. He ur ed g the Board to approve Resolution #2 or Resolution #3. Yolande Jurzykowski, applicant, explained that when she purchased the buildin the . 9 previous owner removed all the restaurant equipment and the building has not been used as a restaurant since she purchased it. She urged to Board to grant her request to turn an unused building into office space. Ernest Pierucci spoke in support of the project and the desire of his client to relocate her business from San Leandro to this location in Alameda. Cheryl Canaday is an Alameda resident with a business in San Leandro. She s oke in p favor of the project and expressed her desire to live and work in Alameda. Leasin g space at this site would allow her and her employees to work in Alameda. Jana Fong spoke in support of the project. She is employed in San Leandro b Che I . Y ry Canaday but she lives in Alameda. Stephanie Lulofs spoke in support of the project. She is employed in San Leandro b . Y Cheryl Canaday but she lives ~n Alameda. The public hearing was closed for Board discussion. President Kohlstrad led a Board discussion on issues and concerns addressed at the previous hearing. Board member Cook stated she understood the constraints the applicant was facin . g She expressed her concern about the glut of office space currentl available in . ... y Alameda. She stated that it is the responsibility of the Board to consider land use citywide not for specific parcels. She mentioned the current full inventory of office s ace p available in Alameda. She expressed her concern about the current lack of ublic p waterfront access in Alameda in general. Board member McNamara stated that her initial concern was amendin the GeneraE g Plan to accommodate this particular use. She is interested in understandin the third . 9 option presented by Staff in the form of Resolution #3. She asked staff for clarification on the resolution. Staff explained that there are three draft resolutions. Attachment 1, prepared b staff, is Y for denial of the request. The applicant prepared attachment 2. The third resolution prepared by staff, grants the applicants request with modifications. A Board discussion ensued regarding previous Board decisions in 1991 and 1999 affecting this area. Board member McNamara expressed her concern regarding the wording of resolution #3 as it relates to policy 2.6.b and 2.6.g of the General Plan. As written an additional 144,444 square feet of non-water related institutional uses may be permitted, in addition to Cardinal Point. President Kohlstrand stated that it would be helpful to the Board, when decidin on g these types of proposals, for staff to provide information on the number of square feet currently allocated for this type of use, and the impact approval of the proposal would have on future development in the area. Board member McNamara stated she does not support acase-by-case adjustment in the General Plan but would support a revised version of resolution #3. Vice President Ezzy Ashcroft stated that she supports business relocation to Alameda. Currently, there is an abundance of office space available in Alameda. With the limited amount of waterfront property and public access to the waterfront in Alameda, she is not inclined to support this request. Board member Cunningham supports resolution #3. He views this proposal as an adaptive reuse of an existing building. if the applicant was requesting conversion of a building from office space to a restaurant, he suspects the Board's opinion would be different. The Board has often commented on the need for public access to the water but he does not see how using this building for office space would prevent that. He believes flexibility in planning allows for consideration of uses in hard economic times. He would support resolution #3 with revised language. Board member Autorino stated the site has been vacant for two years, which does hurt the community. He does not believe waiting for this building to become a restaurant is prudent. He supports the application as it brings economic benefit back to Alameda and is an adaptive reuse of an existing building. He would support resolution #3 with changes. President Kohlstrand supports flexibility with this property. She does not sup ort .. p decisions on a case-by-case basis but supports decisions based on what is best for the community. She believes it is not good for the community for the site to remain vacant. She would suppork resolution #3 taking into consideration Board member McNamara's comments. She supports flexibility in this area of the zoning district. She would like to clarify for the record what the base number is that the Board was starting with in re arils g to office space in the area and what the Board is trying to achieve. In response to a Board inquiry staff discussed possible edits to the pro osed . p resolutions. A Board discussion ensued on the range of possible business uses in this area. In response to an inquiry by the Board, Stephen Farrand, attorney for the applicant responded that BCDC requires that the applicant provide public access to the waterfront in this area and this requirement will remain in effect regardless of the building use. President Kohlstrand proposed amending Exhibit A to revise only the office section and asked for Board comments on her suggestion. A Board discussion on this topic ensued. Board member Autorino proposed that the Board assume the intent in 1991 was to set a total square footage for office space at 20,000 square feet as opposed to setting a limit for office space of 5, 000 sq uare feet. Board member Autorino proposed a motion, based on the intent of the previous amendments to the General Plan that converting the building to office space was an acceptable use. Board member Cunningham seconded the motion. Staff reminded the Board that this motion would not apply to the General Plan as it is currently written. President Kahlstrand suggested the Board consider a motion that removes "east of Mariner Square Drive" from the MU2 Mariner Square district of the General Plan. Board member Autorino amended his previous motion to include Presidents Kohlstrand's suggestion. Board member Cook seconded the motion. Vice President Ezzy Ashcroft asked whether the Board planned to include language about future restaurant uses in the area. Staff responded that the General Plan does not limit restaurant uses in this area. Board member Cook stated that she is not opposed to looking at other uses for this area. She would like clarification on the intent of the changes made to the General Plan in 1991 and 1999. In response to a Board inquiry, staff clarified that if the proposal was approved and an office structure was not built on this site that proposal would need to come before the Planning Board. President Kohlstrand asked for a vote on the motion that is currently before the Board. The motion failed with the following voice vote -Ayes: 3; Noes: 3; Absent:1; Abstain: 4. Staff explained that a split decision by the Board is considered a failure to approve and treated the same as a denial. The applicant can appeal this decision to the City Council. YOLANDE JURZYKOWSKI November 12, 2008 The Honorable Mayor and Members of the City Council City of Alameda 2263 Santa Clara Avenue Alameda CA 94501 r~ j. ~~ ~ ' ` ~ ~, ~ ^l Re: Petition for Appeal from a denial caused by a tie vote} by the City of Alameda Planning Board on September 22, 2008, of an Application to Amend the General Plan to permit an office use at 2400 Mariner Square Drive, Alameda, CA ~"Property"} -Planning Board Number - PLN-OS-0153 Dear Mayor and Members of the City Council: My name is Yolande Jurzykowski and I am the owner of the Property which is the sub~ectof this appeal from a tie vote of the Planning Board on my appiication.to amend the General Plan of the City of Alameda to permit an office use of my Property. Thank you for allowing me to present this appeal for your consideration. I respectfully request your support of an amendment to the General Plan to increase the area for office use in the MU-2 zoning area of Mariner Square from 5,000 to 10,000 square feet. 1. HISTORY OF THE PROPERTY I purchased the Property on December 29,1992, subject to a lease dated June 16,1975, with an initial term ending August 31, 1996. The lease contained two ten-year options for renewal. The lessee was Chevys, Inc., a California corporation, dba Chevys. The Chevys restaurant chain was then owned by an experienced restaurateurldevelopervVarren L. Simmons and his son, vllarren L. Simmons, Jr. The Property was the first location of the Chevys restaurant chain which was started by the Simmons in 1986. Soon after my purchase, the Chevys restaurant chain was sold by the Simmons to the first of a series of successive operators: Chevys #1 (Simmons), Chevys #2 (PepsiCo), Chevys #3 (Chevys, Inc.) and Chevys #4 (Chevys Restaurants LLC). Each owner acquired the chain subject to my lease and continued to operate the chain under the Chevys name. an Gctober 10, 2003, Chevys #3 filed a Chapter 11 petition in the Gakland Bankruptcy Court and continued to operate in bankruptcy under the Chevys name until 2005 when the Bankruptcy Trustee sold the Chevys chain to Chevys #4, including the (ease of my Property. Gn November 28, 2005, Chevys #4 notified me of its desire to exercise the P.Q. BQX 115a • FAIRFA~ • CA 94978 Re. Agenda Item #6-B TELLPHQN~ 4151457-6951 • TELEFAX 4151457-Q546 ~ ~'~ 8'08 The Honorable Mayor and Members of the City Council November 12, Zoos Page 2 second option to extend the lease for an additional 1D years commencing September 1, 2006. When Chevys #4 was informed that I expected it to address significant deferred maintenance of the Property which had occurred during bankruptcy and before, Chevys #4 withdrew the exercise of its option to extend the lease and the lease terminated on August 31, 2006. Upon termination, Chevys #4 removed all of the restaurant's operating equipment having any value, and departed without addressing its deferred maintenance obligations. Annual gross revenue from the operation of Chevys fell steadily from 1992, the year I purchased the Property, through August 31, 2006, when Chevys closed. Please see attached Exhibit A.} In the Chevys #3 bankruptcy proceeding, I learned that the monthly rent paid by Chevys#3 for the Property was the lowest rent paid by Chevys #3 on any of the 106 restaurants in the Chevys' chain of restaurants. ~Pfease see attached Exhibit B, which is a pleading filed in Chevys #3 bankruptcy proceeding to which is attached a schedule of all Chevys #3's leases and the monthly rent payable on each lease. My Property is listed first because of its location in Alameda.} Notwithstanding the below-market lease rent payable on my lease, Wane of the four experienced restaurant operators was able to increase revenues at 24D0 Mariner Square Drive during the 14 years prior to the closure of Chevys on August 31, 2006. In 1992, the year I purchased the Property, gross restaurant revenue was $2,857,267. In 2006, the year in which the restaurant closed, gross restaurant revenue annualized}was $1,$43,890. !n 14 years the decrease in annual gross restaurant revenue amounted to $1,013,377. During this same period, the Consumer Price Index ~"CPl"}for San Francisco-aakland-San Jose for all Urban Consumers increased 46°/0, thus the decline in gross revenue was in fact $1,507,849 in constant dollars. Please see attached Exhibit C entitled: "US Department of Labor, Bureau of Labor Statistics, Consumers Price Index CPI}All Urban Consumers, San Francisco-Oakland-San Jose covering the period December 1992 through August, 2006.} 2. HISTGRYDFTHE MU-2 AREAZGNING The Property is located in an area designated MU-2 in the General Plan adopted in 1991, which according to the Planning Department staff report contained, "... an eclectic mix of uses that included maritime retail, offices, restaurants, marinas, and even same residential components." The 1991 General Plan permitted an additional 5,004 square feet of office uses in the entire MU-2 area. A 1999 Amendment to the General Plan reallocated this S,OOD square feet of office uses to that portion of the MU-2 area east of Mariner Square Drive. As the Planning Board Staff Report states, "With the approval of the Cardinal Point development, the approximately 20,000 square feet of office The Honorable Mayor and Members of the City Council November 12, 2008 Page 3 on the west side of Mariner Square Drive was removed framthe MU-2 area to make room for the Cardinal Point development and boat storage facility." In 2003 the City approved a replacement structure forthe Carriage House, a three-story mixed-use structure at 2402 Mariner Square Drive which is adjacent to my Property, which had been destroyed by fire a year earlier. The original structure housed a restaurant on the first floor. The replacement structure approved by the City included 4,590 square feet of office uses, some of which were preexisting on the upper floors. This 2003 approval used up more than half of the 5,000 square feet of permitted new offices uses east of Mariner Square Drive. Perhaps unknowingly, the adoption by the City of the 1999 Amendment to the General Plan reduced existing and permitted office uses inthe MU-2 Area from the approximately 25,000 square feet permitted prior to approval of the Cardinal Point project to a mere 5,000 square feet restricted to the area east of Mariner Square Drive. According to the staff of the Planning Board, the limitation of 5,004 square feet of new office uses in the MU-2 area was adopted in 1991 far the purpose of preventing office uses from displacing marine, water, and visitor serving uses in this area. My proposed amendment requesting an increase in permitted office uses from 5,000 to 10,000 square feet under Policy 2.6.b, will not displace any existing marine uses in the MU-2 zone, will recognize the changes that have occurred in the MU-2 zoning area since 1991, and will also recognize that a significant decrease in existing office uses occurred as a result of the approval by the City of the Cardinal Point project. My proposed amendment also requests the deletion of Policy 2.6.g which furkher limits office uses east of Mariner Square Drive. The Zoning Compliance Determination ~PLNO1-0055: 2400 Mariner Square Drive} dated February 3, 2008 could be interpreted as limiting additional office uses east of Mariner Square Drive to 520 square feet. If such an interpretation is correct, both this Property as well as the adjacent Carriage House would be precluded from an office use. Amending Policy 2.6.b to change permitted new office uses in the entire MU-2 zoning district from 5,000 to 10,000 square will effectively prevent any significant increase in office uses and eliminate the need for Policy 2.6.g. The office use for the adjacent Carriage House building and the office use proposed for 2400 Mariner Square Drive will together result in 1,724 square feet of new has opposed to preexisting} office uses inthe MU-2 area. There will remain an additiona! 2,216 square feet of future new office uses that would be permitted in the MU-2 area. Granting my proposed amendment to the Genera! Plan will not eliminate any existing marine or visitor serving uses currently in operation. 3. EFFGRTS TG FIND A RESTAURANT GPERATGR FGR THE PRGPERTY The Honorable Mayor and Members of the City Council November 12, 2008 Page 4 Despite well-documented changes which have transformed the MU-2 area since 1991, three members of the Planning Board took the position that because the Property had been a restaurant for approximately 30 years until it closed in 2006, it must continue as a restaurant. I request that you, the members of the City Council, revisit this issue and determine whether in your opinion a restaurant use remains a viable use of the Property in today's economy. In 1993, the year following my purchase of the Property, it was announced that the Alameda Naval Air Station was on the list of proposed bases to be closed. The closure finally occurred in 1997. A combined civilianlmilitary work force of over 15,000, many of whom had been regular customers of Chevys, was significantly reduced as the Navy began turning the base over to the City of Alameda. In 2003 the construction of Cardinal Point brought a large senior citizen residential project to the center of the MU-2 area directly across the street from my Property which significantly changed the eclectic mix of uses in this area. Cardinal Point serves at least 2 meals a day to its residents and their guests. As the Planning Department staff report indicates, the Cardinal Point project also removed almost 20,000 square feet of office space, which further eliminated a large restaurant customer base. Marine uses still operate in the area east of Mariner Square Drive, but they are limited to boat storage, yacht berths and the offices of Commodore Cruises, which operate dinner cruises departing from docks in front of Cardinal Point. A single licensed yacht broker remains in Mariner Square who also owns the Carriage House, the Mariner Square marina and berths, and the sole remaining restaurant in Mariner Square known as the Pasta Pelican. There is no longer water taxi service to Jack London Square from the dock in front of 2400 Mariner Square Drive. There are no longer 15,000 employees of the Alameda Naval Air Station to drop by for lunch or on their way home from work. Most tourists to the MU-2 area now park in a lot behind Cardinal Point to board dinner cruises. These tourists are not present to eat at a restaurant, as they are booked to dine on board Commodore cruise boats. Since 1999, tourist~ariented restaurants and related uses have significantly increased in Jack London Square, which does not require driving through the Webster or Posey Tubes. The adjacent Carriage House located at 2402 Mariner Square Drive housed four successive restaurants Larry & Della's vVaterfront Restaurant, Commodore Sports Bar and Grill, the Carriage House, and the Barge Inns, all of which opened and quickly closed. They were followed by a fire which burned the Carriage House to the ground in 2002. As of this date it has not been rebuilt, and there remains today a burned out shell next to my Property. The few tourists currently visiting Mariner Square, who are not taking a dinner cruise, can dine at the Pasta Pelican Restaurant, located on the water in front of Cardinal Point. Despite being one of oldest and best known local restaurants, Pasta Pelican has sufferect The Honorable Mayor and Members of the City Council November 12, 2005 Page 5 diminished business. tither than the Pasta Pelican, no other restaurant in Mariner Square continues to exist. To operate a restaurant on the Property, the building's deferred maintenance must be addressed, new kitchen equipment installed, and both the exterior and interior public areas would need to be upgraded appropriately. The cost of these renovations and upgrades is estimated to be in excess of $1,000,000 and closer to $2,000,000. An investment of this magnitude in today's economy is totally unrealistic. I am increasingly anxious that if I am limited to using the Property for a restaurant, it will remain vacant for many years into the future and further impact the Mariner Square MU-2 area as has the burned out Carriage House for the past 6 years. For more than two years, I have searched for an experienced and financially qualified restaurant operator willing to lease the Property. As part of this search, the following qualified commercial leasing agents were contacted: ~1 }Loh Realty & Investments, Dakland, California; ~2} Colliers International -Oakland, California; ~3} Metrovation, Dakland, California; ~4}Wolfe Commercial, Inc., San Francisco, California; ~5} LCB Associates, Dakland, California; and ~6} CB Richard Ellis, Inc., Dakland, California. All these brokers are familiarwith the Property and its availability for lease to an experienced and financially capable restaurant operator. In the more than two years since Chevys #4 departed on August 31, 2006, not a single offer to lease from an experienced and financially capable restaurant operator has been received from any of these brokers. To suggest, as expressed by one member of the Planning Board, that I intentionally let this Property deteriorate to make it less attractive to prospective restaurant operators is absurd. That suggestion evidenced a lack of understanding of the current economy and a failure to appreciate the changes that have impacted the MU-2 area during the past 17 years since I purchased the Property. It also ignores my holding costs that have exceeded $100,000 while the Property has remained vacant. I sincerely request your support for this Application to Amend the General Plan to permit an economically viable office use of 2400 Mariner Square Drive. I am requesting your support for this Amendment of the General Pian because there is no !anger sufficient customer traffic to support a restaurant at this location. Last year, a City of Alameda native and resident entered into an agreement with me to relocate her woman-owned small business with 25 full-time employees from the City of San Leandro to 2400 Mariner Square in the City of Alameda. She was informed by the staff of the Planning Department that the General Pian would prevent herfrom obtaining a permit for her business at this location due to the fact thatthe square footage available for office use east of Mariner Square Drive had been granted to the Carriage House in 2003. Not only has the burned out shell of the Carriage House impacted my Property for the past 6 years, but it also The Honorable Mayor and Members of the City Council November 12, 2008 Page 5 appears to have captured and now holds the limited square footage available for an office use east of Mariner Square Drive under the current General Plan. In approving my request for an Amendment to the General Pian, the tax revenue to the City of Alameda will have an opportunity to increase, there will be no change in or impact on public access to the shoreline trail or public access across my Property, and the bicycle path, public benches and the view corridor will remain for public enjoyment, exactly as they exist today. I respec#fiully ask your support for the requested Amendment to the General Plan to increase permitted new office uses in the entire MU-2 area from 5,000 square feet to 10,000 square feet. Although the amount of square footage involved is minor, the issue is a complex one and for giving your time to address my appeal I offer you my sincere thanks. Respectfully submitted, Yol a Jur owski Gwner, 2400 Mariner Square Drive City of Alameda, California. ~ rrr-~I~i"r~ r"~r~I~r-~rAr~ rl~~~'~A(~GarD'4'M(~M~7 c~ ~~~oM~n~~nr~-ou~~ro oMtn f~rM~o~}NNae--r- ~ ~ d~ M~~(~O~tfl~ 7~OCy t~~ ti MMI~N~I~MNMr-OOCflMM O~~NMrLDt-D~d300MI~ ~ ` y ` ~~MM~or]tnI~MON~f~ ~tc~aocD~owcvcflM~naat~M - ~ d'rMu7opDNLSi~i}ttO~rNM 3 Q rOctr~u7orMo0N~Mr `-'~ N d' ~ M'~ ~ ~ ~f} D (~ 0 0 . ~ . . . .. ..