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2008-01-02 ARRA PacketAGENDA Regular Meeting of the Governing Body of the Alameda Reuse and redevelopment Authority Alameda City Hall Council Chamber, Room 390 Wednesday, January 2, 2008 2263 Santa Clara Avenue Meeting will begin at 7:00 p.m. Alameda, CA 94501 1, ROLL CALL 2. 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. Approve the minutes of the Regular Meeting of December 5, 2007. 2 -B. Authorize the Executive Director to Execute an Agreement with russel.l. resources fog- Environmental. Consulting Services for Alameda Point for 12 Months in an. Amount not to exceed $11 7,500. 2 -C. Approve Sublease for American Bus repair, LLC at Alameda Point. 3. REGULAR AGENDA ITEMS 3--A. Al.am.eda Point Update Presentation of Quarterly Update of Project Master Schedule Prepared by SCC Alameda Point LLC. 4. ORAL REPORTS 4 -A. Oral report from Member Matarrese, restoration Advisory Board (RAB) representative. 5. ORAL COMMUNICATIONS, NON AGENDA (PUBLIC COMMENT) (Any person may address the governing body in regard to any natter over which the governing body has jurisdiction that is not on the agenda.) f. COMMUNICATIONS FROM THE GOVERNING BODY 7. ADJOURNMENT ARRA Agenda January 2,2008 This meeting will be cablecast. live on channel 15. Page 2 Notes a Sign language interpreters will. be available on request. Please contact the ARRA Secretary at 749 -5800 at least 72 hours before the meeting to request an interpreter. 0 Accessible seating for persons with disabilities (including those using wheelchairs) is available. Minutes of the meeting are available in enlarged print. a Audio tapes of the meeting are available for review at the ARRA offices upon request. UNAPPROVED MINUTES OF THE REGULAR MEETING OF THE ALAMEDA REUSE AND REDEVELOPMENT AUTHORITY Wednesday, December 5, 2007 The meeting convened at 7:30 p.m. with. Chair Johnson presiding. 2 �A 1. ROLL CALL Present: Chair Beverly Johnson Boardmem.ber Doug deHaan Boardrnernber Frank Matarrese Boardmember Marie Gilmore Vice Chair Lena Tam 2. CONSENT CALENDAR 2-A. Approve the minutes of the Regular Meeting of November 7, 2007. Member Gilmore clarified that the following correction should be made in the minutes regarding Item 3 Alameda Point Advisory Task Force: that the Board and Commission representatives would not only convey their Board or Commission's position to SunCal at the public meetings, but also, they could speak for themselves if they made it clear that they were spearing for themselves and not on behalf of their Board or Commission.. Member Matarrese motioned for approval of the Consent Calendar with the clarification made by Member Gilmore, seconded by member Tam and passed by the following voice votes: 5 ayes, 0 noes, 0 abstentions. 3. REGULAR AGENDA ITEMS 3 -A. Presentation by the Veterans Affairs on the VA Project Development Plans at Alameda Point, Debbie Potter, Base Reuse and Community Development Manager, introduced Claude Hutchison, Director of Asset Enterprise Managern.ent, and Larry Jaynes, Capital Asset Manager, of the VA who made a powerpoint presentation. Mr. Hutchison gave a summary profile of the Dept. of Veterans Affairs. The VA is the second largest agency within. the Federal system., second only to the Department of Defense (DOD). They are essentially the alumni. association for the DOD and serve the needs and requirements of 24 million living Americans who served our country. They have an annual budget projected to be $84 billion There are three major areas of responsibilities and activities: 1) Veterans Health. Administration to serve the medical needs and requirements of those enrolled in. the VA system. Currently 8 million enrollees, with. 155 acute care hospitals around the country and 900 outpatient clinics, 2) Veterans Benefit Administration financial services ranging f rom rea estate loans to insurance and educational requirements, and 3) National Cemetery Administration runs 125 national shrines as final internment for Veterans. Their hope is to place a combination of all three at Alameda Point a significant, multi.