~ . ~ ~ ~ .. . . . .~ .~ ti. ~.... .. . ~ r ~. ~.. .-: D Q Q~ .-, ...•, .-~ .-. .~..-..~, .-~ r~ n r M(OI~oDD0.?rr~fiO~l~o C ~ v C~]OM~rifl~i}~rf~f`C~D~OO ~ ~ C] f~ G0 (D r r ~ d' OO I~ N 00 ~ (0 ~ ` ~ ~tM~.t~D~~Dd'NNf~rt-~O ~p ~ '~Nr~~f}rl~u?"~tiDr`M03M O ~ ~~ ~I~N~-NDMNQOO~NOO C ~ ` ~G~4 ~ 1~ M o0 d;~N ~~~D ~ t- r- r M ~ °' a` ~ ~ ~ ~ ~ o ~ ~ ~ c ,~ ° a L : . « t-00[Vknu7{Q~t~.(~~e-~rl~ov ~ N Mrna~~noco~ncnva~cv~nc~oo v i:c~oi~~ic~ivioc~r:v~ao~to ~ H ~4NQOl~7M0)D(flr~OM~MDD ~ d NG0~7'ttCDDN~l7o~CAI~~~t00 N ~ I~N~Mr-OoOd'NrCM11~~A~~'~7 r ~ M~u7r~QO~t7~'NI~N~-'N~ }' ~ N odG01~~p~~t'~~~MNNNoOoa .. - - O O N(V(VNNNNNNNNNNr~- ~ '~ L ''nn V X ~~ o ~ `D o Y ° v ~ ~ H N N 4~ ~ ~ ~ ~ N ~ ~ 'O ~ ~ Z N . N d ~ ~ .~ ~U~ ~ c c E ~ 'a ~ ~ ~ ~ ~~ ~ ~ ~ ~' NMd'~!'3D~000~orNM~~}(~J o~rnrna~rncna~rnooooo00 ~ ~ ~ 3 I~ N *' ~ y 0 a ~' m C? u U~ ~ c3 v U U U C? ~ U~ v N c~ ~~~~~~ N N~~ N N N ~ W~~ ^^^a^^^a^^^aa^^ ~, 0~° i i f i i, ~ i i i i ~ i i r N ~y~ cvM~~ncatiooa~orNM~ru~c~ ~. y p z ~ py O~ 0a 0~ 0? Gh O~ O~ O o 0 o O D o ~ ~ ~ ~ ~~ C C C C C C C C C C C C C C C ~~~~~ ~ a ~~ ~~~~~~~~~~ EXHIBIT A ~l 2 3 4 5 b 7 S 9 10 11 12 13 14 15 16 17 18 19 20 21 2Z 23 24 25 2b 27 28 RICHARD L. V~TYNNE (SBN 120349) MICHAEL I. GOTTFR~D (SBN 146689) MATTHEW D. A. FOSTER (SBN 205423) KIRKLAND & ELLIS LLP 777 South Figueroa Street Los Angeles, California 90017 Telephone: (213) 680-8400 Facsimile: (213) 680-8500 Attorneys for Debtors and Debtors-in-Possession ~~~L ~1~~ D 1~p~ ~ ~~ 4 A~1~; . 5~ w0~ ~ ~..,.. ~af~; ~ , ~,~~~~~,~~~ l~rs r ~ coU~, r UNITED STATES BANKRUPTCY COURT NORTHERN DISTRICT OF CALIFORNIA . OAKLAND DIVISION In re Case No. 03-45$79 RN CHEVYS, INC., a California corporation, CHEVYS HOLDINGS, INC., a Delaware corporation, CHEVYS nF GREENBELT, INC., a Maryland corparation, CHEVYS NEw YORK, INC., a California corporation, CHE~IYS 4F PA~SIPPANY, INC., a New Jersey corporation, RIG BRAVO ACQUISITIONS, INC., a Delaware corporation, RBA KANSAS, INC., a Kansas corporation, KA U CREATIONS, IlvC., , a California corporation, and wRAFwQRKS, INC., a California corporation. Debtors. Federal Tax I.D. Nos. 33-0572629, 04- 33b0959, 94-3219315, 94-3309100, 22- 3624995, 94-3322115, 943324125, 94-~ 326793, 94-32G769Z Jointly administered with p3-45852, 03- 45586, 03-45883, 03-45859, 03-45591, 03- 45894, 03-45895, 03-45598} Chapter 11 . NOTICE OF PROPOSED CURE AMOUNTS FOR NON-RESIDENTIAL REAL PROPERTY LEASES [No hearing set] To THE OFFICE OF THE TJNITED STATES TRUSTEE OFFI COMMITTEE OF UNSECURED CREDITORS TH E PREPETITION BANK GROUP, THE POSTPETITION BAND GROUP, THEIR RESPECTIVE COUNSEL OF RECORD, ALL PARTIES REQUESTING SPECIAL NOTICE, AND ALL PARTIES T o THE NON- RESIDENTIAL REAL PROPERTY LEASES: 9b4837d 1.DOC EXHIBIT .~' Y~ ~ ~ ~k ~ i~ `~ ^ -~~ EXHIBIT B . ~ ~' r .~ 3 4 5 6 7 8 9 10 11 12 13 14~ 15 16 17 1H 19 20 21 22 z3 24 25 26 27 . 28 PLEASE TAIL NOTICE that on Au t 30 ~ . gus , 2404, at 2.D0 p,m. in Courtroom 22D, of the United States Bankruptcy Court, located at 13x0 C ~ • lay Street, Oakland, Cal~fo;m~a,• .the Honorable Randall J. Newsome 'held an omnibus hearin ~~ ~ ,} ' g the Crnrubus Hearin } wherein certain procedures were established for fixin cure . g amounts far non-resnden~al real grope rtY leases which the Debtors nay assume ursuant to then . p plan of reorgannzatnan or otherwise this notice is provided in accordance with those ~rocedures~ P , PLEASE TAKE NOTICE that attached as E ' ' • ~ ~ , xh~blt A hereto 2s a list of the Debtors non- residential real pro ~ leases and ra 1Y p Posed cure amounts for each, PLEASE TAKE FURTHER NOTICE that an art w y p y ho disagrees wrath the Debtors proposed cure amount must submit their suggested cure amount ~ . and suppor~ng detail to the Debtors clo Matt Foster, Esq., Kirkland & Ellis LLP b i y ~ } email at mafoster rkland.co or ~ii~ fax at X213} 8D8-8107, no later than Tuesda Se #e y, , p tuber 7, 20D4 at S:DD p,m, PST; PLEASE TAKE FURTHER NOTICE that an cu ~~ Y re amount not contested m accordance with the proceeding paragraph wi11 be deemed the final cure amount far' the applicable non-resident2al real property lease ursuant to 1 .p 1 U.S.C. § 365~b}~t)~a}, to be paid in accordance with the Debtors' plan of reorganization or other a ' ppl~cable orders of the Court; PLEASE TAKE FURTHER NUTXCE that an . y cure amount which is not consensually resolved between the Debtors and the a ~licable Ian pp dlord shall be resolved by the Court pursuant to a hearing to be set by Debtors. Dated: August 31, 20U4 I~RKLA-ND & ELL1S LLP By' MATTHEW D. A. FD TER Attorneys for Debtors and Debtors-in-Possession 2 1498376 I .DOC 6 ~~ r '~ I` r`~ ~ _t ~ 'r ~~~~ '~ I ~ + ~ i 1 ,~ •a 'A } ~~~~ ~~~~ ExxzBxr '~ } ~ ~ ~ .~~1 N ~ ~ m c ~ ~ . m~ ~ ~ ~ ~ ~ ~ ~ o . V N ~ !ti ~ ~ sp N . ~ ~ N d3 ~ ~ ' ~' ' c°, r: c as N ~ ~ ~ CD N w ~ r ~ cD ~ r ~b ~ ~ ~ ~ ~ ~ ~ ' ~ IH C p~ C ~ ~ ~ ~ ~ r" {~ ~ m J € ~ r ~ f» H *- H ~ ~ r ~ ~ ~ ~ .~ r W } a N ~ ~ o~~ ~ m m ~ ~ ~~ Y a ~~ x ~ o ~ ~i $ ~ a M p ~ Q ~ J~ c~ ~ # ~ o ~ W u+ C .._ ~ ''~ ~ o ~ m ' a7 ~ ode a AC Q ; ~ 1° o mNa a°~tiW ~ m c'' ~ ~ 3~ a~ ~co u°bi 0 o m"4i~ ~ a~ Q~oa ~ yU o ~r°~ ~~ro~ ~a v~ ~ , ~ P~ s G .~ :~ t d c 4'a N c ~~ Vv v1 a~w ~~ m a4 ~ ~ ~+~ ~ m= o ~ r~ W ~ °N~ ~UV~ ~~ m ~.~.~+ n~o V c ~ ~~ ~ cV ~m4 ~~r ~~~~~ Yamg o~~~~ a o '~~ .~"' ~ • as ~`' ~ ~~ ~'~ d c m .~ Y E~ c E my~~ t E Gm ~ OOH w ~ ~ ~ ~~~ ~ ~~~~ e~7 ?-'~ IL ~ ~~ m O ~ ~ p~ ~ r~ N Q ~ ~ ti V C o ~ m~0~. 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F" ; ~ m $' ~N ~ ~ C ~ It~i V! orb O ~ ~ = r (n W~ m ~ ~ ~ Z 1~7 z m~u. ~ W ~ W N (A m m ~ ~ ~ 1~ r LL ~ ~ 4 ~ O ~' ~ Q 3 C N N f~ m Z ~ 0 ~ ~ ~ ~ N ~} ~ ,~ 0 ~ U c ~ 3 = W '3 Z tq E W m ~ lWL ~ ~ ~ . ~ ~ ~ W v ,., ooooo~ EXI~IBI°T A~~• re. a~6~i.;:+~ EXHIBIT ; ..l ,~ ~ ~ ti ~ ~ ~ ~ ~ ~ ~ ' ~ ~ ~ o ~ ~~~ - ~ ~; o ~ ~ ~ ^ ~ ~ ~ ~ ~ ~ ~ ~ ~ o ~ ]. C C ~ N ~ N h ~ D ~ ti N ~ r r ~ ~ ~ ~ ~ ~ ~ fA m~ m E J ~ ~ C ~ ~ ~ ~ ~ r ~ *` ~ ~ ~ °' ~ ~ ~ ~~ s W U v ~. ~ ~ ~ N ~ ~ N O ~ ~ oV c ao . a Y. D N Q ~ ,. ,y , Q as ~ o ~ ~ a v ~ c ~ m o m ~ ,~ N UN+n m ~ y ~ ~oLi~ c~V~ Eo~r mo ~ a~~ }"c~a~ ~GO~io ~W J Ew ~ +~ ~ c~u°~ ~' `~ a ~~ ~~~~' ~~ ~ ~' a~~~ oE$~, ~wg ~~~m raj'" LLvQ~ ~~om am~ ao ~ N a~~ ~ ~ ° mm~a e WM 40 ti ~cpo c~ ~m ON~v ~'Q mo -c~ a;~,~. ~m m =o!o F,,.NNti ;~~Ul~ ~G]Ug 4frQD'n 4~Q.U'n RMh~i mr c~ ~a fc3gg ~N ~:r ~NVJ .. ~ C ~ a ~ ~ ~ a C G ~ a ~ ~ C 4 ~ y ~ ~ C ~' ~ Q ~ V ~ a a a c c c a m E a ~ ~ ~. a a ~a a o Q E EE E E r~i U . U V U ~ (] v m ~. F v ~ ~ a W~ ~ a o ~ E ~ ~ ~ N ~ Q= ~ ~ V D ~ ~ C ~ m Of 0 V a.4 C ~ ~ N ~~ ~~ ~~ ~~ ~ ~ N ~ V C ~'+ ~ m QQa~ ~ ~m ~N 3d ma ~~ ~q mo Jm U ~•v~ IW c~t EQE EQF Nyy ~a ~ . IryZ ~~ Z Cu- C ~r.N. Q n O tr ~O a ap m rN ~ ~a ea mW ~Nt~ ~rN OTC ~r~~ 4cv~ ~~~ 'D] ~~W NNN ~~.~ . v OC a Zr `a r ~ Arm'' v a b~ ~ m m m ~ v z a ~~ m~ ~ ~ ~ ~ ~v 3 . m a N ~ LL Em c ~ ~ ~ A ~ ~ a E ~ N ~, m c .r ~ ~ o .~ ~ ~ ~ c m d .E ~ m y N © ~ ~ ~ a e~ ~,' v N ] t4 ~+~• ~ ~ ~ ~ C ~ t.1 .. ~' c ~ W ~~ t++~ 0 ~!x~ o 0 ~~ w~~.' y ~ ~ N N N d tG N N ~ N ~aooos ~~HIl9dT A.. •a EXHIB~~' ~ ','~q !>(~~Je3~'S ,~~ . , i '~ f r' N r t0 ~ ~ ~ h W ~ r ~ ~ 4 ~ ~ ~ ~ h U ~ ~7 ~ ~ ~ ~ ,~ ~ N a '' ~ ~ ,~ ~ ~ ' ~ ~ +~ N °° ~ C r , ~, ~ ~ ~r ~ ~ ~~' o c~ C O N Q ~ r r ~ h r ~ ~+ ~ ~ r N ~ ~ ~ r b3 {g ~ ~' ~ ~ ~ 1A •G r y C~ ~ ~ ~ ~ r +r M m ~ ~ ~., . ,.. m w ~ ,~ ~ . 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(~~~N ~ ~~s~ _3 +~i col~r• u ~ vi~ tP o ~.. ~ ~ ~ J ~ mud ~ ~~ ~ ~ (~~ r ~ ~ G ~y ~ ~a ~ 14~.- a~ (~ . ~~ a~ [~~ o~ ~~ c~ Zah o~ o Z~~ ~m a~ v~ N~ ~W m ~ ~ ~ cN --[[ o a W ~ ~ ~~ .-'~ ~~N J~~ ~ pOm -- ~w~ ~3~Q ~r~~ q,~~aQ ~ ~ ~ ° ~ ~ ~ ~ ~ ~ ~~ ~ ~ ~ ~ ~~ ~ ~ ~ ~ ~ ~ C C C C ~ ~ E ~ ~ ~ ~ C C o E ~ ~ a V V ~ ~ ~ E U d ~~ W~ ~ ~ m ~ ~a ~~ a ~ c~ _ ~ {~ w N r m ,~.. ~~ w~ a !~ y G a~ ~U yy a°p ~c3 x~~~ ~~ ~ ~p ~.~ U 0 Q N~ ~ N~ ~~~ ~ W~ ~~ Q ~_ "~" 1~6 10 G ~~ ~ Oy ~r3 +2 ~G3 i~~~ ~_N~_ O ~ ~'~ ml~ VN `J4~ _~_ ~~ ~ ' E N ~ r~ ~c ~ ~ ~ ~ ~; o ~ ~ ~ ~ ~ m ~ W 0 N ~ ~ t , a ~ N ~ ~ ~ EX~IBf9~ As-..v EXHIBIT f; ~ *~ ooooo~ °~ M O h a> 4h a .. O r ay m m ~• 0 as m• ~ ~ o m h ~ o ~ ~° N o o ~~ a ~ ~ n ~ ~ C ~z ~ ~ o a W ~ a z~ p ~ a` ~a ~o aJ vm r ~~ ~ r m~ a '~ ~ a ~ a1 G ~„ ~I l0 C ~ C ~_ ~ +, ~ ~c m E r4 0 4~m ~ ~o~ mr Sao ~' WIZ ~5 ~ 1 i ~ ~. ~ w m ~ ~ o v ~ ~ m w ~ ~ °i er m ~ arm} a ~ ~ ~ ~ ~ +~°a N U O r ~ ~ m M ~p N r O n • ~ b9 ~y ~ ~ ~ ~ . ~ ~ ~ O cp v c ~ $ ~ $ ~ • ~t O ~ ~ r ~ ~ D N C N ~ ~ r w ~ ~ r- N ,~ O r r ~ ~ ~ ~ d9 ~ +~ 19 D ~y N ~Cp _ _ r" . m r ~ r- 1 ~ H r ~ ~ ~ O ~- z o ~ W u. a o~ o N ~ ~ ~ ~ ar .~ ~; p~ Z c N ~ ~ ~ ~ N ~ ~m~ ~ c~ ~ a ° ~~ ~ V ~ c ?~ ~ m °° ~, . D m ~ ~ ~ ~ m ti ON ~ ~ C Q G~ ~ ~m .l •+a0 ~~C m~ C~ ~ b ~ N ~ maoo ;F'N ~ ~ aQ a ~~ h- ti o ~ ~~ ~ ~ ~~~ ~_~ ~+~°~ ~ a~ ° cd~ ~ EVti ~ EU ~~~=aa ~ ~~-a V E~ rv7~~ ~~ ~ ~YN ~~ mC~ ~ ~ ~~ a~~o~ mN o m~ ~N ~p o Q~ g ~~ m~~ ~~-~ ~tv a E ~ ~.- ~ ~~ N ~ ti ~m Vm€ ~N ~h E~ ~ ~~ °P jy~~ $ ~~ ~~ ~ m~~ ~ E~ a~ ~ L~~ ti ~,. ~ o ~ ~ ~ c ~ E e . v~o~ HBO ~~~~ .fig ~ °~ " a ~ a Qg~a U~~ ~~vZ Wu~N WrN LLUI~L)ti 'o ~~ ~ ~ ~ ~ ~ ~ ~~ ~ ~ ~ ~ ~~ ~ ~ ~ ~ ~ E E E E E a a a U 4~ ~ ~ . ~ E W 4 NN ~o a~ m • m ~p oti ~~ mr°. v~ ~ ~~ ~~ ~~ aC9 oN ~~ ~pC ~0 a J ~`: t ctoV ~m O ~o ~~ dam a~D °'`° ~Q~' ~[i~ Ho~ ~z a~ r ~ ~ ~~ ~ w ~~~ ~ ,~ ~~ ~ Y~ ~ cy c ~ .~ ~ ,ia a N m E N~ w m~ E ,~ E F- m~ ~ ?~~ N117~ ~[Q1.~[ ~COp ~ ~~~ ~Qj~hppJ C PO C ~Iti ~ m r~ U ~U ~r'~-~ Vl~~ ~N~ Nc-~N =r2 m E Z o ~ r 0 0 _~ ~ ~ Q ~ C m ~ ~ ~ ~ _ ~ o ~ M ~~~~ ~~~ ~ ~ ~ ~ ~ ~1 ~ ~ L~~HIBZ~ .. .~~~~~ .•. ~ ~ •~+ ~1 N ~ L~ (r} h `! N d ~~ ~ ~ ~ ~ ~ ~ U ~ m u? 'r O bR y~ ~ ~ ~ p^ ~ w ~ C• ~ p ~ ~ N N u! ra C c~7. ~ ~ ~ ,~ ~ h p ~ ~ ~ Di ~ ~ t0 r1 ~ r ~ M Q h ~~~ ~ r ~ ~ Q ~ st . .al ~ r ~ ~~'" ~ r '~ ~ ~"' w W o C . ~ ~ a a ~ o a U W p m ci , o ` ~ ~~ p ~ a"' c ~ d v° :3 . a m Oa ~ oLY~ E~ ~?~" ~ ~ a ~ o' ~ ` ~ 6 e- 't tr} ~w ~"' ~ o~ ~~ ~.~r0~j ay Q C mNp~ O J ~~~~ E 01 Cr.l~ ~C.: m.J ~}b~ ~m~ b w ~ ~V~ti has ~~ °v ~"~ J mEoQ ,~ ° E `' ~ _]D~ ~~CM ~N~ti 2~NA ^~W~m 0,~~m ~0~~ ~ ~ ~ ~ C C o ~ ~ ~ ~, ~ ~ ~ ~ ~ ~ ~, a°`o ~ N a a. ~ ~ ~ ° c ~ pp~ ~ qq~ E 4 a a ~ U U U V U ° ~ o U .. m °0 W a u ~~ ih m W Z~ a°0a ~ ~ }}Q E ~ ~ ~ F- v ~ ~ ~~ a ~ ~o aM ;~ ; ° ~"' ~vm ~ as Q WU pQ ~+~ ~ y~ ~~ ti m F~ ~~ ° mo m~ mp ~ ~~ tl~ ~Z ~~ ~~ a~ a~ mm ~~ N~ ~GQ mF ~~ ~ ~ ~~ ° ~ ad a? m~ ~ J per ~ aZ m ~Z m ~ ~_m ~Z m 5 0 t~ eY ~ m~ ~r71WL ZrN-Z ZrZ ~~ ~ ~~ ~ ~~ n~ ~a~i~ ~ ov ~ ~ ~+-Z d~Z Yc°v4 O ~ ~ ~ ~ ~ A ~ m ~ ~ v~ ~~ ~ ~~ ~~ ~ r ,, a mr o '~ m d o N o w ~' C ~ C w ~ ~ .~ C ~ ~ ~ . G ~ p ~ ~ Z ~ ~ ~ ~ E v ~ to q~~ ~ ~ ~~' ao~~ ~ ~ ~ rw ~ p o~ °~ w ~ ~~~ ~ + oe OD n M h oa N a v m p1 v ~w r N7 0 W • 0 .. m h m o ~w q M ~ o ~ o ~" u~ r ~o ° ~ ~F j~ ~z ~+ M ~ m oV 0 *. W a ' L ~@ ~ 0 ~m ~ t~ ~ a ~V ~r t g 4 • a H ~• m4 3 ~~~ ~a ~, m cis ~.. ^ caa ~ ~ ,~ m ti ~~ ~~~ a ;~ ~~ x~~ C ? W ~ Z .' '•~ ' ~ , r ..f~ ' ~ aD ~ ~ ~ 0 N ' ~ ~ ~ C ~ ~! ~ ~ ~? ~ r N {~ ~ u7 ~ ^ OD 0? r uNj' r' N w a ' . . ~ ~ ~ ~ ~ ~ ~ ~ N ~ ~ ~ [~ p°, o m . 1• r+ ' C N ~ ~ 0 ~ ~ ^ t0 ~Q~ a ~ Q ~ 2 N r ~ w ~ r C7 ~ r ~ ~ ~ d9 bk (R EA i9 U! d/ C D a ~ ~ w ~ ~ aD N C tlq M (~ ~ . r r o ~ ~ o ~ ~ ~ "' ~ ~ ~ ~ ~ m w ~ z° } ~ ~ ~ ° a a VN ~ ~ d d ° o a p~ati ~~ o m ~o c ^~ U o : N ~' Z ~ '` o c Q C W ~~ r a~ w .. m q LL w ••f r 0 N p 0 ~ ,gym _a Ovid n 4N a ~~ L~N U ~ p °m ~U ~ U ~~ mU~~. ~~ c~ y ~ .se ~ W ° . o ~ ~ ~- y ~ ~ .~ ~ w ~ c m p~ J m E~ ~ ~.~ ~~ tv~ ~.QN G~~N ~ ~f0 o~ d ?'Q °c ~ ~ °~ a° •ri a m c ~ 8 ~]~ Q~ a ~1p I o m c ~ ~ ~ ~~p eU,sti ~ 4 ~ ~ °~ Za0 x m~ aZ ~ti 'mO~W =~~u} g~3 ~ G3 ~~ ~r ~~ Q~ ~ ~ Q~ ~~ {~°tg o~ ~cq o~~ ~.. oop ~N Sa, ~,~ o~ n~ c~ ~~ ~~ a ~rV.,. V' ~~ ~~N~ Zlr!^N ~aa~v ^rt~~ ~N~t~ LLr~~ ~~ ~ ~ 0 GC a a a a a a a E E E E E E ~ ~ ~ ~ ~ o ~ 3 c~ ~ ~ W - NN Wz ~ ~ Q ^ 7'' .+ .~°~ ° o m a g~ Q m ~ ~~ p ~ LL o~ mc°v ~~ 3 ~~ .N 0~ V n~ N ~{ay a~ co '~~ ~~ ~ m~ aU ~~ m ~ o mo ~~ ~ a~ m°° ~° od ~Q ~~ 4 m a o~ c~ c ~~ Gv c~~ ~U ~ oti o Z~LL ~~~ ~o~ ~~~ P~ ~ r~ U ~ Z °~ ~ co c ~o c co c c~Z ~ t7~C7 ~a ~ co m' ~ N Z , 0 4 c c N a ~ ~ m ~ ° ~ . m m m ~ a = V m ~ ~ ~ ~ (~ ~ ~ ~ ~ ~ W ~ ~~ .a v ~ ~ ~~~ ~ffiE~d~~1" Ap ..s EXHIBIT f~ . ~~ ~ ' 1 • ,~ O ~ ''J C ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ V ~ ~ ~ N 1lj ~ • R. ~ ~ ~ ~ u°~, ~ ~ ~ o ~- ~ rt*~~' ado ~ ° ' : p rJ' C ~ I~ 1N h N ~ O r- r.. ~ OQ ~ ~ ~ o ~ ~ ~ ~ ~ r- d3 y} ~ ~ ~ ~ ~ a 0 ~ H 00 ~ a o r ~' co a ~' ~ . W C~ m I ~" o ~ o a ~ ~~ m ~ a ~~ ~ N W~ p J P ~ E '~ m W you '~m~ ~ C~-. ~~ ~y '~ ~ ~~ ,~ ltd ~ *'*' J Q ~N ~ ~ a v ~ W ~ ~ ~ ~ o b ~ ~ ~ ~ N J r a ~ ~~~' ~ CN Bch ~0~ ~ y-: ~ ~ Q cp*- y c~ ~ ~s~o U ca o ~ ~ mvW .~ ~_~ ~ ~ N ~ ~ mc~ ~~ ~ ~ 3~~ ~m g E ~~ti ~ o~~ ~ ~~ ~ mv~ ~ a~ '~o ~ ~$4~ o~~ ~q?N rages fN ~~o~ ~~~~ti ~ C - C N ~ ~ ~ ~ F ~ ~ ~ m N k ~ LL a ~ ~ ~ ~ V ~ H ~~p am ~~ 2 gyp] ~ v ~ • M mHUN I~r~~~ ~~ iy ~~ ~~ apT3r. (~~ c~ om § ~~ mam ~~~ ~~LL~~ ., m ~ ~ ~ b ~ ~ ~ ~ ~ ~ ~ ~ ~, , ~ ~ ~ A ~ N ~ ~ C C C ~' ~ m ~ ~ a a a a ~ m v, ~ ~ E ~ n a v ~ ~ qqE o V .. m N d ~• 0 o NN . .. o ~C ~ m ~ o~ •" E ~ ~ o " ~ °` a m' ~ ~ ~ ~r iv ~ ~p No ~N ~~ c o m~ ~~ m 0 WCi ~~ ~~ yg 7 .. d, . r~ m a(~ m ~o 'a '" ~ ~ ~ m V cyU ~~ ZM a E ~p o] ~o` ~ ~~Z m~~ QN ~ ~~ ~ m ° b ~ ~° ymo ~~~ 3~, c ~Zp' «~ Z ~m c ~vr ~~} H~ a "V~, SU ~ ~~ ~ D A ~ ~ ~~ ~~D(~ ~NZ ~N~ ILVm(/? t~ ~ W o v ~~ V N N ~ w y zr v~ ~ b ~w ~j ~ r ~' ~ ~ ~` v ~ a Z a; m a o ~ ~ z ,. ~ ~ V~ F~ c w ~ o °J ~ o . ~ ~~ o N v C ~ _ m ~ .. ~ G {~ N t ~ dl .C. ~E Wm ~ ~ ,~ a ~ ,~ ~` ~ a ~ a ~ w r~ ism W ~~ ~o~ ~ C° W~ q FD N 0 ~ p ~ r .. ~ Z ~ u7 ~ ~ ~` 1ij c4 oD w ~ . ~ • ~~~ ~~ E7ElF~~dT A.. .,•••,.Lti EXHIBIT B ,,y ~;tr~a~;3.1 m °~ Y r~ v .. N 0 00 H D r m ao v a a~ ao • '~ v ,. on m a Y •. ~ /M ~ ~ o E • m r ~ Fp ~ Z~ ~ m m ~ro d~ m~ ~~ ~ m ~ v~ ~~ °~ ' ~ , . ~t G ~ ~ ~ ~ ~ ~ m ~ J " ~~ r u ~ m a F a 3 4 ~a . i=7 ~ ~ Fr ~~ tip C ~ -• ~ ~ ~ ."3 ~ ~ m t ~w ~ ~ m ~ c~ ~~ oa ~ co ~z ~R~IBFT' A ~ -: EXHS~'tIT i~ ~ r; OOU013 .~ ~ . ~ y~ d ~~~ ...:~;.~ .~ . ~ DECLARATION ~F SERVICE I am over the age of ei teen e gh y ars and not a party to the ~nth~n actxan ' an office that em to a memb . I am employed in P Ys er of the bar of this Court, at whose direction the ' was made. My business address is within sernce . KIRKLAIVD & ELLZS LLP, ??? Sauth Fi er 37U0, Los Angeles, California X001?, ~ ~ oa Sheet, Suite On August 3I, 2004 I served ~' the following NOTICE 4F PR(IpI3SED AMDUN'TS FDR N4N-RESII]ENTI CURE AL REAL PRDPERTY LEASES an the in parties in this actian.by placing due co ies then terested . p eof, enclosed in sealed envelopes, The above-descn~bed pleading was trans~rnitted to the indicated ' described below: parties set forth above in the manner XX7~ By Overnig4t Mail TD: ALL NQTXCES L~LST 1 ~ . {P us The Parties Listed Qn The Attached Landlord Lfst~ By causing the foregoing document to be delivered to the ad following business mornin b F dressee~s~ on the g Y ederal Express Corporation or Express Mail. ~XX By Facsimile: [To The Parties Listed b Facsimil Y e QrdY1 By telecopy for umnediate receipt on the samc day of this Declaration on the partylpardes as indicated on the Service List, • I declare under penalty of e ` under . .. p ~~Y the laws of the United States of America that the foregoing is true and correct. Executed on August 3l, 2U44 at Las An eles ' g , Calxfonua. . I declare that I am em to ' . p yeti ~n the office of a member of the Bar of this . - du~ectron the service was made. Court at whose Marcella Caldwell EXHIBIT R ~ a~ "t)~~:~~ EXHIBIT C Bureau of Labor Statis~iGS Data ,~ U.S. Department of Labor www.b/s.gov Search: All BLS,gov Bureau of Labor Statistics pale 1 of 2 w ~~ .r ~:~~ far; Newsroom ~ TutvrisEs ~ Release Caaendar Mvme ~ubjett Areas Databases ~ Tables Publlcatlans Eapnvmpc Releases A . ~ Index ~ About BL5 Databases, Tables & calculators by Subject _F°""~.SIZE: Chen~e Output ; . ~ 1 ~ ~ .. ~ .~~~: OpbQns~ dram: ,.,~99x :,.T~~ ~ro::..zoos.,. . ~] Encfude graphs N~w~ ~~are ~o~r~attin~ C~ntiar~~•~ Deta extracted an: November 12, 2008 ~1:Ob:12 PM} Consumer Price Index -Ali Urban Consumers Series Id: CUURAg~2SA~,CQUSA422SAp Nat Seas~na~.].y Adjusted l~irea: San ~'ranc~,sco-Oakland-San Jose, CA Item: Al.]. items Base Period: ~.982~84=10~ Year ~ Jan Feb ~ Mar ~ Apr ~ May ~ Jun ~ Jul Aug ~ Sep Qct ° Nov ' A c 'Annual HAL~1 ~ HALF2 ..... ... . . .. . . . a. , i~ ... 1.0~141.9141.G°141.9141.9'142.2~1.42.7143.7~144.3~1 . . 44. ~ 144.3 142, 5 ..._. 3 .._. . . .... .~~~..~~ , ~ 141.4 ;143, 6 Yi 5.5145.7 146.814G.914G.1 ` 146,1;145.2' 146.5..~..._......._...'....,..,..._....r; ___. ....._ ....... 1993 ~ 145.1 '~7.0 ~ 147.2' 147.0:146.3 .. .._.....__.... 14 ...... ~ ._r - ....._.. ~ ..._...~.....~ _ ~ . ; _...._ ' 146.0 ....._._ _._,_._..... 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' 11„0; 10.4:209.2 207,9 _.... ~., .. . ...,..__ :210.6 Quick Links Tools CalculatQm Hetp bttp:lldata.bls.~avIPDQlservletlSurv~~4u~putSe~rvlet Info 1 ~11212~n8 EXHIBIT C CITY OFALAMEDA RESOLUTION NO. ~~ ~. ~~ ~~ UPHOLDING THE PLANNING BOARD'S DENIAL OF A GENERAL PLAN AMENDMENT FOR THE MU2 MARINER SQUARE SPECIFIC MIXED USE AREA AND DENY THE APPEAL WHEREAS, an application was made on March 20, 2008, by Yolande Jurzykowski, owner of real property located at 2400 Mariner Square Drive for an amendment to the General Plan to permit office use at the presently closed restaurant that formerly housed Chevy's in the MU-2 use in the MU-~ Mariner Square Mixed Use area; and WHEREAS, the Planning Board held a public hearing on this application on August 11, 2008, and continued the item until September 8, 2008 and again until September 22, 2008; and WHEREAS, the MU-2 Mariner Square Specific Mixed Use Area limits office uses east of Mariner Square Drive; and WHEREAS, the Planning Board held a public hearing on the merits of the proposed project on September 22, 2008, examined pertinent maps and documents, considered the testimony and written comments received; and WHEREAS, the Planning Board by tie vote was unable to approve or deny the General Plan Amendment, and their lack of a decision is considered a denial; and WHEREAS, the City Council now makes the following findings relative to the proposed General Plan Amendment: 1. The proposed General Plan amendment is not cansistent with the intent of the General Plan to strengthen awareness of the City's island setting by making the shoreline visible and accessible. 