- purpose outpatient clinic, offices for the Veterans Benefit Administration, and an above- ground colurnbarium. The entire land mass that the VA hopes to have transferred to them. by the Navy is approximately 597 acres. They envision developing about 113 acres concentrated in the north east area of the property. Mr. Hutchison further explained that the VA is still. in negotiations with the USF &W because of the Lease Tern and California Brown Pelican whose habitat is within the area they hope to control.. Mr. Jaynes concluded the presentation with an overview of the property area, stating that Alameda Point is strategically located to serve the Veterans of the greater Bay Area, and in addition, it is ideally and centrally located to serve the Veterans of northern Alameda County. .He indicated on the map which area was the federal -to- federal parcel at the far west end of Alameda Point. It primarily consists of what was the airfield and landfill for NAS. The parcel does not include the Northwest Territories, which is still going to the City of Alameda. It also does not include any submerged lands. The 579 -acre parcel. runs from the west side of hangar row all the way down to the bay, and follows the perimeter shoreline all the way around the tip. When. it gets to the Northwest Territories, it comes back down to hangar row. Mr. Jaynes presented the VA's site development plan which they have been working on for IS rn.onths. They plan to only develop 113 acres, and the remaining 466 acres will. be left undeveloped. The VA's planned development is a circumference of about 1900 feet from the Lease Tern. colony, based on the closest structure on hangar row, to assure the protection of the Lease Tern and the Brown Pelican and so the VA and these endangered species can co- exist on the site. Their plans include an outpatient clinic on the fay- east end which. would replace the two facilities currently in Oakland. The clinic will be approximately 80- 90,000 sq. ft. and be a full- service ambulatory care clinic which will not have any beds. The VA would like to develop an above- ground cemetery on the 50+ acres on the far west end of the parcel. There are approximately 390,000 Veterans in the greater Bay Area that would use the cemetery services, and for the clinic, they envision that it would serve approximately 7,000 of the 40,000 northern. Alameda County Veterans. Also included in the clinic would be a small clinic that is run by the Air Force (David Grant Medical Center) that would treat' active duty and active duty dependents in the Bay Area. The third development plan includes land reserved for "enhanced use a public- private partnership where a developer comes in and bui.l.ds a facility on under utilized VA land. The VA was envisioning as their enhanced use partner a civilian in- patient hospital, which they believe is a compatible need with their outpatient clinic. Chair Johnson asked how many in- patient hospital beds the VA would anticipate be used by Veterans. Mr. Jaynes replied that approximately 10 20 would be used for Veterans. Member Matarrese mentioned that there is already a hospital here in Alameda that can be partnered with the VA. Mr. Jaynes explained that the plans for the civilian hospital are still conceptual. The enhanced use plans also include two structures for medical office buildings, which would house civilian doctors and administration. Also included is a small nature center which the VA would build to house fish. and wildlife services and employees on the site to work with the Lease Terns, as well as EBRPD rangers if an agreement can be worked out with them. The VA would also build a bay trail on the property, limited to the far west side of the parcel in order to protect the endangered species. Mr. Jaynes presented the VA's timeline for development. They have been in consultation with USF &W for almost two years, and are currently in negotiations with the Navy to develop an MOU which will. lay out the transfer terms. It is the VA and Navy's plan that the final transfer:, including the transfer documents, will be complete by Fall. of 2008. In addition, the VA is currently conducting a National Environmental Policy Act (NIEPA) environmental assessment for transfer, and a biological assessment. They have plans to do a NEPA environmental impact study which is funded and ready to go. Mr. Jaynes explained the VA's two major construction projects, one for the clinic, one for the cemetery. Both projects are congressionally authorized and appropriated, if approved for the budget, design will begin on the clinic in 2010, with construction completed by spring/summer 2012. The columbariurn is on the same timeline, but could be phased and opened sooner. The enhanced use lease is in the concept application process and will go to the Secretary of the VA in the spring, and if approved, the enhanced use process will begin in late spring and work toward having a partner and open in 2012. Member Tangy thanked Mr. Jaynes and Mr. Hutchison for the presentation and had some questions: 1) on the discussions the VA has had with the Navy regarding environmental. cleanup costs, 2) has there been progress in the VA's coordination with SunCal, and 3} the VA's role and relationship with the Alameda Healthcare District. Mr. Hutchison explained that the VA has had ongoing di.al.ogue with. the Alameda District hospital. and will be meeting with the new CEO tomorrow morning (Dec. 6) to continue that dialogue