2. The proposed General Plan amendment is not cansistent with the intent of the MU2 Specific Plan area to preserve Alameda's most interesting waterfront segment from possible market pressures by limiting additions of office space. 3. There are limited opportunities for waterfront dining whereas offices can be developed in a variety of locations throughout the City. Resolution #6-B ~ ~ -18-48 THEREFGRE BE IT RESnLVED that the City Council of the City of Alameda hereby denies the request to amend the policies of the MU2 Mariner Square Specific Mixed Use Area of the General Plan to permit office use at 2400 Mariner Square Drive. ~~~~~ I, the undersigned, hereby certify that the foregoing Resolution was duly and regularly adopted and passed by the Council of the City of Alameda in a regular meeting assembled on the 18th day of November, 2008, by the following vote to wit: AYES NGES: ABSENT: ABSTENTIONS: IN ~IVITNESS, W1lHEREOF, I have hereunto set my hand and affixed the seal of said City this 19t~ day of November, 2008. Lara Weisiger, City Clerk City of Alameda CITY OF ALAM EDA Memorandum To: Honorable Mayor and Members of the City Council From: Debra Kurita City Manager Date: November 18, 2008 Re: Approve the Alameda Theatre Community Use Policy and Fee Schedule BACKG ROU N D The Community Improvement Commission of the City of Alameda CIC} approved the Disposition and Development Agreement for the Alameda Theatre project with Alameda Entertainment Associates, L.P. AEA} on May 5, 2005, and the Historic Theatre Lease between the CIC and AEA on March 15, 2001. Article 2.4 of the Historic Theatre Lease permits the CIC to use the Alameda Theatre free of charge for public events for 12 days a year Community Use}. According to the Lease, the CIC must provide AEA written notice 60 days prior to the requested dates of use, and AEA has the right to reasonably reject the dates, provided that they offer the CIC two alternative dates within 15 days of the requested days. Based on these broad lease provisions, the CIC staff, in conjunction with Alameda Recreation and Park Department ~ARPD} staff and AEA, prepared a detailed Community Use Policy and Fee Schedule and presented it to the City Council on August 19, 2008. At this meeting, the City Council requested changes to the draft Community Use Policy Attachment 1 }. The revised Community Use Policy and Fee Schedule is attached Attachments 2 and 3}. DISCUSSION The Alameda Theatre Community Use Policy includes Guiding Policies and more specific Use Policies. The Guiding Policies are intended to provide broad direction on the types of organizations and events eligible under the CIO's Community Use Policy, by limiting these days to organizations and events that appeal to the community, educational, and cultural interests of Aiameda's general public and that maximize the public's exposure to this historic community asset. The Use Policies outline more specific procedures related to the availability of the Theatre for Community Use, the permit process, fees and deposits, and facility requirements. The following outlines the changes requested by the City Council and how each was addressed by the revised Community Use Policy: Gity Council Agenda Item #6-C 'I 1-'! 8-08 Honorable Mayor and Members of the City Council November 18, 2008 Page 2 of 3 1. Eliminate first-come, first-served policy and prioritize Community Use days for City and school district events. The first-come, first-served policy was eliminafed. Permit applications wil! be accepted Twice a year by April Est and October 1st from the Cify, offer local government agencies and nonprofit organizations, and reviewed and ranked by ARPD staff for their adherence fo the guiding policies. First priority wil! be given to Cify-sponsored events; second priority provided fo other local government agencies, including the school district, and final priority given fo nonprofit organizations. 2. Limit the days nonprofit organizations can use the theatre for Community Use days. The Community Use Policy limits the days nonprofit organizations can request Community Use days fo Sunday through Thursday and prohibits any given nonprofit organization from reserving the Theatre for more than one Community Use day per year. 3. Designate a local commission to provide oversight over the implementation process. The Recreation and Park Commission will provide ongoing oversight over the implemenfation of the Community Use Policy. if there is a fie in the ranking of proposed events or there is a conflict with an applicant, the Recreation and Park Commission will resolve any issues at their April and October meetings. Additionally, the Recreation and Park Commission will provide periodic review of the effectiveness of the Policy. 4. Increase minimum attendance 1Vlinimurn attendance for an allowable Community Use event was increased from 200 fo 400 people. 5. Increase the Security Deposit. The Securify Deposit for al! non-Cify events was increased from $1, 000 fo $2, 000. G. Require additional property damage insurance requirements. The Community Use Policy requires property damage in addition fo liability insurance. 1. Ensure full cost-recovery for Theatre operator. Honorable Mayor and Members of the City Council November 18, 2008 Page 3 of 3 A!1 of fhe fees ~n the affached Fee Schedule were developed rn conjunction wrfh the ~'heatre operafor acrd provide for full cost recovery. BUDGET CONSIDERATIONIFINANCIALlMPACT There is no financial impact on the General Fund or CIC budget. All City staff time is paid for through processing fees. MUNICIPAL CODEIPOLICY DOCUMENT CROSS REFERENCE Article 2.4 of the Historic Theatre Lease by and between the Community Improvement Commission of the City of Alameda and Alameda Entertainment Associates, L.P., executed March 1 ~, 2007. RECOMMENDATION Approve the Alameda Theatre Community Use Policy and Fee Schedule. Respe tful u 't d, Leslie A. Little Development Services Director By: Dorene E. Soto Manager, Business Development Division By: Jen fer tt e v omen anager DKILALIDESIJO:rv Attachments: 1. Minutes from August 19, 2008 City Council Meeting 2. Alameda Theatre Community Use Policy 3. Fee Schedule ~ *08--351 } Recommendation to appropriate $4 6, 600 in Dwelling Unit Tax monies to Rittler Park irrigation and field renovation improvements, No. P.W. 11-07-34. Accepted. ~*08-352} Resolution No. 14260, "Approving Final Map and Accepting Associated Dedications and Easements for Tract 9689 Esplanade}." Adopted. ~*DS-353} Resolution No. 14261, "Approving Street Names for the Grand Marina Project." Adopted. REGULAR AGENDA ITEMS SOS-354} Public Hearing to consider an Appeal of the Planning Board's Conditional Approval of a Major Design Review for an Addition and a Remodel that Includes Raising a Single-Family Structure and Constructing a Detached Two-Story Dwelling Unit at 3327 Fernside Boulevard, Within the R-2, Two-Family Residential Zoning District; and adoption of related resolution. Withdrawn. X08-3557 Public Hearing to consider an Appeal of the Planning Board' s denial of a Variance and Major Design Review to build an 86S square foot hobby woodworking structure at 1607 Pearl Street 2622 Edison Court, within the R-1, One Family Residence District; and adoption of related resolution. Withdrawn. X08-356} Recommendation to adopt the Alameda Theatre Community Use Policy and Fee Schedule. The Redevelopment Manager gave a brief presentation. Mayor Johnson stated the Theatre is an unusual facility for the City to have and is even more unusual because there is a Theatre operator; minimum attendance should be 400 or 500 people; the "0" Club could be used for 200 people; the Theatre should not be closed down for an event for 200 people; staffing should be set at a minimum level; the level could be increased based on the event; staffing should be provided by the Theatre; the security deposit needs to be higher for non-profits; the Theatre should not be made available to non-profits seven days a week; days and hours should be restricted; that she does not like the idea of first-come, first-serve; a prioritization process should be in place; local government and the School District should have first priority; the Theatre could be available to non-profits if there are days left over; non-profits should have to complete an application and selection process. Regular Meeting Alameda City Council 3 August 19, 2D08 Clty COU11C1~ Attachment 1 to Agenda item #6-C 11-18-D8 The Redevelopment Manager stated staff discussed a prioritization process but had concerns with the structure. Mayor Johnson stated a great use [of the Theatre] would be having a speaker series in conjunction with Peralta College and the School District. Councilmember Matarrese stated the security deposit is too low; users should be required to get a one-day damage insurance policy. Councilmember deHaan concurred with the Theatre 15 a valuable asset; cultural events and using the stage he would love to have an oversight priorities; that he has concerns graduations. Cauncilmember Matarrese; stated previous discussions involved and venue to the utmost; that committee to deal Wlth setting with using the Theatre for Vice Mayor Tam stated that she concurs that the Theatre is a precious asset; $30 million of public money was spent; the Theatre is similar to the Met'er's House, which has a limited time of operation and has a lot of restrictions; alcohol is allowed at the Theatre; the other seven theatres would be available for movie viewing; the Theatre was used for the Alameda County Mayor's Conference; non-profits do good work for the City and should get some priority; that she concurs with Councilmember deHaan regarding having an oversight committee. Councilmember deHaan stated uses should be flushed out. Councilmember Gilmore stated that she concurs with Mayor Johnson regarding not shutting down the Theatre for 200 people; inquired whether the mezzanine and balcony would be shut down if the auditorium is shut down. The Redevelopment Manager responded the balcony would be shut down; the mezzanine would be shut down if the user wanted to use the area for the event. Councilmember Gilmore stated the City has other facilities to accommodate 2D0 people. Mayor Johnson stated there should be full cost recovery and a charge for utilities and staffing; knowing the minimum staffing level required to protect the asset is important; the maximum way to use the Theatre would be musical performances, speaker series, and community events with 700 or more people. The Redevelopment Manager inquired whether Council would like staff Regular Meeting Alameda City Council 4 August 19, 2008 to come back with a revised policy, to which Council responded in the affirmative. X08-357} Resolution No. 14262, "Amending Master Fee Resolution No. 12191 by Changing Various Chuck Corica Golf Complex Rates." Adopted. The Interim Golf Manager gave a brief presentation. Jane Sullwold, Golf Commission Chair, stated the Golf Commission has difficulty with imposing resident fee increases; residents have been getting an incredible break in the past. Councilmember deHaan inquired why the Junior fee would remain at $1.00. Ms. Sullwold responded the Junior fee was not changed because of the basic formula used for the rate increases and the political sensitivity of the matter; stated the Northern California Golf Association ~NCGA} reimburses the Golf Complex up to $5.00 for both resident and non-resident Junior golfers. Mayor Johnson inquired whether having annual passes makes sense. Ms. Sullwold responded annual passes generated approximately $42,820 last fiscal year. Mayor Johnson inquired whether annual pass rounds are tracked. Ms. Sullwold responded tracking is done on the number of people who play on passes; stated the average pass holder plays approximately ten rounds per month. Mayor Johnson inquired whether the annual pass fee would be raised. Ms. Sullwold responded in the affirmative; stated the Golf Commission feels that the annual pass ranking should be senior residents, residents, senior non residents, and non-residents. Mayor Johnson inquired whether the nine-hole rate is new. Ms. Sullwold responded in the negative; stated the rate is for early morning and late evening play. Mayor Johnson stated that she is okay with trying out the fee increases; play impact should be watched carefully; Golf Course revenue needs to pay for operating costs and funds should be put aside for long-term maintenance and infrastructure; inquired Regular Meeting Alameda City Council August l9, 2008 Alameda Recreation and Park Department 2226 Santa Clara Avenue, Alameda, CA 94501 (510) 747-7529 Alameda Theatre Community Use Polic city council Attachment Z to Agenda Item #6-C ~ ~ -~ 8-o s ALAMEDA RECREATION AND PARK DEPARTMENT d 2226 Santa ClaraAuenue, Alameda, CA 94501 ' ~51a) 747-7529 ALAMEDA THEATRE COMMUNITY USE POLICY Guiding Policies: All events for the community use days of the historic Theatre shall demonstrate adherence to the following guiding policies: z. organization, Community use days must be used for events presented by the City of Alameda, other local government agencies, school districts, and existing nonprofit organizations located in the City of Alameda and serving the Alameda community, with first priority given to City sponsored events and second priority to events sponsored by other local government agencies and school districts. 2. Purpose. Community use days must be used for events that serve the community, educational and cultural interests of the local Alameda population. 3. Accessibility, Community use days must be used for events that are free to the general public or for events that raise funds for causes that serve the community, educational and cultural interest of the local Alameda populatian. 4. Use of Space. Community use days must be used for events that will attract sufi"icient interest from the community to maximize use of the auditorium in the Alameda Theatre. Use Policies: The privately operated Alameda Theatre located at 231 Central Avenue may be used by the local community 1~ calendar days a year free of rental charge for events that appeal to the community, educational and cultural interests of Alameda's general public and maximize the communit~s exposure to this exceptional restored historical asset. Availability 1. The Theatre maybe reserved Sunday through Saturday, g:oo a.m, to Midnight, excluding City holidays, for no longer than six (b) consecutive hours inclusive of set up and clean-up time, with the exceptionof nonprofits that may only reserve the Theatre between Sunday and Thursday. 2. The movie operator reserves the right to reject any given date, provided that they offer at least two alternative dates, each of which shall be within ~5 days of the originally proposed dates. There is no guarantee that the reservation of any Friday, Saturday, or Sunday night will be granted. 3. A two-hour minimum is required. Set-up and clean-up time will be included in the total number of permitted hours of the event. Permit Process 4. Permit applications will be accepted twice a year by April 1~ and October 1~ for an event no less than sixty X60) working days and no more than one (~) year from the April 1~ and October 1~ dates, not to exceed 12 community use days within a calendar year, 5. All requests will be reviewed by Alameda Recreation and Park Department staff and ranked by their adherence to the above stated guiding policies. First priority will be given to events sponsored by the City and second priority to other local government agencies and school districts. Last priority will be given to local nonprofit organizations. If there is a tie among rankings or a ALAMEDA THEATRE COMMUNITY USE POLICY(CONT. conflict with an applicant, the Recreation and Park Commission will review the requests in question at their April and October meetingsand make the final determination. b. All requests must be made in person at the Recreation and Park Department, 222b Santa Clara Avenue, Alameda, Monday through Friday from 8:3o a.m, to 5:3o p.m. ~. No nonprofit organization will be allowed to reserve more than one community use day in any given calendar year. 8. Reservations will only be grantedto adults 21 years and over. Fees and De osits g. A cost recovery fee of $4o per hour will be charged to pay for an assigned staff person that will arrive 15 minutes before the permit time and will be in charge of thefacilifiy during the entire permit time. Staff will assist the rental group in set up and cleanup. groups will not be admitted earlier than the starting time of the permit. ~o. The cost recovery fees must be paid in full three weeks prior to your event. Cash, company check (payable to Alameda EntertainmentAssociates},cashier's check and money order are acceptable. 1 ~. User will be responsible for the cost of any additional theatre staff, if requested, including the cost of Police and Fire protection, equipment operators, stagehands, ushers, box office staff, ticket takers, electricians, A/V operators, managers, projectionists, concession staff and sound and spotlight operators. Users will also be responsible for the cost associated with using specialized equipment, if requested, including, but not limited to, projectors, A/V equipment, spotlights, phone lines, phones, tables and additional chairs. 12. A Security Deposit of $50o is required at the time of booking, which includes a nonrefundable $25 processing fee; and an additional Security Deposit of ~,ooo is required three ~3}weeks prior to the event date. These deposits are waived for Citysponsored events. 13. Cancellations must be made three (3}weeks prior to the event date to receive a refund of your deposit, excluding the processing fee. There are no refunds within three ~3} weeks of the event date. ~4. A cleaning fee will be charged depending on the size of the event and the inclusion of food and beverages as part of the event. See attached fee schedule. 15. The event sponsor is expected to return the Theatre to itspre-use condition in order to receive a refund. The event sponsor must agree to take full responsibility far the behavior exhibited by his/her guests. If staff deems a situation uncontrollable and must call for police intervention, the total deposit will be automatically forfeited and the event canceled. ~b. Fees will not be refunded for reserved time not used. Fees are based on an hourly basis; there is no ration of rates for half hour used. Facilit,~equ~rements 1~. Community use events must use the Theatre's main auditorium and lobby restrooms and are allowed to use the Theatre's lobby mezzanine and auditorium balcony areas upon request. i8. Events are prohibited from actively using the following areas foruses other than circulation: 2 AI.AMEDA THEATRE COMMUNITY USE POLICY(CONT. a. The Theatre's lower lobby and concessions areas with the exception of the restrooms; b. The Theatre's projection room; and c. The cineplex with the exception of the disabled first-floor restroom,second-floor drinking fountains and the accessible path of travel to the Theatre's mezzanine and balcony levels via the elevator. i~. A set up diagram must be submitted seven (~~ days prior to theevent for approval by ARPD and the Theatre operator. 20. A minimum attendance of 40o people is required for use of the Theatre. Maximum attendance is 75o people far the combined use of the Theatre's main auditorium, auditorium balcony, and lobby mezzanine areas. 21. Decorations, glitter, confetti, smoke or fog machines, candles and other open flames are prohibited. 