and they are very interested in maintaining that relationship with the Alameda Healthcare District. He further explained that the VA has issued an RFP for outpatient services, and that the Alameda Healthcare District has responded. A final determination has not yet been made. As a response to Member Tam's first question,about the clean -up costs, Mr. Hutchison discussed that the Navy is responsible for clean --up. The VA's MOU with the Navy will set forth the terms and conditions that outline the requirements of the Navy to bring it up to appropriate commercial. standards. The VA does not want to tape on liability for contamination over which they had no control. The inter- agency transfer will. set forth clearly the Navy's requirements with no dispute between the VA and the Navy as to those requirements. He emphasized that the VA has a significant due diligence process. Member Tam mentioned that since the VA. is the alumni association to the Navy, that they may have a stronger tie to there than the ARRA does. Mr. Hutchison explained that the Navy is well aware of their obligation and is prepared to live up to it. Mr. Jaynes discussed the coordination efforts with SunCal, stating that most of their communication with SunCal since their last meeting with them has been through Debbie Potter. He said that he has been playing phone -tag with the project manager for SunCal, Pat Keliher, but will continue to strive to communicate with them to make sure their plans are in coordination with the ARRA's. Mr. Hutchison thanked Member: Tam for being the catalyst to bringing SunCal. and the VA together in a joint cooperation going forward. Chair Johnson wanted to clarify whether residential units were still. part of the VA's development plan. Mr. Hutchison confirmed that residential units were never part of them- plan. Member de1 discussed his concerns about the budget appropriations and the VA's cost for their development plans. Mr. Hutchison stated that the budget approval cycle was FY '10 and the dollar amount for the hospital is in the $50M range, and considerably less for the columbarium. They are confident that their proposal will be well received by congress and the Dept. of Veteran's Affairs. Member deHaan also asked about the status of their coordination efforts with SunCal. Mr. Hutchison reaffirmed what Mr. Jaynes had said about their intent to maintain dialogue with SunCal. Chair Johnson called the speakers, first Bill Smith, who spoke about various topics, including the Lease Terns and transportation issues. The next speaker, Mark Chandler, Commissioner of the Alameda County Veterans Affairs Commission, spore in support of the VA's plan to develop the outpatient clinic at Alameda Point. He discussed the status quo of Veterans having to travel to Martinez, Travis AFB, and Mare Island for healthcare. Another: speaker, Leora Feeney, Boardmember of the Golden Gate Audubon Society and Friends of the Alameda Wildlife (FAWR), stated her appreciation. for the cordiality given by the VA regarding their proposal.. She stated that all of them support Veterans in a huge Way, and also support wildlife and open space and opportunities for our children. to experience nature. GIs. Feeney discussed her concerns on specific issues of the VA presentation, mainly the "circle" concept (1900 feet distance from the nearest hangar). She's concerned that any development that places a barrier between the Lease Tern. colony and the water would present a problem, as the Lease Terns do not fly over buildings. They would not be able to get to the water to forage. Ms. Feeney's other strong objection is the VA's unwillingness to accept the water around the refuge, together with the land, including the island breakwater where the brown pelicans roost. If the VA accepts the land and develops that northern portion of it, it seems reasonable, but there is a need to protect the foraging waters of the Lease Terns and the island breakwater for those endangered species. She emphasized the need for accountability to protect these things, and stated that if the USF &W does not have it, nor the VA, she's concerned about who will accept the responsibility. Chair Johnson asked the VA what their intention is with regard to Ms. Feeney's concerns about the water. Mr. Hutchison stated that it is envisioned that the water area would go to the master developer, Sun.Cal, and that the VA has never coveted that water. Deputy Executive Director, David Brandt, corrected Mr. Hutchi.son's statement by explaining that the area is Tidelands property, so it would be the ARRA or the City that would hold title to the property, and not SunCal. The next speaker was Eli. Saddler, Conservation Director for the Golden Gate Audubon. Society. He discussed further the concerns of Ms. Feeney, and