22. Food may be served in the main auditorium, balcony, and lobby mezzanine area by an insured professional caterer selected from the approved catering list. Food may not be cooked in the building, but can be heated~warmed in outside equipment brought on-site by the caterer. This equipment must be placed in the unfinished room on the east side of the lobby mezzanine. The contract agreement with the caterer must be signed and returned seven working days before your event. Proof of insurance naming the Community Improvement Commission of the City of Alameda and Alameda Entertainment Associates as additional insured must also be provided. 23. Alcohol may be served providing certain insurance guidelines are met and proof of the appropriate liquor license provided. Check with Department representative for details. Consumption of alcoholic beverages is restricted to the lobby mezzanine and auditorium balcony areas only. 24. Smoking is not allowed in or within 5o feet of the building. 25. Advertising or selling of any product or service is prohibited. 2b. Music is confined to inside the Theatre auditorium and must not exceed noise levels as specified in City ordinance No. 21~~. 2~. Functions involving minors must provide a minimum of one chaperone (2i years and older} per io minors. 28. Certain events may require that the applicant provide or~site security. 2g. Film presentations must bepre-approved by the movie operator and compatible with the theatre's technical requirements and Film Rating policies. 30. The City of Alameda, the Alameda Recreation and Park Department, and Alameda Entertainment Associates assume no legal responsibility for personal injuries, thefts or losses of private property while on or using City facilities. Each organization and group should provide their own personal liability and property insurance where injuries, thefts, losses, or damage might occur, including liability insurance coverage of at least $~,ooo,ooo per injury and $~,ooo,ooo per occurrence. Proof of insurance naming the Community Improvement Commission of the City of Alameda, Alameda Theatre & Cineplex, and Alameda Entertainment Associates as additional insured must also be provided. CLEANING FEE SCHEDULE ~xE C~TYo~A~A~EDA REQ~r.~REsA~.or~~o~vA~ ~~sI~RA~vCE BE oB~A~~vE~ wr~ENA~,COHO~ ~s REI~NG SERVED. Alcohol shalt not be consumed outside o, f the building, on any ~ubZic street, sidewalk, or right o, f-way, as specified in Alameda ~unici~al Code 235. if you are selling alcohol at the event or if the event is for someone under 2x years of age, additional Liquor Liability must be purchased. PRIORITY I: City Sponsored An and all Ci overnment s onsored functions and or activities. PRIORITY II: Alameda Unified School District Colle a of Alameda Other Local Government Agency ~~ An;~and all school, school-related or other local government agency functions and/or activities. PRIORITY III: Non Profit All public groups Alameda based and/or majority membership Alameda residents whose primary purpose is the promotion of the welfare of Alameda residents. Group must be non- profit, tax exempt, non-restrictive in membership, meet regularly, and have a definite organizational structure and bylaws. __ Are ndable security deposit of ~-oo is required at the time o, f booking. An additional security deposit of $2,000 is required three C3) weeks prior to event. these deposits are waived for P'riarity .I events. ~'inar remaining balance rnust_be.pad in~ full-three-(,~ weeks_pror_to ¢~ent. A ~~o~/hour cost recovery_sta,,~ng, fee wiri appi~.A cost_reco_very- cleanin~fee_is.also required for - --------- --------------------- ---- all event. fee fee structure helnw.---------- ------ - --.--------- --------- ----- ROOM/ GROUP GROUP B- OCCUPANCY A- 4ox-boo people box- 750 people Main Auditorium $150 $200 Main Auditorium, Lobby Mezzanine, $ 200 $ 250 & Balcon Y Main Auditorium w/ Food & Drink $300 $400 Main Auditorium, Lobby Mezzanine, & Balcony w/ Food $400 $500 & Drink City Council The hourly rate must be a minimum of 2 hours and a maximum of 6 hours. Attachment 3 to Set-up and clean up time areto be included in rental hours. A ends Item 08-C g 1'I -'I 8.08 Alameda Reuse and Redevelopment Authority ~ _ l~ Memorandum rl To: Honorable Chair and Members ~f the Alameda Reuse and Redevelopment Authority Fram: Debra Kurita, Executive Director Date: November 1 S, 2005 Re: Authorize the Executive Director to Execute an Amendment to Agreement with Russell Resources for Environmental Consulting Services for Alameda Point Extending the Term for 12 Months and Adding $147,500 to the Budget BACKGROUND Russell Resources provides environmental consulting services including reviewing, analyzing, and preparing comments on Navy environmental documents for the clean up of the Alameda Naval Air Station Alameda Point} on behalf of the Alameda Reuse and Redevelopment Authority ~ARRA~. Russell Resources attends meetings with State and Federal environmental regulators and the Navy and provides professional expertise to ARRA staff to allow full participation in the clean-up decisions made by the Navy. Over the past ten months, Russell Resources has assisted staff in evaluating SunCal's Development Concept to determine land use compatibility with cleanup goals and construction and project phasing relative to the Navy's clean up schedule. Russell Resources also provides peer review and coordination with SunCal's environmental consultant. Most recently, the ARRA Board requested that Russell Resources prepare a technical memorandum evaluating two letters prepared by members of the Restoration Advisory Board (RAB} and submitted to the ARRA for its consideration. In addition, the ARRA requested that Russell Resources prepare a summary and analysis of actions taken at monthly RAB meetings; RAB summarylanalysis was prepared for the September and October RAB meetings. These additional work activities were not budgeted as part of Russell Resources annual contract. As a result, budgeted funds have been expended earlier than the contract's expiration on December 31, 2005. Therefore, an amendment to the existing agreement has been prepared and is attached for ARRA consideration. The amendment extends the term of the agreement for 12 months to December 31, 2009, and adds $147,500 to the budget, for a total contract amount of $265,000. nT,~CT T.~~~T~N In 2004, a limited Request for Proposals ~RFP~ was issued for environmental consulting services at Alameda Point to determine if an additional environmental firm should be retained to augment Russell Resources, or if a new firm should be retained to replace Russell Resources. Three firms were interviewed as part of that process. An evaluation team met with Levine Fricke, Environmental Resources Management Nest, and CH2M Hill. Following those interviews and a review of the proposals received, the evaluation team determined that no additional services were necessary and that the ARRA should continue to engage Russell Resources. Honorable Chair and Members of the November 1 S, 2005 Alameda Reuse and Redevelopment Authority Page Z of 3 As part of evaluating environmental services in 2007, staff conducted an informal solicitation, contacting twa environmental consulting firms, Erler & Kalinowski and GeoMatrix, to determine if Russell Resources' expertise and cost were comparable to that of other firms. With these comparisons and given Russell Resources' expertise, familiarity with Alameda Point, and competitive billing rate, the ARRA Board approved an agreement to retain Russell Resources. The 2004 limited RFP process and 2007 informal solicitation revealed several important issues relative to retaining environmental services for Alameda Point. The first is that very few Bay Area environmental firms are consultants only. Most environmental firms conduct clean up, and make most of their money on environmental remediation activities, A consultant who does not directly benefit from clean up activity has less opportunity for conflicts of interest when advising ARRA on its best course of action regarding environmental remediation at Alameda Point. Russell Resources serves strictly in a consulting capacity. The five firms evaluated in 2004 and 2007 all engage in clean up work as a major component of their business. Also, Russell Resources' billing rates and expertise were comparable to all firms interviewed. Russell Resources has the additional advantage of familiarity with Alameda Point's environmental challenges, This knowledge is an important asset to SunCal and its environmental consultant who are working to gain knowledge on very complex environmental issues. It is important that ARRA's consultant have full knowledge and history of issues at Alameda Point to interact effectively with the Navy, RAB, and environmental regulators, SunCal, and the ARRA Board and staff on key environmental concerns. It is recommended that the Russell Resources contract be amended to extend the term for 12 months, adding $147,500 to the budget for a total of $2b5,000. The amended agreement would expire on December 31, 2009. The proposed amendment provides that, over the next ~2 months, Russell Resources will support discussions with the Navy related to the conveyance of Alameda Point and will provide technical support to staff regarding current and future environmental remediation. In addition, Russell Resources will continue to attend all Base Closure Team and RAB meetings, attend meetings in furtherance of conveyance between and among ARRA, the Navy, and SunCal Companies, and attend other technical meetings that may be necessary to support conveyance of Alameda Point. Russell Resources will also review, and prepare draft comments on, technical environmental documents published by the Navy, along with reports and work plans, in support of the successful transfer and redevelopment of Alameda Point. Finally, Russell Resources will prepare a summarylanalysis of actions taken at monthly RAB meetings for the ARRA's review and information. BUDGET CaNSIDERATIGNIFINANCIAL IlVIPACT Funds for Alameda Point environmental services are provided as part of the cost recovery provisions included in the Exclusive Negotiation Agreement with SunCal Companies. Approval of this agreement does not impact the City's General Fund, Community Improvement Commission (CIC~, or ARRA Budgets. Honorable Chair and Members of the November 1$, 20DS Alameda Reuse and Redevelopment Authority Page 3 of 3 REC4MN~NDATIDN Authorize the Executive Director to execute an amendment to agreement with Russell Resources for environmental consulting services for Alameda Point extending the term for 12 months and adding $147,500 to the budget. Res ect ly, s ' tted, slie Little Development Services Director By: D ie P t Base Reuse and Community Development Manager Attachment: Amendment to Agreement AMENDMENT TG AGREEMENT ATTACHMENT 1 This Amendment of tl~e Agreement, entered into this _ __ day of November 2005, by and between ALAMEDA REUSE AND REDEVELQPMENT AUTH4RiTY, a Joint Powers Authority, thereinafter refe~•red to as "ARR.A"}, and RUSSELL RESOURCES, 7NC., a California corporation, whose address is 440 Nova Albion V~ay, Suite 1, San Rafael, CA 949x3 thereinafter referred to as "Consultant"}, is made with reference to the following; RECITALS A. an January 2, 2x08 an agreement was entered into by and between ARRA azad Co~~sultant thereinafter "Ag~•eement"}. B. ARRA and Consultant desire to modify the Agreement on the teens and conditions set forth herein. NSW, THEREFORE, it is mutually agreed by and between and undersigned parties as follows; l . Paragrap111 ~"Terns"} of the Agreement is modified to read as follows; "The term of this agrecrnent shall commence on floe 2nd day of January 2008, and shall terminate on tl~e 31 st day of December 2009, unless terminated earlier as set forth herein." 2. Paragraph 2 ~"Services to be Performed"} of the Agreement is modified to read as follows; "Consultant shall perform each and every service set forth in Exhibits "A" and "A-]"which are attached hereto and incorporated herein by this reference." 3. Paragraph 3 ~"Compensation to Consultant"} of tl~e Agreement is modif ed to read as follows: "Consultant shall be compensated for services performed pursuant to this Agreement in the amount not to exceed $ ] 17,500.00 as set forth in Exhibit "A" and in the amount not to exceed $147,500.00 as set forth in Exhibit "A-1" which are attached hereto and incorporated herein by t11is referea~ce." 4. Except as expressly modified herein, all other terms and covenants set forth in the Agreement shall remain the same anti shall be in full force and effect. IN WITNESS WHEREOF, floe parties hereto have caused this modification of Agreement to be executed on the day and year first avove writteta. RUSSELL RESOURCES, zNC. ALAMEDA REUSE AND REDEVELOPMENT AUTHORITY By' P(r GR /~ SSELL Title: ~~~D~~ /K Debra Kurita Executive Director l~Ir55'C11 l~esarrr•c~s, lrrr. Nr~vc-rrrbc~r ?U08 1'rrgc~ I of ~ RECOMMENDED FOR APPROVAL: ~ - .~ ~, ' /~ V ~ -~ Leslie A. Little Development Services Director Debbie Potter, Manager Base Reuse & Community Development APPROVED AS TO FORM: Donna Moa~ley Assistant General Counsel l~rrsse(( I~etotrt~c~c~s, l~~c. Nn-~e~rrGe~~ 20(lS Page ~ vJ~Z Exhibit A-1 Scope of Work for Russell Resources, Inc. November 2008 Through December 2009 (14 months) Task ~: Attend Regularly Scheduled BRAG Meetings: Base closure Team (BCT), Remedial Advisory Board (RAB), and Proposed Plan Public Meetings (preparation, meeting attendance, and documentation of meeting). Estimate 13 BCT meetings, 13 RAB meetings, and 5 Proposed Plan public meetings. Bud ret: '30 S00 assumes average cost is $1,200 per BCT meeting, $900 per g ~- RAB mcetin ,and $700 per Proposed Plan public meeting g Task 2: Attend Meetings in Furtherance of Conveyance between and among ARRA, Navy, and Master Developer. Estimate 10 meetings. Budget: $9,000 (assumes average cost is $900 per meeting) Task 3: Attend Meetings with Environmental Regulators and tecl nic~1 supplemental meetings (preparation, meeting attendance, and documentation of. meeting). Estimate 15 meetings. Bud et: ~ 16 500 assumes average cost is $1,100 per meeting} g Task 4: Review of Technical Documents including reports, workplans, and e~7v~ ronmental re ulators' commez~ts on same, and preparation of draft ARRA g comments on selected of these documents. Estimate 61 documents. Bud et: '49 400 assumes 40 documents perused at $200 each, l5 g documents reviewed at $1,600 each, and b documents reviewed and commented upon at $2,900 each) Task 5: Reporting on RAB Meetings, including technical evaluation of important issues that come before the RAB. This reporting is for the ARRA Board. Budget: 19 500 (assumes 13 RAB meeting reports at $1,500 each) Task 6: AddltlOtlal COt1SUIt8tI0n (at the request of ARRA) and contingency. The ARRA must reauthorize these tasks. Bud et: '12 500 approximately 10°/0 of the budget for Tasks 1-5~ g Page 1 of 2 Task 7: P~O~eCt Mans Cment Including email, phone, other correspondence, cost accounting, invoicing, coordination, etc. Budget: $9,800 (assume $700 per month for 14 months) Total 2008 Budget: 147 500 Page ~ of 2 Alameda Reuse and Redevelopment Authority Interoffice Memorandum ~ _ November 18, 2008 T~: Honorable Chair and Members of the Alameda Reuse and Redevelopment Authority FRAM: Debra Kurita, Executive Director SUBJ: Approve a Gne-year Lease with Two One-year Gptions with Makani Power for a Portion of Hangar 12 BACKGROUND At its October 2006 meeting, the Alameda Reuse and Redevelopment Authority approved a two-year option lease with three one-year options with Makani Power for $242,640 annually, x$1.15 per sq foot} for Building 19. The lease also includes the use of an adjacent shed at $0.35 per sq foot. Makani Power is an alternative energy company that uses Building 19 and the associated shed for office and some light manufacturing of their product. Makani asked for and received $150,000 for qualified shell improvements to ensure the building remains safe from water intrusion, enabling them to comply with the maintenance service requirements of the Pease. Building 19, the former airport control tower, is in good condition. n~~~r~ r~.~YC~N Makani is requesting to expand its lease to include a portion of Hangar 12, which is the last of the hangars at Alameda Point not currently under lease. It has been used for many things in the past, including filming of features and commercials. Initially Makani will use and pay for one-quarter of the building and grow into the remainder of the building over the next few years. The proposed rent is $0.40 per sq foot, or $96,000 annually. one issue concerning this potential use is the future of filming at Alameda Point. The Film Commission has voiced its concern over Teasing potential filming locations and support for reserving hangar space, particularly, Hangar 12. If Makani is allowed to use this space, there no Tonger will be hangar space available to lease for filming, Filming has occurred sporadically at Alameda Point in the past. The most recent film shot in the hangars was Pursuit of Happyness in 2005. There have been no recent inquiries for filming, other than still photos, since 2005. BUDGET CGNSIDERATI4NfFINANCIAL IMPACT The Makani lease will provide new revenue to the ARRA, not included in the lease revenue projection for fiscal year 2008-09. In addition, Makani represents potential rear Honorable Chair and Members of the November 1 S, 2008 Alameda Reuse and Redevelopment Authority Page 2 of 2 growth in related or spin-off alternative energy businesses that the company is fostering. The annual revenue to the ARRA will be $96,000 initially, with annual 3% increases. Combined revenue from the Makani leases will total $335,640. Makani will not be entitled to utilize more than the 20,000 sq. ft. leased. If additional tenants for the building come forward, the ARRA could lease the balance of the space. Makani has no right to affect the leasing of the balance of the space. REC4MNNIENDATI4N Approve aone-year lease with two one-year options with Makani Power for a portion of Hangar 12. ;~ Respectfully submxtte , Leslie Little Development Services Director ~~ By: Nanette Banks Finance & Administration Manager Attachments: Map of Building 12 J n J r 7 00 ~____.. pfd 0~ L-----~ ~'~j - a D X H D I 3 D D z a ATTACHMENT A ~u i ~~ MONARCH ST. Tf ~u ~ -P 0 U1 Alameda Reuse and Redevelopment Authority Memorandum To: Honorable Chair and Members of the Alameda Reuse and Redevelopment Authority From: Debra Kurita Executive Director Date: November 5, 2008 Re: Alameda Point Update -- Review and Comment on SunCal's September Z9, 2008 Development Concept B ACKGRGUN D In July 2007, the Alameda Reuse and Redevelopment Authority ARRA}, Community Improvement Commission ~CIC}, and City together Alameda} entered into an Exclusive Negotiation Agreement ENA} with SCC Alameda Point LLC (SunCal} to secure the required land use entitlements to redevelop Alameda Point. The ENA identifies a number of mandatory performance milestones necessary to complete the entitlement process during the ENA term, including the preparation of a Development Concept. SunCal submitted this document, along with a draft Business Plan, draft Sports Complex Master Plan Update, and Infrastructure Plan, on September I9, 200$. Alameda issued a press release notifying the public that the documents were received and were available for review on-line at www.alameda-point.com and at the Alameda Free Library. The September I9 submittal was also provided to the ARRA Board at that time. In addition to making the documents available to the public, SunCal presented its Development Concept to eight boards and commissions during the month of October. Both Alameda and SunCal advertised these meetings. Staff also completed its preliminary review of the Development Concept. The November ~ 5 ARRA meeting is an opportunity for the ARRA to provide feedback on the Development Concept and to review and comment on input received from the boards and commissions. No action is required. Following the ARRA meeting, SunCal will evaluate all of the comments received and prepare its draft Master Plan, final Sports Complex Master Plan Update, and final Business Plan. Completion of these documents is a mandatory milestone under the ENA. The draft master plan and related documents are due to Alameda on December I9, 2008. T~TSCT T.~~T~1N The following is a summary of the comments received from the boards and commissions. November 5, 2008 Page 2 of 7 Historical Advisor Board -October 2 2008 Staff requested that the Historical Advisory Board review and comment on the historic preservation and adaptive reuse components of the Development Concept. The following comments were transmitted from the public or individual board members: ^ Support was expressed for SunCal's decision to preserve the Bachelors Gfficers Quarters and the "Big Whites". ^ Concerns were expressed about the loss of four of the five Seaplane Hangers; Building 8, which is in the "Shops Area"; Building ~9 (the Control Tower Building}; and the small boathouse Building 15}. ^ Demolition of buildings in later phases should be delayed as long as possible or until such time that the development of that phase is ready to move forward to provide additional time for market conditions to adjust. Such delay of demolition might provide new opportunities to feasibly reuse buildings. ^ A "range of building types" should be preserved at Alameda Point. ^ There was a discussion about the implications of a future National Register Nomination for the Historic District if large portions of the District were to be removed by the development. Library Board - Gctober 8, 2008 The Library Board provided comments and direction regarding the need for library services and facilities at Alameda Point to serve the Alameda Point development andlor the west end of Alameda. Specifically, the Board stated that: ^ There was a documented need for library facilities within the west end of Alameda. ^ Approximately 15,500 square feet would be needed for a new library that could also accommodate a literacy program for west end residents. ^ The facility should be located adjacent to the neighborhoods and other civic uses. ^ There might be opportunities to do a "joint use" library facility with the proposed school at Alameda Point. ^ Reuse of one of the historic buildings might be possible, but the technological requirements for a modern library may make adaptive reuse of an historic building cost prohibitive relative to building a new library, Recreation and Park Commission -October 9 2008 This meeting provided an opportunity for the Recreation and Park Commission and the community to focus on the open space and recreational proposals in the Development Concept and the draft Sports Complex Master Plan Update. The Commission provided the following comments: ^ The plans for the Sports Complex and the open space and parks were well received by the Recreation and Park Commission, with several members expressing positive reactions to the proposed plans. ^ Given the weather conditions at Alameda Point, consideration should be given to enclosing all or portions of the swim center within the Sports Complex. November 5, 204$ Page 3 of 7 ^ There should also be serious consideration given to strategies that create energy efficient buildings. For example, the swim center will require Large amounts of energy. Solar panels or other clean energy strategies should be considered to reduce the carbon footprint of the facility. ^ The Sports Complex should include a stage or similar facility or structure that could be used for individual or group "performance" sports such as cheerleading. ^ There might be opportunities and cost benefits to co-locating the proposed school sites with the proposed open spaces. ^ Drought tolerant and "bay friendly" landscaping should be used to the maximum extent possible in all the open space and park facilities. ^ Open spaces, parks, and the Sports Complex should be phased in with each phase of the development, beginning with the first phase. Housin Commission -October 15 2008 At this meeting, staff requested that the Housing Commission review and comment on the housing proposals and strategies. The Commission made the following comments: ^ The plans for a diversity of housing types and affordability levels were well received by the Commission, with several members expressing positive reactions to the housing proposals and the Development Concept as a whole. ^ Drought tolerant and "bay friendly" landscaping should be used to the maximum extent possible throughout the plan area. ^ The paragraph in the introduction of the Development Concept that talks about "skyrocketing housing prices" in the Bay Area should be updated to reflect current economic conditions. ^ The scale and location of the commercial buildings proposed along Main Street should be carefully considered to ensure compatibility with existing developments across Main Street, which include a Housing Authority property. ^ The Housing Commission is willing and available to provide additional comments and suggestions as the plans become more definitive and more detailed regarding housing types, the Location of affordable housing, and the juxtaposition of new and existing development. Economic Development Commission -October 1b, 2008 Staff requested that the Economic Development Commission ~EDC} review and comment on the economic development, jobs, and commercial development proposals in the Development Concept Plan. The EDC provided the following feedback: ^ Commissioners expressed concern about focusing on a Large single user for commercial space and the project's financial vulnerability in the event such a user would close its campus. ' ^ SunCal was encouraged to plan carefully for the mix of uses and ensure that the range of uses was well integrated ~e.g., children at play, retail traffic, residential neighborhoods, commercial activity, etc.} ^ Commissioners noted that analysis of historic preservationladaptive reuse costs would be very important to understanding overall project feasibility. November 5, 2008 Page 4 of 7 ^ The Development Concept assumes one job for 300 square feet of commercial development. What is Alameda's existing jobs per square foot ratio? ^ Are there examples of projects, developed by SunCal or other developers, which document changed behavior regarding use of public transportation, improved ridership, etc.? Transportation Commission -October 22, 2005 The purpose of the meeting was to focus community discussion and evaluation on the transportation strategies proposed to support the land use plan. The Transportation Commission had the following comments: ^ The Commissioners expressed their general support for the overall content and direction of the transportation strategy and its focus on proven technologies; such as Bus Rapid Transit, shuttles, Car Share and other well known transportation alternatives. They appreciated SunCal's willingness to innovate, listen to the community, and adjust its plans accordingly to address Alameda's priorities and suggestions. Commissioners agreed with SunCal's decision to de-emphasize Personal Rapid Transit (PRT} in the Development Concept. ^ Since the transportation program is very conceptual, it is difficult to fully understand or quantify the impact of the land use plan on the transportation network, specifically the Tubes. It will be very important for SunCal to provide more details about each component of the program, the costs and ridership benefits of each component, and the overall traffic impact or benefit of each phase of the transportation strategy so that Alameda will have a clear understanding of the full benefits and potential impacts on the Tubes of the proposed development program. ^ The Commissioners expressed their appreciation for "Day One" transportation strategies that are in place when the first houses and businesses are occupied, and encouraged SunCal to fully develop a comprehensive and detailed "Day One" transportation program to attract "transit minded" residents and businesses to Alameda Point. ^ One-way streets may not be appropriate at Alameda Point. ^ The school may be needed in Phase 1 since the Ruby Bridges School is already at capacity. ^ A reexamination of the benefits of AC Transit Route 63 is warranted, and there may be benefits to changing that route to make more efficient use of transit investments by AC Transit and SunCal. ^ Locating a transit stop at the oval at the Atlantic Entrance to the site may be problematic if it necessitates a "split" station. ^ Serious consideration should be given to market rate pricing for the Ferry Terminal parking lotto maintain an 55°Io occupancy rate. ^ The parking ratios for commercial development need to be carefully considered to provide incentives and support for alternatives to the automobile. ^ There is a need for better coordination between the ARUP Estuary Crossing Study and the SunCal transportation plans. ^ The Nest Alameda Business Association needs to be included in future transit routing discussions, November 5, 2008 Page 5 of 7 More work is needed to define and clarify which transit services in addition to the shuttle could be accessed with the "Eco-Pass". For comparative purposes, the Santa Clara corridor would be a good example of a higher density area in Alameda with excellent transit services that might reflect the density and transit services being proposed at Alameda Point. To inform the community, it may be beneficial to examine the transit ridership characteristics of these existing Alameda residents to determine the transit ridership characteristics that might be expected at Alameda Point with similar densities and transit services. ^ There should be an analysis of the projected ridership of the proposed BRT system to determine whether the ridership would justify the costs. If the analysis shows that ridership might be low, then SunCal and Alameda should consider other ways to spend transportation funds. ^ SunCal and the community should be very clear about both the transportation benefits and potential impacts of the proposed development so that all Alameda residents understand what is being proposed and the implications of the project on the daily commute from the west end of Alameda. Social Services_Human Relations Board ~SSHRB} - October ~3, Za48 The SSHRB meeting provided an opportunity, to comment on services to low-income residents, including housing, transit, childcare, and recreational facilities. Board members had the following comments: ^ Support was expressed for the 25% affordable housing obligation. If homeowners association costs or special assessments are required as part of the development, these fees should be considered when determining the affordability of units. ^ Further consideration should be given to the balance of rental and ownership affordable units. Attention should be paid to the number of units accessible for people with disabilities. ^ Consideration of grocery facilities should include an analysis of their affordability for law-income people. ^ The Development Concept appears to address transit needs identified in the Board's Community Needs Assessment. Attempts to locate units within five minutes of transit should consider the walking speeds of seniors and people with disabilities. ^ The Eco-Pass should incorporate a sliding scale for low-income residents and people with disabilities. ^ There is a need to ensure first source hiring applies to all new employers who occupy the Point. Phasing plans should consider job training and placement programs needed to help meet first source hiring goals. ^ A consultant should be hired to facilitate a planning process between SunCal and Alameda Point Collaborative that ensures the relocation of residents from Alameda Point Collaborative, Bessie Coleman Court, and Operation Dignity causes as little disruption as possible and prevents displacement. ^ Public spaces should accommodate the needs of people with disabilities by providing benches, smooth and level walking paths, and picnic tables that are wheel chair accessible. November 5, 2008 Page 6 of 7 The Sports Complex should include disability friendly facilities, similar to the Miracle League ball field proposed for the North Housing Parcel. There is a need to ensure that west end social service resources are maintained, including the strong collaboration between the Alameda Food Bank, the Alameda Point Collaborative, and American Red Cross-Alameda Service Center. As more details become available, there is a need to compare the Social Service Human Relations Board's Community Needs Assessment to the plan. Planning Board -October 27, _2008 The Planning Board meeting provided an opportunity for the Board and the community to review and comment on the land use planning, design, and sustainability aspects of the Concept. The Planning Board made the following comments: ^ The Development Concept is a good conceptual plan for Alameda Point and is well done. ^ The Development Concept should include design principles about the importance of waterfront design to create a vital, safe, and pedestrian friendly waterfront. ^ The Development Concept does a good job of addressing the need for density and the diversity of housing. The Development Concept sets very high expectations and SunCal needs to be careful about setting expectations that may not be realistic. SunCal should not "over promise, and under-deliver". ^ The phasing of the schools may need to be moved up earlier in the schedule to accommodate growth in enrollment. ^ There is a need for a library in the project. ^ The analysis of civic facilities should consider a larger area than just Alameda Point. For example, the College of Alameda has a track that is not always available to the community. The Miller School site may be an appropriate location for a new school serving the west end and Alameda Point, in addition to the current Island High facility. ^ Co-locating public facilities, such as libraries with schools, will increase the availability of State grants. ^ Given that the Sports Complex and the entire northern edge of the site will be in an area that is not protected from floods and is adjacent to a shoreline that may fail in a major disaster, the financial plan should include funds to rebuild public facilities that are damaged in a flood or major disaster. The plan should include a phasing schedule for the adaptive reuse area that is coordinated with the phasing for the rest of the project. ^ The open space needs to be provided with each phase of the development. The phasing schedule should ensure that there is no net loss of playing fields for soccer leagues. Phase ~ in particular should be carefully considered so that it provides adequate open space. ^ Development guidelines and standards are needed to ensure that the highest quality development and afine-grain mix of uses are provided at the site to the maximum extent feasible. ^ The street design and cross-sections, and the emphasis on narrow, calm streets, is very positive. The project should not be constrained by outdated local standards such as the 1965 City Storm Drain Standards referenced in the Infrastructure Chapter. November 5, 2008 Page 7 of 7 ^ Transportation is the biggest issue facing the redevelopment of Alameda Point. The transportation strategy needs more details and more definition about when certain improvements will be constructed and who will pay for them. ^ The transportation strategy needs to be "front-loaded" with "Day One" improvements to the maximum extent feasible. ^ The BRT proposal could be controversial given what has occurred recently in Berkeley and Oakland with AC Transit's BRT proposal. ^ Regarding the phasing of the Ferry Terminal relocation, increasing the frequency of ferry service from the Main Street Terminal in early phases may be more important than relocating the terminal to the Seaplane Lagoon in the early phases. BUDGET CONSIDERAT~ONlF1NANC~AL IlVIPACT There is no fiscal impact to receiving board and commission comments on the Development Concept or providing feedback on the plan. RECONIlV~NDATrON This item is for review and comment on SunCal's Development Concept. No action is required. es e Development Services Director ~~ ~~ B y: Debbie Potter Base Reuse and Community Development Manager Respect lly submitted, r ~~ :.t Russell Resources, Inc. environmental management ITEM 4-A Alameda Point RAB Meeting on October 2, 2008 Highlights, and Analysis RAB members present: George Humphreys ~co-chair}, Fred Hoffman, Jim Leach, Dale Smith, Jim Sweeney, Jean Sweeney, and Michael John Torrey Remediation and other field work in progress: • debris pile removal along north shore of Seaplane Lagoon • removal of radiologically impacted storm drain inside Building 5 • expansion of petroleum remediation system near Atlantic Avenue entrance • groundwater treatment at IR Site 14 (former fire training area in Northwest Territory} and IR Site 2b Western Hangar Zone} • the petroleum remediation system at the southern end of the western hangar row is operational and extracting from the ground much more leaked j et fuel than was expected New RAB.meetings: Zn an effort to prevent overly long RAB meetings, separate technical sub- committee meetings will be held to discuss technical clean-up issues in greater detail. Both the Navy and the environmental regulators will attend the technical sub-committee meetings. This development should foster on-going informed RAB input on the Navy's clean-up plans. The majority of the RAB meeting was devoted'to two topics: (1) IR Site 1 discussions at ARRA Board meetings and (2) Navy clean-up achievements over the last 12 months. Completion of the FOST (Finding of Suitability to Transfer) for PBC-1 (the Sports Complex site) was discussed briefly, including mention of continuing petroleum cleanup there. Below, further details and evaluation are presented on IR Site 1 and on the ramifications of petroleum residues at PBC-l. IR Site 11943-1956 D~sposa~ Area} Mr. Humphreys detailed the presentations on IR Site ~ at the ARRA Board's September 10 and October 1, 2008, meetings. Dr. Russell then explained the evaluation of the RAB's comment letters on the Proposed Plan for Il~ Site 1 and the Navy's exploratory trenching into the former disposal area. Dr, Russell prepared the evaluation at the request of the ARRA Board. The evaluation concernin IR Site 1 breaks new round b uestionin the o ular assum tion that the site contains a landfill. The most significant points in the evaluation are as follows. 1. The RAB's comment letters are thorough and raise important concerns. The Navy is incorporating many of the RAB's concerns in the remedial design for the landfill. 2. The results of the Navy's exploratory trenching into the former disposal area demonstrate that the IR Site 1 landfill likely is no longer there. Virtually no landfilled waste was found in the eleven trenches, which strongly suggests the landfill has been moved. 3. The landfill site should under o further investi ation before clean-u decisions are made. Trenching andlor boring is needed to evaluate whether any of the landfilled wastes RRI, 440 Nova Albion Way, Suite 1, San Rafael, Calrfornla 94903 415.902.3123 fax S1S.572.SG00 Page2of5 Dctober 22, 2005 Alameda Point RAB Meeting, October 2, 2008 Highlights and Analysis remain, and, if so, their nature and extent. Sampling and analysis is needed to characterize any chemical or radiological residues in the soil backfilled into the former landfill. With a more accurate understanding of the landfill site, appropriate clean-up alternatives can be identified. For example, the remaining contamination may be so limited that excavation with off-site disposal becomes much more feasible; a smaller or different type of cover maybe more appropriate; or wetlands reuse may be possible. 4. The draft RDD Record of Decision} for IR Site I should be finalized for those areas that do not rely on the assumption that the site contains a landfill. Specifically, excavation and off-site dis oral of the shoreline burn area and cleanu of the roundwater contamination should be conducted as soon as ossible. The new, no-landfill presumption likely will prolong remedial decisionmaking for portions of IR Site 1, but it has several positive effects. ` 1. The new presumption breaks the impasse about whether intrusive sampling should be done to characterize the landfill. The ARRA, the RAB, and others want the landfill site characterized before making clean-up decisions. However, the BCT Navy and the environmental regulators} had tentatively agreed to install a soil cover over the landfill site without further characterization. The BCT reasoned that heterogeneous landfills are difficult to meaningfully characterize by sampling, and a soil cover likely would be appropriate regardless of the sampling results. The BCT had not entertained the possibility that the landfill is no longer present. Now, the compellin~vidence from the Nav 's ex lorator trenchin demands that further intrusive investi ation be conducted. This work will evaluate whether any landfilled wastes remain and whether the backfilled soil is contaminated. This information is fundamental to reasoned clean-up decisionmaking. 