agreed that they support the VA. He would like them to go forward with their develops -n.ent plans, but just not at the Alameda Point site. one of their primary concerns is that the VA's plan contradicts the existing biological opinion that Was developed when IJSF &W originally requested the property as a refuge. There was a minimum. acreage required for the California Lease Tern which was the entire area sectioned off, not including the northern. -most portion, which was going to the City and was to be developed as a buffer zone. The VA's plans would be inside the buffer zone of the area that has already been designated as the critical. habitat for the species. They do not think. that it is biologically defensible to draw a circle of 1900 feet around the colony, it is unrealistic to think that the birds will obey and stay in that circle; They use the whole area, including areas where the VA has already planned to put their hospital. Mr. Saddler also further discussed his concern about the water area, which was also included in the original biological opinion, Which stated that the area to the south was needed for foraging for both species. He emphasized their concern about whether the VA's plan was biologically feasible without very serious mitigation that would have to be done ahead of any construction, mitigation meaning having an alternative site for the Lease Terns to go to, and there Was no discussion of this mitigation. It is their understanding that the USF &W would have some kind of requirement that would include mitigation. The problem. is, however, that there really is no other location for the Lease Terns to go. The VA plans could potentially jeopardize Alameda 's very significant Lease Tern colony. Mr. Saddler also discussed his concerns about the VA's NEPA process and whether it is legally defensible. The transfer of the parcel is for a purpose, and if there is a new biological opinion that contradicts a pre existing one, this places the VA's development plans on shak ground, legally. Chair Johnson thanked all the speakers and Mr. Hutchison for corning in from Washington, DC to make the VA's presentation. Member deHaan asked whether the VA looked at other opportunities at Alameda Point. Mr. Hutchison. clarified that their discussions have been. with the Navy, and that the Navy came to them, unable to agree to terms with the USF &W and was going to dispose of the property, and asked whether the VA had an interest in taking it over. Their relationship to the parcel is a direct result of the Navy soliciting their interest. Mr. Jaynes added that the VA had looked at the older Coast Guard :Housing property, but felt that it wasn't large enough to satisfy the VA's needs for a medical clinic as well as a columbarium. Member Matarrese expressed his appreciation for the presentation as it quelled various rumors about the VA's interest in the property. It's good for the ARRA and for the public to hear a presentation live from officials of the VA. Member Matarrese asked if they would take back with them. a couple considerations: 1) that he does not share their optimism regarding the Navy's commitment to do clean -up. He asked that they have the same demands as the ARRA does regarding clean --up, and to accept the land clean, especially if it would be the final resting place for our Veterans, and 2) explore to the maximum the opportunity to work with the Alameda Healthcare District. A competing private hospital would be to the detriment of the hospital that Alameda taxpayers support. Member deHaan requested that the Alameda Healthcare District make a presentation to the ARRA regarding their interest in the VA project. Chair Johnson stated that they will invite the Alameda Healthcare District to make a presentation. to the ARRA when they are ready to do so. 3 -B. Update on the Former Coast Guard Housing; Property. Debbie Potter gave an update on the North Housing parcel, specifically on. the temporary license agreement /lease for estuary park, the exploration of a possible short -term leasing program, and the screening process underway for the homeless accommodation and public benefit conveyance. Staff has been working with the Navy on the short -terra lease for estuary park, some sticking points involve environmental. remediation, but a short term lease agreement is planned to be brought back to the ARRA in January '08. Staff determined that it was not feasible to have a short terra. leasing program for the surplus units. Regarding the screening process, on Nov. 5, the Navy published their notice of surplus property in the Federal register, which triggered the ARRA's obligation to notify the public that the property is available for screening and we are currently in the middle of the process. There is a public information workshop scheduled for tomorrow (Dec. 6) to brief interested parties on the screening process, and to take them. on a tour of the property. Notices of Interest (NOI) for both the homeless accommodation and the public benefit conveyance will be due to the City on February 29, 2008. Those notices will be evaluated working with HUD and the Navy, and ultimately we will go through a public process of amending the Community Reuse Plan to reflect the accommodations and public benefit conveyances that ma result from. this process. 