2. The RAB had commented that groundwater should be cleaned up before earthmoving for seismic stabilization of the shoreline is done. The Navy had wanted to conduct the earthmoving first to avoid interfering with the many wells needed for groundwater cleanup. if clean-up decisions for Area Ib are delayed so that supplemental investigation can be conducted, earthmaving along the shoreline will have to be postponed too. However, groundwater remediation should move forward as expeditiously as possible and likely will occur before earthmoving for shoreline stabilization. 3. If further investigation confirms the no-landfill presumption, the City of Alameda will not have any potential liability associated with having a landfill on the land it receives from the Navy. PBC-1 FAST Background PBC-1 is the site of the planned Sports Complex along the Oakland Inner Harbor shoreline, west of the former base's north entrance. On September 30, ZDO8, the Navy issued the FDST for the 60-acre PBC-I. The environmental regulatory agencies concur with this finding. A FAST is a Comprehensive Environmental Response, Compensation, and Liability Act ~CERCLA} document that is the basis of the Navy's warrantee "that all remedial action 440 NovaAlbron Way, Surte 1, San Rafael, Callforrria 94903 415.902.3123 fax 815.57,2.850Q Page 3 of 5 Alameda Point RAB Meeting, October 2, 2005 ~ctober22, 2008 Highlights and Analysis necessary to protect human health and the environment with respect to any hazardous substance remaining on the property has been taken before the date of transfer." However, petroleum products are not "hazardous substances" as defined by CERCLA. Accordingly, cleanup of petroleum contamination is not warranted to have been completed by the time of transfer. This is the case with PBC-1. Due to on-going cleanup of petroleum contamination on PBC-1, the FOST requires the deed to contain a land use restriction protecting monitoring wells, and prohibiting deep excavation without an SMP site management plank approved by the Navy and regulatory agencies. This land use restriction is applicable to two areas of PBC-lthat are contaminated with petroleum- AOC 23G and CAA-6. Together, these two areas account for about ~5 percent of PBC-1, as shown on the figure below from the FOST. The restrictions can be released once the Navy obtains regulatory closure from the Water Board San Francisco Bay Regional Water Quality Control Board, the responsible regulatory agency. 4 i"~. ~~~ ~`r 1 rr ~:7 +r~ 3~1~ r~+~ ~~ ,~~~~r •-13: .. i`v a~ .,. ,r• ~~, la ~~.. ~ .~ ..,,,~ ,~ , Lrr ~• . r.'' i~ • i rl.%-• jy.. . '~ rc~~:~~Pf. ~ AOG 373 I ~Ofi1N t711~'~ 37~ - GAP 37 Q PBG.t ^j E6S Pucel 6QUndary -' IR51e~oi;ndary ..~ Inst:u:onal Cant~ol Rfam:aon boundary ' AOG:3G :..... ^ ErslaQ 5.1uc:urc !..~.,] FIo3C0u:firworFC~ar;wct,r~ 1. _..) '~'laxr iuC~. ~ao'ta~cc~ Uu1 CoR!Gg5'lACIIp114:~3 CJ1C:P,Ca'r;r~sh~ Enlra~trxRl3l Rerp~rsQ C~rpans~:n, ara uaw:yn-r EEC Et~~lmnnxnfa! b~Hrse 5~rvty GJu~ ~s.;rAcv~nrratan~n! IR <,ner,GCm r~~rirat~r. CN;S Orl`Fa~r~~,n7r FBC Ft~'IC Eer~~lGr,~r~~atce ?r h ; alal FetG~r. ~y]rwrurs tiu~.;,,, ~....r ~!e ~ 1!a acs •,*; ...... ,slsm6da Palnt klomida, CA ~~w + w~ 4 •w*h ~^ K ~4S ~~~ti~ 1 ~~~~w I ~`~.ti 1 '``ry~r~~„^ \rwy ~~. ~4i`~-~ FIGURE 5 CERCLA AND PETROLEUM PRGGRRM 91TE3 ~nar~ ar sureu~ to Transre* r V 1C hk . '~Cmye}~arcer AGC 23G Area of Concern 23G} is a former automotive gas station site in the north-central portion of PBC-1. Yt occupies almost eight percent of the transfer parcel. The Navy has concluded soil and groundwater at AGC 23G is clean enough for the intended reuse. The Water Board concurs with this conclusion and plans to issue a closure letter, unless petroleum contamination in groundwater rises above ecological risk thresholds during four more quarters of monitoring. Thus, prohibitions against digging and damaging monitoring wells at ADC 23G likely can be lifted by the end of 2009. 440 Nova Albion Way, Suite 1, San Rafael, California 94903 413.901.3123 fax 815.571.8600 Page 4 of 5 October 22, 2008 Alameda Point RAB Meeting, October 2, 2008 Highlights and Analysis CAA-6 Corrective Action Area 6} is a 6-acre former fuel transfer station for trucks servicing aircraft on base. A portion of CAA-6 overlaps the south-central portion of PBC-l, occupying about seven percent of the transfer parcel. The Navy has completed active cleanup of soli and groundwater, but ecological risk thresholds still may not have been meet-further investigation is needed of possible contaminant migration to Oakland Inner Harbor through the storm drain system. The Water Board is expected to grant regulatory closure of CAA-b within five years. Ranufications of Residual Petroleum Contanunation on Reuse as the Sports Complex The FOST's requirements that monitorin~lls_be protected and that an SMP be.used during di in are com atible with future use of PBC-I as the S orts Com lei. Known etroleum residues are of ecological concern with respect to Oakland Inner Harbor but are too ,low to resent unacce table human health risks with recreational use. According to SunCal's September 19, 2008 Arameda Point Redevelopment Concept Plan, AOC 23G will be used for parking, a play area, a lawn area, and a BMXlmountain bike park. CAA-6 will be used for picnic areas, basketball courts, and softballlbaseball fields. These uses likely will require digging deeper than six inches to install irrigation systems, storm drain lines, foundations for lighting and fences, sub-base for pavement, etc. Given SunCal's redevelopment schedule, AOC 23G and CAA-6 likely will be formally closed by the Water Board and the digging and monitoring-well protection restrictions lifted before the Sports Complex is built. But notwithstanding that, an SMP should be a requirement for the reasons discussed below. All of PBC-I shaul,,d.be redeveloped using,an SMP, even if the FGST does not require it. As with most of Alameda Point, the possibility of unexpected contamination at PBC-1 cannot be ruled out. Historical information about the Navy's activities at Alameda Point is incomplete: no detailed records are available about historical uses of much of the base, for substantial periods. Before environmental awareness became prevalent in the 1970s, chemical spills and environmentally unacceptable practices were not documented. Even where suspected contamination has been investigated, sampling might have missed small hot spots. For example, if minor undetected leaks occurred, small areas of petroleum contamination might be found in CAA-A, afuel-pipeline corridor that crosses PBC-1 and for which the Water Board has granted formal closure. This area is the unlabeled yellow corridor in the figure above.} Although the probability of unknown contamination in any particular spot is very low, one or more unexpected hot spots likely will be encountered over the course of base redevelopment. Managing this type of uncertainty is a primary goal of SMPs. SMPs can be very valuable.tools for redeveloping,,,brownfields areas. They coordinate with construction projects' customary health and safety plans to inform workers of the site history, contaminants that potentially are present and their health effects, whom to ratify if contamination is encountered, and special procedures for handling contaminated soil and groundwater. SMPs typically allow separate stockpiling of soil that apparently is contaminated with substances associated with the site. This allows construction to continue while the 440 Nova Albion Way, Suite 1, San Rafael, California 94903 415.901.3123 fax 815,572.8600 Page 5 of 5 October 22, zoos Alameda Point RAB Meeting, ~ctober2, 2008 Highlights and Analysis disposition of the contaminated soil is managed on a separate timeline. Zf contamination were encountered without an SMP, construction would stop while environmental regulators assess the situation and direct further measures. SMPs often avoid such delays, which can impact construction project schedules. 440 Nova Albion Way, Suite 1, San Rafael, California 94903 415.901,3123 fax 815,572.8600 CITY GF ALAMEDA Memorandum To: Honorable Mayor and Members of the City Council Honorable Chair and Members of the Alameda Public Financing Authority From: Debra Kurita City Manager Date: November ~ 8, 2008 Re: Adoption of Resolution Authorizing the Execution and Delivery of an Escrow Deposit and Trust Agreement Related to the Partial Prepayment and Defeasance of the Alameda Public Financing Autharity's Series 2004 Revenue Bond Anticipation Notes, and Approving Related Documents and Actions. [City Council]; • Adoption of Resolution Authorizing the Execution and Delivery of an Escrow Deposit and Trust Agreement Related #o the Partial Prepayment and Defeasance of the Authority's Series 2004 Revenue Bond Anticipation Notes, and Approving Related Documents and Actions. [APFA]; and • Adoption of an Urgency ordinance Approving and Authorizing the Execution of All Necessary Agreements and Documents for the Sale of the Alameda Power & Telecom Telecommunications Business Line to Comcast of Alameda, Inc. [City Council] Four Votes Required} BACKGROUND At its November 17, 2008, meeting, the Public Utilities Board Board} will consider recommending to the City Council the sale of the Alameda Power & Telecom Alameda P&T} telecommunications business line to Gomcast of Alameda, incorporated ~Comcast}, for the purchase price of $~ 7,000,000, subject to adjustment according to the terms of the Asset Purchase Agreement NAPA}, and further, predicated on affirmative City Council action, authorize the execution of related agreements. In the mid to late ~ 990s, Alameda P&T sought to develop a new telecommunications business line, with the intent to: ~} minimize financial risks to the electric utility CCIAPFA Agenda Item #~-A 'I'I 18.48 Honorable Mayor and November 18, 2008 Members of the City Council Page 2 of 12 Honorable Chairand Members ofthe Alameda Public Financing Authority associated with the newly deregulated industry and the loss of revenue from the closure of the Naval Air Station -Alameda; 2} capitalize on Alameda P&T's existing fiber-optic utility infrastructure; and 3} promote cable television and telecommunications competition for the community. In 1998, Alameda's electorate approved revisions to the City Charter to permit the development of a new telecommunications business line. Significant milestones in this development appear in Attachment 1, "Milestones in the Development ofthe Telecommunications Business Line." In 1999-2000, Alameda P&T began the first phase of construction of the new telecommunications business line by entering into a construction and management agreement with SIGC4RP predecessor to Vectren Communications, Inc.}. By entering into both a construction agreement and management agreement, funding for the construction and start-up of the new business was achieved through a combination of $16 million in private financing ~2000B Certificates of Participation, or "C4Ps" and a .. } $10 million equity investment from Alameda P&T. Repayment of the $16 million loan was due by May 31, 2004, and was to be made solely from net telecommunications revenues produced by the Vectren-managed system, not electric revenues. This limitation on debt service was described as the "firewall." Given the risks associated with a new company, the repayment of the $16 million dollar loan was secured by a guarantee from SIGCGRP plater Vectren, and referred to hereafter as "Vectren"} to repay this loan, should net revenues from the new telecommunications business line be insufficient for repayment. Vectren's guarantee, if exercised, would mean that the telecommunications system would be owned by Vectren, and Alameda P&T would lose its initial $10 million equity investment. By 2002, Alameda P&T had gained technical knowledge of system operations and, due to construction disputes, it elected to terminate its contracts with Vectren. fn order to facilitate this action and to enable Alameda P&T to continue with the construction of the new telecommunications system, the Telecom System Revenue Taxable Certificates of Participation, Series 2002A the 2002A COPs} in the amount of $6.3 million were issued to Vectren. The terms of payment of the 2002A CGPs involved a limited participation in net telecommunications revenues has defined in the Vectren agreements} only, thus preserving "the firewall." By 2004, Alameda P&T needed additional funding to complete the construction of the telecommunications system and pay off or refinance the 2000B and 2002A CGPs, which were going to come due in May 2004. As a result, 2004 Bond Anticipation Notes X2004 BANs} were issued in the amount of $33 million. The 2004 BANs refinanced the 2000B and 2002A Caps, and provided the purchasers of the 2004 BANS with a non- taxable l%interest rate. This interest was pre-funded as part of the $33 million and has been paid to the Noteholders on a semiannual basis during the five-year term of the 2004 BANs. At the end of the five-year term, a balloon payment of the $33 million principal comes due on June 1, 2009, secured by a pledge of net telecommunications Honorable Mayar and November ~ 8, 2008 Members of the City Council Page 3 of 12 Honorable Chair and Members of the Alameda Public Financing Authority revenues, thus preserving "the firewall." Since the new telecommunications business line was astart-up business, it was not anticipated that it would be able to fund the balloon payment by 2009 but that it would need to refinance the 2004 BANs for a longer period of time with a new debt issue, with annual debt service on the new debt to be paid from net telecommunications revenues. With the funds provided from the 2004 BANS, Alameda P&T completed the second and third phases of construction, including the underground infrastructure plant on Bay Farm Island and the installed service connections for multiple dwelling units ~MDUs}. The telecommunications system was certified complete in 2005. The source of funding for operation of the new telecommunications business line was a combination of net telecommunications revenues from subscribers and interfund advances loans}from the electric business line. In anticipation of the need to refinance the 2004 BANs on or before June 2009, Alameda P&T retained CCG Consulting, L.L.C. CCG} to conduct an analysis of the operation of its telecommunications business line and identify opportunities to improve its performance and enhance the value of the system, sufficient to support a refinancing. The report prepared by CCG in late 2006 concluded that because of the high cost of labor and programming relative to other telecommunications providers, among other issues, the projected net telecommunications revenues would be insufficient to carry debt service to support a refinancing. CCG recommended that the telecommunications business line significantly reduce its labor and programming expenses and enhance its revenues by adding voice services. Extensive evaluation of the consultant's recommendations followed, and measures were implemented wherever feasible to improve revenues, reduce expenses, and increase operational efficiencies. As a result of these operational changes, interfund advances from the electric business line to support telecommunications operations have stopped since 2007, and the telecommunications system generated net telecommunications revenues of approximately $38,000 for 2008 payable to Vectren. However, this revenue falls far short of what is necessary to support the debt service needed for a refinancing of the 2004 BANs by June 2009. Contributing to the telecommunications business line's adverse financial situation is the change in the telecommunications business landscape over the past decade: • Multiple additional national providers of telecommunications products now compete for Alameda P&T's customers. • Technology to provide telecommunications services continues to change very quickly, and significant additional capital investment will be required to keep pace with the industry. Honorable Mayor and November 18, 2008 Members of the City Council Page 4 of 12 Honorable Chair and Members afthe Alameda Public Financing Authority • Programming costs continue to increase, and labor costs relative to non- municipal providers are high. Given the telecommunications system's financial situation and this business landscape, in September 2007, the Board authorized the General Manager to retain a financial team to evaluate various options to discharge, refinance, extend, exchange, or restructure the obligations under the 2004 BANs. In February 2008, the Board received an initial report from the team's Financial Advisor ~Northcross, Hill & Ach, Inc.