3 -C. Alameda Point Project Update Oral Report. Debbie Potter gave an update on the Alameda Point project. scheduled to take place in November was rescheduled to cornMunity meeting is scheduled on. December 13 at the public meeting scheduled on January 30, 2008. There was one speaker, Bill Smith. 4, ORAL R A meeting with the Navy originally December 12 The next S unCal O'Club at 6:30 p.m, with another 4 -A. Oral report from Member Matarrese, Restoration Advisory Board (R.AB) representative. Member Matarrese will attend the meeting tomorrow 1216) and will have a report in January. 5. ORAL COMMUNICATIONS, NON AGENDA (PUBLIC COMMENT) There were no speaker slips. f. COMMUNICATIONS FROM THE GOVERNING BODY none. 7. ADJOURNMENT Meeting was adjourned at 8:49 p.m. by Chair Johnson. Respectfully submitted, Irma Glidden A.RRA Secretary Alameda Reuse and Redevelopment Autliority Memorandum January 2, 2008 TO: Honorable Char and Members of the Alameda Reuse and Redevelopment ,Authority FROM: Debra :K.urita, Executive Director 2 -B SUBJ: Authorize the Executive Director to :Execute an. Agreement with Russell Resources for Environmental. Consulting Services for Alameda Point for 12 Months in an Amount not to exceed $117,500 Background Russell Resources has provided environmental consulting services to the ARRA for the past nine years. Russell. Resources reviews, analyzes, and prepares comments on Navy environmental documents for the clean up of the Alameda Naval. Air Station (Alameda Point) on behalf of the ARRA. In. addition, Russell :Resources attends and represents the ARRA at meetings with State and Federal environmental regulators and the Navy and provides professional expertise to ARRA staff to allow full participation in the cleanup decisions made by the Navy. Most recently,. Russell. Resources assisted with negotiations with the Navy on the draft conveyance tern sheet and supported staff in. the Alameda Point .Master Developer R.FQ process. Russell Resources' existing contract expired on December 31, 2007. Discussion 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 west, and CD2M H1.11. 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. In addition, as part of evaluating environmental services for 2007, staff conducted an informal solicitation from. two environmental consulting firms, Erler Kalinowski and GeoMatrix, to determine if Russell Resources' expertise and cost were comparable to other firms. Given Russell Resources' familiarity with Alameda Point, long standing relationships with the Navy personnel and environmental regulators assigned to Alameda Point and his competitive billing rate, the ARRA Board approved an agreement to retain Russell. Resources. It is recommended that the ARRA Board approve a one -year agreement, in an amount not to exceed $117,500, with Russell. Resources for environmental. consulting services at Alameda Point. During Honorable Members of the January 2, 2008 Alameda Reuse and Redevelopment Authority Page 2 2008, Russell Resources will support the discussions with the Navy related to the conveyance of Alameda Point and will provide technical support to the staff on current and future environmental remediation. In addition, Russell Resources will continue to attend all Base Closure Team (BCT) and Restoration Advisory Board (RAB) meetings, attend meetings in furtherance of conveyance between and among ARRA, 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 wore. plans, in support of the successful transfer and redevelopment of the Alameda Point. Fiscal In act Approval of this agreement does not impact the City's general fund. Funds for Alameda Point environmental services are provided as part of the cost recovery provisions included in the Exclusive Negotiation Agreement with SunCal Companies. Recommendation Authorize the Executive Director to execute an agreement with Russell Resources for environmental consulting services for Alameda Point for a 12- month. term in an amount not to exceed $:1.17,500. Respqctfully submitted, Leslie Little Development Services Director By: Debbie Potter Base Reuse and Community Development Manager Attachments: Consultant Agreement GAComdev\Base Reuse& Redevp \ARRAISTAFF'REP12008\2 -B Russell Resources.doc CONSUI...TANT AGREEMENT THIS