} that presented three options for disposing of the $33 million debt: • Keep the telecommunications system, and refinance the 2004 BANS • Keep the telecommunications system, refinance the 2004 BANs, and add new services • Sell the telecommunications system, DISCUSSION Option 1: Keep the system and refinance the 2004 BANs In analyzing any of the three options, the revenues and costs of the telecommunications business line must be considered. Subscriber Trends Alameda P&T's video subscribers contribute approximately two-thirds of the telecommunications business line revenue. These subscribers have declined slowly but steadily since 2006. Internet subscribers continue to slowly increase but not fast enough to offset the loss of video subscribers. Combined video and Internet customers have declined from about 16,600 customers at peak in 2006 to about 16,300 at present. The Financial Advisor has suggested that the initiation of video programming service by existing and new competitors are likely to lead to further declines in Alameda P&T's video customers, as welt as adversely impact Alameda P&T's number of Internet subscribers. Due to the continuing decline in video subscribers and the initiation of competing products, the Financial Advisor projects no increases in net revenue for the foreseeable future. In addition, the rate of subscriber Toss could accelerate to a point where Alameda P&T's telecommunications business line returns to negative net revenue. Honorable Mayor and Members of the City Council Honorable Chair and Members of the Alameda Public Financing Authority Customer Count History ~ 2,000 1D,oDD 8,000 6,444 4,000 2,000 0 Fiscal Year Cosf Treads fr Video ®Data Video programming costs declined slightly from Fiscal Year 2006-2007 to Fiscal Year 2001-2008 while Internet service costs increased slightly for the same period. Combined costs for all categories fvr Alameda P&T's telecommunications business line in Fiscal Year 2001-2008 were about the same as in Fiscal Year 2006-200?. However, video programming costs and Internet service costs for Alameda P&T remain significantly higher than the cable industry average due to Alameda P&T's relatively small size. In addition, Alameda P&T's labor costs also remain higher than industry averages. Reflnanc~ng Requirements The source of repayment of the 2004 BANs is limited to the net telecommunications revenues, consistent with the original "firewall" concept in 2000. No electric business line or General Fund revenues are pledged nor required to be used to support a refinancing of the 2004 BANs. November 18, 2048 Page 5 of 12 In its presentation to the Board in February 2008, the Financial Advisor reported that market requirements for a refinancing of the 2004 BANs called for projected net telecommunications revenues to exceed projected annual debt service by at least a 2001 2002 2003 2004 2005 2006 2007 2008 Honorable Mayor and November 18, 2008 Members of the City Council Pa e 6 of 12 9 Honorable Chair and Members of the Alameda Public Financing Authority 50°/o margin and that investors in a prospective refinancing would require that this oal g. be met for at least one fiull year prior to the refinancing bond issuance. The Financial Advisor contacted several major bond-underwriting firms to seek proposals to underwrite a refinancing of the 2004 BANs. None of these firms would a ree to 9 underwrite the refinancing if ~t were secured solely by the net revenues of the telecommunications business line. Since the 2004 BANs mature on June 1, 2009, and since a fixed rate refinancing over at least a 20-year term would have annual debt service in excess of $3 million per year, this means that the telecommunications business line would need to show actual net revenues of at least $4.5 million for the 12 months preceding June 1, 2009. However, actual net revenues are estimated to be only a minor fraction of what is expected for a successful refinancing, and iven the g trend in subscriber foss, the telecommunications business line would be unable to meet debt service to repay any such loan for the foreseeable future. Conse uentl , a . a Y refinancing of the 2004 BANs fs not feasible. Gption 2: Keep the system, refinance the 2004 BANs, and add new services The Financial Advisor analyzed the potential for voice services to increase net revenues. Using the most optimistic assumptions for voice revenue, the total net telecommunications revenues if voice were added would equal about 50°/° of the current interest expense on the 2004 BANs. In addition, implementation of voice would re uire q a capital expenditure by Alameda P&T of about $2 million. Accordingly, even the addition of voice services would provide insufficient revenues to support a refinancin , g as discussed in Option 1 above. Raking Service and Credit ~larke~ Concerns The Financial Advisor has been in contact with all three major rating services re ardin . ., 9 g the potential Empact of the Enability of Alameda P&T to refinance the 2004 BANs, due to insufficient telecommunications net revenues. The 2004 BANs were not rated b an of Y Y the rating services. The failure of Alameda P&T to refinance the 2004 BANs on or before June 1, 2009, is not a major credit factor with any of the rating services. However, the primary concern of all three rating services is the continuation of interfund advances from either the electric system fund or the City's General Fund to the telecommunications business line. According to the credit rating services, the firm assurance of the cessation of these intertund advances would be a very positive credit rating factor for the electric business line. A default in the payment of the 2004 BANs after their June 1, 2009, maturity date could have an adverse impact on bond interest cost at such time that the City or any of its enterprise funds or its redevelopment agency sells bonds in the future. Based on the Financial Advisor's experience with other bond default situations, the City and its related entities may pay a higher interest rate on any debt issued after a default on the Honorable Mayor and November 18, 2008 Members of the City Council Page l of 12 Honorable Chair and Members ofithe Alameda Public Financing Authority obligations to the 2004 BANs Noteholders. This higher interest rate is not reasonably expected to exceed 25 basis points X0.25°/0} and may be less. The present-value cost of higher interest rates depends on how much debt the City and its related entities incur. For example, if this amounted to $100 million in new debt, the present-value cost of the higher interest rates would be about $2.9 million, assuming a default in the obligations under the 2004 BANs and adverse investor perception applied to future bond issues. option 3: Sell the system The telecommunications business line is an asset owned by the City of Alameda, comprised of both real property ~e.g., the "headend" lease, any rights of way necessary to access the cable infrastructure} and personal property ~e.g., the infrastructure and equipment needed to operate the system}. The City Council is authorized by Charter to sell the asset, pursuant to recommendation by the Board Charter Section 3-10, 12- 3~A}}. A sale of the telecommunications business line, to the extent that it includes any real property interests, will require a supermajority of four votes of the City Council. In order to fully evaluate the three options under consideration by the Board, Alameda Power & Telecom hired an investment banker in the fall of 2001 to seek offers to purchase the telecommunications system, thereby determining a fair market value for the telecommunications system. The Ci#y received two bids for the telecommunications system, which differed by $1.5 to $2 million in net sales price; staff is recommending a sale to the higher bidder. Terms of Proposed Sale of Telecommunications System The City has received an offer from Comcast to purchase the telecommunications business line for a base purchase price of $1l million. Comcast offered the highest purchase price of the bids received; additionally, Comcast is able to pay cash for the purchase of the system, which is an added advantage given the current national credit crisis. The base purchase price of $17 million is subject to an adjustment for the number of subscribers resulting in a net sales price of approximately $15.2 million. Under the Asset Purchase Agreement NAPA}, a copy of which is on file in the City Clerk's office, the sale of the telecommunications business line includes substantially all of the assets that are used in the operation of the system, including accounts receivable, assigned contracts, books and records, fixtures and equipment, inventory, rights-of way, credits and prepaid items, government authorizations, warranties, rights against third parties, goodwill, and all other assets of whatever nature used or held for use by the system, with the exception of any specifically excluded items. The City will retain its infrastructure, as well as the fiber necessary to support the City of Alameda's Municipal Area Network; the Alameda Unified School District SchooINET system; and Alameda P&T's Supervisory Control and Data Acquisition System, security monitoring, Honorable Mayor and November 18, 2DD8 Members of the City Council Page 8 of 12 Honorable Chairand Members of the Alameda Public Financing Authority and prospective additional electric utility services. In addition to the APA, Alameda P&T will enter into a Transition Services Agreement ~TSA} with Comcast for a period not to exceed 120 days, in order to provide for a smooth transition for Alameda customers. Alamedanet.net customers will retain their a-mail addresses for at least 12 months. ~perafiona! ana~ Transition Issues Under the APA, the closing date for the sale of the telecommunications business line is November 21, 2008; upon closing, responsibility for day-to-day system operations shifts to Comcast. Alameda P&T will assist in activities that are critical to a smooth and transparent-to-the-customer transition, through the 120-day TSA. Transitional issues include transferring tangible assets to the Buyer's possession, establishing procedures fvr addressing customer concerns, transitioning the customers to the Buyer's television programming line-up, establishing a continuity of Internet protocols, and addressing a variety of items required to be modified to allow for the transitional services. Business and financial continuity are important issues as Alameda P&T strives to ensure a seamless transition for customers while meeting daily operational demands. Transference of the access and rights to the main customer billing and maintenance system is required for providing new services, continual billing, payment processing, and the ongoing maintenance of subscriber accounts. There will be minima! delays in installing new subscribers and troubleshooting existing customer issues during the transition. Coordination and reconciliation of payments received during the transition and the change of payment processing services will be managed to ensure the timely processing and allocation of payments. Important to the overall facilitation of the sale is customer communication to provide a consistent message concerning the sale and acquisition, billing and payment changes, and the commitment of business continuity. Alameda P&T and Comcast have committed to providing a dedicated contact person and telephone number to address customer account issues in an efficient and timely manner. Signage and other information will be available in the Service Center lobby and on the Alameda P&T website to advise customers of the change in bill payment options. Customer Service Representatives will also have a Frequently Asked Questions sheet from which to respond to customer inquiries pertaining to the sale, Staffing lmpa cts Under City Charter Section 12-3~D}, the Board has the power to eliminate positions of employment under its control. Should the City Council authorize the sale of the telecommunications business line, 18 positions at Alameda P&T will be eliminated, Honorable Mayor and November 18, 2008 Members of the City Council Page 9 of 12 Honorable Chair and Members of the Alameda Public Financing Authority which will reduce the total number of full-time equivalent ~FTE} positions from 11S to 100. The vacant positions are slated to be eliminated from Alameda P&T's total FTE count an November 21, Zoos. Two positions, Telecom operations Supervisor and Cable Analyst, will be retained by Alameda P&T for up to 120 days to assist with any transition issues that may occur. The costs for the retention of these positions during this transition period will be fully reimbursed by Comcast. The timing of any Payoffs that are the result of the sale will be chosen consistent with the financial needs of Alameda P&T and are subject to any meet and confer obligations Alameda P&T has with the respective bargaining units. If the decision is made to sell the telecommunications business line, this action will further result in a major reorganization of Alameda P&T, its programs, and personnel in the coming months as Alameda P&T focuses on the electricity business. Lego! Issues The Noteholders must consent to the early sale and defeasance of the 2004 BANs prior to June 1, 2009} in order for the City to sell the telecommunications business line. The terms of the 2004 BANs require a minimum of l5°I° of the Noteholders to provide such consent; the City has received written consent from approximately 95°/° of the Noteholders, sufficient to proceed with a sale. The Noteholders were only willing to consent to the sale if 1}they were guaranteed by the City to receive a pro rata share of telecommunications system sale proceeds of at least $15 million; and 2} they could reserve their rights to sue the City for amounts in excess of what they receive from the sale of the telecommunications system. Given that the sale of the telecommunications system provides for a mitigation of any claims of damages by all parties pup to the amount of the net purchase price}, and reduces substantial uncertainties for the City, staff recommends proceeding with the sale of the system, even with both parties City and Noteholders} reserving their rights to sue. As a practical matter, the City is already in litigation with one of the Noteholders ~Nuveen}, and therefore, the reservation of rights in the form of the consent does not provide the parties with any greater rights. If the telecommunications business line is sold, the 2004 BANs owned by the Noteholders that did not consent to the sale will be legally defeased and fully repaid. The Noteholders that consented to the sale will each receive apro-rata share of the net sales proceeds abut in na event less than $15 million}, which, together with the remaining capitalized interest, amounts to approximately half of their investment. Importantly, the consenting Noteholders have agreed that the sale of the telecommunications system and partial prepayment of their 2004 BANs is not a default under the BAN documents. The non-consenting Noteholders will be paid in full, and their BANs will be fully defeased; accordingly, there will be no default with respect to the non-consenting Noteholders, either. The lack of a technical default may help to avoid credit market concerns and higher costs of borrowing, as discussed above. The City Honorable Mayor and November ~ 8 2008 Members of the City Council Pa a 10 of 12 9 Honorable Chair and Members of the Alameda Public Financing Authority may owe the consenting Noteholders additional funds if post-closing adjustments with Comcast result in a net sales price in excess of $15,000,000. Nexf Steps If approved by the City Council, the sale of the telecommunications sstem is scheduled y to close on November 21st. Communication and decisions related to im acted p employees will be subject to meet-and-confer obligations of the a ro riate Tabor pp p contracts. The Board's Annual Planning Workshop will be conducted in Janua 2009 and will . rY include discussions on market goals, strategic initiatives, mid-year erformance . p analysis, and budget adjustments including those as a result of the sale. Followin the } g Annual Planning Workshop, development of the Fiscal Year 2009-2010 Bud et will . g occur. At the conclusion of the internal review process, a Budget Worksho will be p conducted to obtain Board and community comments on the action laps that have . p been developed in response to the goals and initiatives identified Burin the Annual g Planning Workshop. No later than the Fiscal Year 2008-2009 ear-end audit the Y accounting records will be analyzed and appropriate bookkeeping adjustments will be made in conjunction with the auditor selected by the City Auditor's office. BUDGET CONSIDERATI~NIFINANCIAL IMPACT The sale of the telecommunications business line has a base purchase rice of . P $17,000,000, with a subscriber adjustment estimated at u to $1.8 million for an p , estimated net sales price of $15.2 million, Comcast will deposit the net safes rice into p an escrow for payment to the Noteholders on the closing date. Alameda P&T will be required to deposit any difference between the net sales price and the $15 million guaranteed to the Noteholders into the escrow, Additionally, Alameda P&T will need to deposit an additional approximately $815,000 to fully defease the non-consentin g Noteholders. Alameda P&T has incurred approximately $1.7 million in transaction costs Burin the . g 12-month period beginning with the development of the Request for Proposals for sale of the telecommunications system. These transaction costs include broker fees consulting fees for financial consultants and legal fees for both pre-liti ation and g transactional work. The transaction costs are approximately a third for the broker fees, a third for legal and financial advisor fees, and a third for telecommunication service contract termination fees. The total estimated costs of the sale, including the possibilit . y of post-closing costslad~ustments, ~s estimated as follows: Honorable Mayor and Members of the City Council Honorable Chair and Members of the Alameda Public Financing Authority Estimated Costs to Sell Telecommunications System Alameda P&T pays costs for non-consenting Noteholders Alameda P&T pays estimated transaction costs Alameda P&T pays estimated post closing costs November 18, 2008 Page 11 of 12 $ 818,000 $ 1,700,000 ~ 100,000 ~ 2,618,OOo Note: The foregoing does not include litigation cos#s of the Nuveen and Vectren litigation. Alameda P&T will create a separate interest-bearing Indemnity Escrow of $2 million for the purpose of securing the warranties and representations required by Comcast under the APA. A portion of the Indemnity Escrow will be released nine months after the closing of the system sale reduced by any indemnity claims paid or pending under the indemnity, and the remainder will be released 15 months after the closing reduced by any indemnityclaims paid or pending. In Fiscal Year 2008-2009, Alameda P&T has 11S positions, 110 of which are funded in the budget for the Fiscal Year. This prospective action would reduce the number of positions by 15.3°/° to 100, which is roughly the size of the Alameda P&T's workforce in Fiscal Year 1999-2000. of the 18 impacted positions,12 are filled, and six are vacant, 0f the six vacant positions, four are unfunded and vacant. From Fiscal Year 1999-2404 through Fiscal Year 2406-2007, Alameda P&T's Electric Services Fund advanced over $43.6 million to the Telecommunications Services Fund to finance the expansion and operations of the telecommunications business line. There has been no yearly interfund advance since 2001. In 2005, the auditor reviewed the repayment schedule for recorded interfund advances and noted that repayment was scheduled to commence within 20 years from the recording date of each advance installment and that the first payment is scheduled for Fiscal Year 2019-2020. With the sale of the system, the interfund advances will not be repaid. Adjustments to the Electric Services Fund balance sheet will be made in conjunction with future recommendations from the auditors. The telecommunications system will not be able to pay any other outstanding obligations. MUNICIPAL C~DEIPOLICY DOCUMENT CRASS REFERENCE The proposed ordinance does not affect the Alameda Municipal Code. Honorable Mayor and November 1 S 2008 Members of the City Council Pa e ~ 2 of ~ 2 g Honorable Chairand Members ofthe Alameda Public Financing Authority RECOMMENDATION City Council: Adopt a Resolution Authorizing the Execution and Delive of an Escrow ry Deposit and Trust Agreement Related to the Partial Prepayment and Defeasance of the Alameda Public Financing Authority's Series 2004 Revenue Bond Antici ation Notes p , and Approving Related Documents and Actions. Alameda Public Financing Authority: Adopt a Resolution Authorizin the Execution and g Delivery of an Escrow Deposit and Trust Agreement Related to the Partial Pre a meat pY and Defeasance of the Authority s Series 2004 Revenue Bond Anticipation Notes, and Approving Related Documen#s and Actions. City Council: Adopt an Urgency Ordinance Approving and Authorizin the Execution of g All Necessary Agreements and Documents for the Sale of the Alameda Power & Telecom Telecommunications Business Line to Comcast of Alameda, lnc. Four Votes t Required} Respectfully submitted, Irish Balachandran General Manager, Alameda Power & Telecom By; Matthew T. McCabe Communications Supervisor MTMlmtm Attachments: ~ . Milestones in the Development of the Telecommunications Business Line cc: Public Utilities Board MILESTONES IN THE DEVELOPMENT OF THE TELECOMMUNICATIONS BUSINESS LINE October 1996 The Bureau of Electricity installs afiber-o tic backbone for p command and control of its electric system. Telecommunications business uses are anticipated. VtiJork begins on a telecommunications business plan in order to minimize financial risks associated with impending electric utility deregulation and the closure of the Naval Air Station Alameda. The plan is designed to capitalize on opportunities resulting from the passage of the federal Telecommunications Act of 1996, including anticipated benefits from added competition in the telecommunications market. July 1991 The Public Utilities Board forwards a Telecommunications Business Plan to the City Council. December 1997 The Public Utilities Board requests that the Cit Council lace .. y p revisions to the City Charter before the electorate. November 1998 Alameda's electorate approves a Charter chan a allowin g g abut not mandating Alameda Power & Telecom to offer #elecommunicationsservlces and products. June 1999 The Public Utilities Board authorizes execution of a contract with SIGCORP Communications Services plater Vectren to } assume a turnkey role in constructing and initially operating the City's telecommunications system. August 1999 Alameda Power & Telecom becomes the cor orate . p ~dentif~cation for the C~tys electric and telecommunications enterprises. September 1999 City Council awards a cable communications services franchise to Alameda Power & Telecom. November 1999 The Public Utilities Board recommends a financin acka e gp 9 for the telecommunications system to City Council. Terms include a $10 million equity investment to be used first before any external financing and an authorization of financing up to $20.5 million. CCIAPFA Attachment tv Agenda item #~-A 11-18-~8 January 2000 City Council authorizes a telecommunications financing, December 2000 $16 million in Series 2000 B Certificates of Participation are issued. January 2001 Alameda Power & Telecom announces the successful construction financing of its telecommunications system. July 2041 Cable television services are launched formally. July 2002 Alameda Power & Telecom attains 5,000 telecommunications customers. January 2002 The City Council and Public Utilities Board authorize a revised agreement with Vectren that includes a $5.3 million issuance of Series 2002 A Certificates of Participation and allows Alameda Power & Telecom to assume full oversight for completion of the telecommunications infrastructure. February 2002 AlamedaNET services are launched formally. September 2003 A contract is awarded for completion of construction of the telecommunications plant. November 2003 City Council and Public Utilities Board meet to discuss the need for an additional $7 million to fund the labor costs to complete network construction and start-up. December 2003 City Council includes a $2.2 million advance to Alameda Power & Telecom as part of an authorization to issue Revenue Bond Anticipation Notes ~BANs}. March 2004 Total subscriptians Cable TV and Internet} reach 10,000. April 2004 $33 million in BANs are issued, incorporating a refinancing of the $16 million Series 2002 B CCPs, $4.S millian construction fund, $11 million capitalized interest, and $1.2 million in cost- of-issuance fees. June 2005 Network construction is certified complete. actober 2005 Total subscriptions reach 15,000. August 2006 CCG Consulting is hired to undertake an o erational review. p The purpose is to analyze operations and identify paths to telecommunications business line self-sufficiency and debt support. December 2006 CCG's recommendations are finalized and resented to the p Public Utilities Board. The report includes 11 specific recommendations in three general categories intended to increase revenues, cut expenses, and increase efficiencies. The Report also verifies some previously implemented actions. January 2007 Two public workshops are held to discuss the CCG re art p recommendations. April 2007 Presentations are made to the Public Utilities Board and Cit Y Council on progress En implementing CCG recommendations, July 2007 Staffing is reduced to 21 full-time equivalents, a reduction of 33°/o from a high of 33. August 2007 Introduction of voice services is analyzed, and the conclusion is that, though entering the voice business may increase net revenues, it would also expose the system to financial, operations, and opportunity cost risks. September 2007 As part of a larger priority-setting worksho , Alameda's Cit .. .. p, y Council identifies telecommunications financing as a riorit P Y concern. The Public Utilities Board authorizes hiring of a financial team to review the feasibility and comparative merit of potential financial transactions, including but not limited to dischar e, . 9 refinance, extend, or restructure obligatEOns underthe 2004 BANs based in part on due diligence with regard to market conditions. February 2008 The team's financial advisor presents an evaluation of and initial findings related to three approaches to addressing the 2004 BANS: • Keep the system and refinance the BANs • Keep the system, refinance the BANs, and add new services • Sell the system. November 2008 Conclusions of the financial team are presented to the Public Utilities Board and City Council. Both refinancing and expansion of the system have proven infeasible, and a recommendation is made to sell the telecommunications business line. HADI MONSEF P.O. BOX 1353 ALAMEDA, CA 94501-0144 ~EAr,~4 ~4~~D (510) 521-0900 Open letter to the City Council and the Public Utilities Board 1~~~ NO U ~~ ~ ~~: ~5 ~. ')1 E,',~'i ~ ~~ ,~~ ~~ ~ ~•L ~}~ ~ ~ r ~ w ~ r~~~ November 12, 2008 Being a former Commissioner of the Alameda Public Utilities Board height years - serving three consecutive terms as president} and ~a former City Councilmember and Vice-Mayor I find myself obligated to express my views and serious concern over City's telecommunication adventure. First, I highly commend the thorough evaluation of the Staff of the AP&T in presenting options available to the City at this particular time about the direction that must be taken ~~ . to address the future of the telecom business. Secondly, while the original wisdom and motive to enter into a highly competitive and risky telecommunication business might be debated, at~ this juncture Alameda must take action to resolve~the situation. Further continuation of a failed adventure must be ended. we need to move Alameda Power and Telecom away from further uncertainty of the future and focus our full attention to do what~we have done the best over man ears of . YY providing safe, reliable and economical power for the:rate payers. I sincerely encourage the Public Utilities Board and our City Council, select the option of dropping the : Telecommunication business~expeditiously. ~ ~ ~ ~ ~ ~ ~ ~~ . Thirdly, many had hoped that a move to telecommuriicationbusfness would be prof table in the long run but, times changes ~so does the market. While in fact our community might have benefited from the value of competition.and suppressed rates has saved millions of dollars as a result,. it simply does, not make.business sense to continue waging battles with market giants. Alameda Power and Telecom.~former Bureau of Electricity} was chartered as a publicly owned electric utility and should concentrate on keeping the lights on and let the telecom mega-companies fight it out when it comes to cable and telecommunication service. VVe tried it and regrettably failed and so let u~ mave on Ve Trul o ~ .rY YY ,.~ adi.Monsef Former Councilmember Cc: Alameda Sun and Alameda Journal Re: Agenda Item #2-A Jt CC APFA Mtg 1 ~ -18.46 CITY OF ALAMEDA RESGLUTIGN NG. AUTHGRIZING THE EXECUTIGN AND DELIVERY GF AN ESCR0IN DEPGSIT AND TRUST AGREEMENT RELATED TD THE PARTIAL PREPAYMENT AND ~ DEFEASANCE OF THE ALAMEDA PUBLIC FINANCING AUTHORITY'S SERIES ,~ , 2404 REVENUE BAND ANTICIPATION NGTES ALAMEDA Pa1NER & a TELECGM~, AND APPROVING RELATED DGCUMENTS AND ACTIGNS .~ L ~l~q• ~ O Z3 ~ WHEREAS, the Alameda Public Financing Authority the "Authority"} has issued ~ pits Alameda Public Financing Authorit Series 2004 Revenue Bond Antici ation Notes ~ y p L Alameda Power & Telecom} the "Notes"} pursuant to an Indenture of Trust, made and ~ entered into as of April 21, 2004 the "Indenture"}, by and among the Authority, the Alameda Public Improvement Corporation, Alameda Power & Telecom being the City of Alameda acting by and through its Bureau of Electricity and referred to below as the "City"}, and U.S. Bank National Association, as trustee the "Trustee"}; and WHEREAS, proceeds of the Notes were used to provide financing for the Telecom System has defined in the Indenture}; and WHEREAS, the City now desires to sell the Telecom System and has obtained the consents of some of the owners of the Notes the "Consenting Noteowners"} to the sale of the Telecom System and to the partial prepayment of the Notes beneficially owned by the Consenting Noteowners the "Prepayable Notes"}; and WHEREAS, the City has determined that, in order to sell the Telecom System free of any encumbrance in favor of the owners of the Notes that have not provided consents to the sale of the Telecom System the "Nonconsenting Noteowners"}, the City must legally defease the Notes owned by the Nonconsenting Noteowners the "Nonprepayable Notes"}; and WHEREAS, in order to provide far the partial prepayment of the Prepayable Notes and the defeasance of the Nonprepayable Notes, special bond counsel to the City has prepared an Escrow Deposit and Trust Agreement the "Escrow Agreement"} to be executed by the City, the Trustee, as Escrow Bank and the Authority, and the City Council now desires to approve the Escrow Agreement and to authorize its execution and delivery, and the execution and delivery of any related documents, so that the sale of the Telecom System can be completed. NOW, THEREFORE, it is hereby ORDERED and DETERMINED, as follows: Section 1. A royal of Escrow A reement. The City Council hereby approves the Escrow Agreement, in the form on file with the City Clerk together with any changes therein or additions thereto approved by the City Manager, upon consultation with the City Attorney and Special Bond Counsel to the City, and the City Manager's execution thereof shall be conclusive evidence of such approval, The City Manager is hereby authorized and directed for and in the name and on behalf of the City to execute the Resolution #2-A ACC} Jt CC APFA Mtg 11.18-48 final form of the Escrow Agreement. The City Council hereby authorizes the delivery and performance of the Escrow Agreement. Section 2. Official Actions. The City Manager, City Clerk, City Attorney and any and all other officers of the City including the General Manager of Alameda Power & Telecom} are hereby authorized and directed, for and in the name and on behalf of the City, to do any and all things and take any and all actions, including execution and delivery of any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, which they, or any of them, may deem necessary or advisable in order to give effect to the transactions contemplated by the Escrow Agreement and otherwise complete the sale of the Telecom System. vllhenever in this resolution any officer of the City is authorized to execute or countersign any document or take any action, such execution, countersigning or action may be taken on behalf of such officer by any person designated by such officer to act on his or her behalf in the case such officer shall be absent or unavailable. Section 3. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. ~~**~* I, the undersigned, hereby certify that the foregoing Resolution was duly and regularly adopted and passed by the Council of the City of Alameda in a regular meeting assembled on the 18th day of November, ZOOS, by the following vote to wit: AYES NOES: ABSENT: ABSTENTIONS: IN VvITNESS, UvHEREQF, I have hereunto set my hand and affixed the seat of said City this 19#h day of November, 2008. Lora Weisiger, City Clerk City of Alameda ALAMEDA PUBLIC FINANCING AUTHGRITY RESGLUTIGN NG. AUTHGRIZING THE EXECUTIGN AND DELIVERY GF AN ESCRGW DEPOSIT AND TRUST AGREEMENT RELATED TO THE PARTIAL PREPAYMENT AND \~ DEFEASANCE OF THE AUTHORITY'S SERIES 2004 REVENUE BOND ~ ANTICiPATIGN NGTES ~ALAMEDA PG~UER & TELECGM~, AND APPRaVING ~ ~ RELATED DGCUMENTS AND ACTIGNS ~ ~a `~ " WHEREAS, the Authorit has issued its Alameda Public Finan in ~ ~ y c g Authority Series 2844 Revenue Bond Anticipation Notes Alameda Power & Telecom} the ° ~ "Notes"} pursuant to an Indenture of Trust, made and entered into as of A ril 21 2004 ~ p ~ the "Indenture"}, by and among the Authority, the Alameda Public Improvement a Corporation, Alameda Power & Telecom being the City of Alameda acting by and through its Bureau of Electricity and referred to below as "Alameda P&T"}, and U.S. Bank National Association, as trustee the "Trustee"}; and WHEREAS, proceeds of the Notes were used to provide financing for the Telecom System has defined in the Indenture} awned and operated by Alameda P&T; and WHEREAS, Alameda P&T has informed the Authority that it desires to sel! the Telecom System and that it has obtained the consents of some of the owners of the Notes the "Consenting Noteowners"} to the sale of the Telecom System and to the partial prepayment of the Notes beneficially owned by the Consenting Noteowners the "Prepayable Notes"}; and WHEREAS, Alameda P&T has informed the Authority that, in order to sell the Telecom System free of any encumbrance in favor of the owners of the Notes that have not provided consents to the sale of the Telecom System the "Nonconsenting Noteowners"}, Alameda P&T intends to legally defease the Notes awned by the Nonconsenting Noteowners the "Nonprepayable Notes"}; and WHEREAS, in order to provide for the partial prepayment of the Prepayable Notes and the defeasance of the Nonprepayable Notes, special bond counsel to Alameda P&T has prepared an Escrow Deposit and Trust Agreement the "Escrow Agreement"} to be executed by Alameda P&T, the Trustee, as Escrow Bank and the Authority, and the Authority now desires to approve the Escrow Agreement and to authorize its execution and delivery, and the execution and delivery of any related documents, so that the sale of the Telecom System can be completed by Alameda P&T. NOW, THEREFORE, it is hereby ORDERED and DETERMINED, as follows: Secf~orr 1. Approval of Escrow Agreement. The Board hereby approves the Escrow Agreement, in the form on file with the Secreta to ether with an chap ry g y ges therein or additions thereto approved by the Executive Director, upon consultation with the City Attorney and Special Bond Counsel to Alameda P&T, and the Executive Resolution #2-A ~APFA} Jt CC APFA Mtg ~ 1-~ 8.08 Director's execution thereof shall be conclusive evidence of such approval. The Executive Director is hereby authorized and directed for and in the name and on behalf of the Authority to execute the final form of the Escrow Agreement. The Board hereby authorizes the delivery and performance of the Escrow Agreement. Section 2. official Actions. The Executive Director, the Treasurer, the Secretary and any and all other officers of the Authority are hereby authorized and directed, for and in the name and on behalf of the Authority, to do any and all things and fake any and all actions, including execution and delivery of any and all assignments, certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and other documents, which they, or any of them, may deem necessary or advisable in order to give effect to the transactions contemplated by the Escrow Agreement and otherwise complete the sale by Alameda P&T of the Telecom System. vvhenever in this resolution any officer of the Authority is authorized to execute or countersign any document or take any action, such execution, countersigning or action may be taken on behalf of such officer by any person designated by such officer to act on his or her behalf in the case such officer shall be absent or unavailable. Section 3. Effective Date. This Resolution shall take effect from and after the date of its passage and adoption. ****~ I, the undersigned Secretary of the Alameda Public Financing Authority, hereby certify that the foregoing is a full, true and correct copy of a resolution duly adapted by the Board of Directors of the Authority at a meeting thereof on the 18th day of November, 2008, by the following vote of the members thereof: AYES: NaES: ABSTAIN: ABSENT: Secretary -2- CITY OF ALAMEDA ORDINANCE NO. New Series APPROVING AND AUTHGRIZING THE EXECUTION GF ALL NECESSARY AGREEMENTS AND DOCUMENTS, AS AN URGENCY ORDINANCE, FOR THE SALE OF THE ALAMEDA POWER & TELECOM TELECOMMUNICATIONS BUSINESS LINE TO COMCAST OF ALAMEDA, INC. ,~ WHEREAS, the City of Alameda owns and operates a telecommunications system which includes a cable television system "the ~ ~ ~ ~ ~ Telecom System"} that provides customers with analog and digital multichannel ~ a video programming services and high-speed data services in the City of ~ ~ Alameda, California and ~ ~, ~ WHEREAS, the cost to construct the Telecom System was partiall y ~ financed by a $33,000,000 revenue anticipation bond issued b the Alameda Y Public Financing Authority ~"the Authority"} 'rn 2004 Series 2004 Revenue Bond Anticipation Notes, "the 2004 Notes"}, with a balloon payment of $33,000,000 which must be paid by June 2009; and WHEREAS, in September 2047, General Manager of Alameda Power & discharge, refinance, extend, exchange 2004 Notes; and the Public Utilities Board authorized the Telecom to evaluate various options to or restructure the obligations under the WHEREAS, in order to fully evaluate the various options, in the fall of 2007, Alameda Power & Telecom hired an investment banker to seek offers to purchase the Telecom System, thereby determining a fair market value for the Telecom System; and WHEREAS, Camcast of Alameda, Inc., was the highest bid at $17,000,000 million base purchase price; and WHEREAS, neither the net revenues produced by the Telecom System, nor the fair market value of the Telecom System itself is sufficient to secure the refinancing of the 2004 Notes; and WHEREAS, on November 17, 2008, the Public Utilities Board, recommended to the City Council that it approve the sale of the Telecom System, consisting of both personal property and real property din the form of access to the "head end" and any necessary rights of way to access the cable infrastructure}, to Comcast of Alameda, Inc., for the base purchase price of $17,000,000; and Urgency Qrdinance #2-A Jt CC APFA Mtg 11-1$-0$ WHEREAS, in order to sell the Telecom System and prepay the 2004 Notes, at least 75% of the owners of the 2004 Notes must consent to the sale and receipt of the proceeds from the purchase of the Telecom System; and WHEREAS, Alameda Power &Telecom and the Authority have obtained the written consent of approximately 95% of the owners of the 2004 Notes the "Consenting Noteowners"} to the sale of the Telecom System and to the partial prepayment of the 2004 Notes beneficially owned by the Consenting Noteowners the "Prepayable Notes"}; and WHEREAS, Alameda Power &Telecom has informed the Authority that, in order to sell the Telecom System free of any encumbrance in favor of the owners of the 2004 Notes that have not provided writ#en consent to the sale of the Telecom System the "Nonconsenting Noteowners"}, Alameda Power &Telecom intends to IegaEly defease the 2004 Notes awned by the Nonconsenting Noteowners the "Nonprepayable Notes"}; and WHEREAS, the City Council finds and determines that the sale of the Telecom System is in the best interest of the City in order to partially defease the 2004 Notes and that an urgency ordinance, upon the affirmative vote of four members of the Council, is required to effect the sale of the Telecom System by November 21, 2008; and 11vHEREAS, pursuant to City Charter Section 3-10, no real property of the City shall be leased for a period in excess of one year or sold, except upon the affirmative vote of four members of the Council, NSW, THEREFORE, BE 1T ORDAINED by the Council of the City of Alameda, by four affirmative votes that: Section 1. The City Council finds and determines the foregoing recitals to be true and correct and hereby makes them a part of this ordinance. Section 2. The City Council of the City of Alameda hereby approves and authorizes, the sale of the Alameda Power &Telecom Telecommunications System to Comcast of Alameda, Inc., for the base price of $17,000,000, pursuant to the terms of that certain Asset Purchase Agreement, executed by Comcast of Alameda, lnc. on November 18, 2008, and on file in the office of the City Clerk. Section 3. The City Manager of the City of Alameda be, and is hereby authorized to execute, for and on behalf of the City of Alameda, all necessary agreements and documents to effectuate the sale of the Telecom System on the terms and conditions set forkh in the Asset Purchase Agreement. Section 4. This ordinance shall be in full force and effect immediately upon the date of its introduction and adoption on November 1S, 2008. Presiding officer of the Council Attest: Lara VUeisiger, City Clerk City of Alameda ****** 1, the undersigned, hereby certify that the foregoing ordinance was duly and regularly adopted and passed by Council of the City of Alameda in regular meeting assembled on the 18t" day of November, 2008, b the followin vote to wit: Y g AYES: NOES: ABSENT: ABSTENTIONS: IN ~1JITNESS, vIIHERE4F, I have hereunto set my hand and affixed the official seal of said City this 19f" day of November, 2008, Lara vtileisiger, City Clerk City of Alameda