AGREEMENT, entered into this 2nd day of January 2008, by and between the ALAMEDA REUSE AND REDEVELOPMENT AUTHORITY, a Joint Powers Autlzority, (licreinafter referred to as "ARIA and Russell Resources, Inc., a California corporation, whose address is 440 Nova Albion way, Suite l., San Rafael, CA 94903 (hereinafter referred to as "Consultant is made with reference to the following: REi CITALS: A. A.:.RRA, is a Joint Powers Authority establishM by the City of Alameda and the Comm.tinity Improvement Comi- .fission under the California .Joint Exorcise of Powers .Act and a public entity lawfully created and existing under the State of California with the poorer to carry on its bLisiness as it is n ow being conducted, B. C;onsultant is specially trained., experienced and con i petent to perforill the special sc vices which will be rcgtiired b this Agreement; and C. C011sLIltant possesses the shill, experience, ability, background, eertific:ation and knowledge to provide the services described in this Agreement on the terms and conditions described hiorcill, D. ARR.A and Consultant desire to enter into an agreement (or services LIp011 the terms and conditions lI.erein, NOW rF HEREFORE, it is m.titually agrecd by and between the undersigned parties as follows: The terns. of this Agreement shall commence on the 2` day of January 2008, and shall terminate on the 3 "clay of December 2008, unless terminated earlier as set forth herein. 2. SER V ICE' S To BE PERFOR Consultant shall perform each and every service set forth in Exhibit "A." which is att- tUlled hereto and incorporated herein by this reference, 3. CO11 PEiNSAT ION r: C: NStJ I j I`ANT Consultant shall be compensated for services performed pursuant to this Agreement in. the amount not to exceed $1 as set forth in Exhibit "A" which is attached hereto and incorporated herein by this re.i:crence, 4, TIME IS OF TH Ei SSENCAE: Consultant and A..RRA agree that time is of the essence regarding the performance of this A green en t. Russell Resources, h1c. d(IIIrrrtry 2008 Page 10j,8 for the costs of defense even if negligenec is not found on the part of Consultant. However, Consultant shall not be obligated to indemnify Indeinnitees from Claims arising from the sole or active negligence or willful misconduct of I.ndenlnitees, As to Cl aims for professional liability only, Consultant's obligation to (lefend Indemnitees (as set forth above) is limited to the extent to which its professional liability insurance policy will provide such defense costs, 10. INSURANCE: On or before the cornmencemciat of the term of this Agreement, Consultant shall furnish AI�RA with certificates showing the type, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with paragraphs 10A, B, C, D and E, Such. certificates, which do not limit Consultant's indemnification, shall also contain substantially the following statement: "Should any of the above insurance covered by this certificate be canceled or coverage reduced before the expiration date thereof, the insurer affording coverage shall provide thirty (30) days' advance �va�itten notice to the A.T I-RA by certil"ied inail, Attention: Risk Manager." It is agreed that Consultant shall maintain in force at all tinges during the performance of this Agreement all appropriate coverage of insurance i by this Agreement with an insurance company that is acceptable to ARRA and licensed to do insurance business in the State of California., Endorsements nanlin the ARRA (additional insured shall be subniittod with the inSUrance certificates. A. C:ov.rRA.G11: Consultant shall naai.ntctin the following insurance coverage: (1) woi Comm )ensa.tion: Statutory coverage (as required by the State of Cali fornia. 1,i abi it Commercial general livability cover in t1le Following m inimum. l iil1.4s: Bodi lnjalry: $500,000 each occ urrence $1,000,000 aggregate a,ll other Property Darnage: 100,000 each occurrence $250,000 aggregate If submitted, combined single limit policy with aggregate 1ii11its in the amounts of $1,000,000 will. be considered equivalent to the required mininitrn limits shown C (3) Automotive Comprehensive automotive liability coverage in the followi11.9 i11ia limits: Bodily 111jury: $500,000 each occurrence Property Damage: 100,000 each occur renec or Combined Single Limit: $500,000 cach occurrence (4) Profession ai Llab it Professional liability insurance which includes coverage for the professional acts, errors and omissions of Consultant in the amount of at least 1,000 Russell Re-Vources, Me. .Irr1111001 2008 Page 3 ref 8 The sale, assignment, transfer or other disposition of any of the issued and Outstanding capital stock of Consultant, or of the interest of any general partner or .j venturer or syndicate meniber or cotenant, if Consultant is a partnership or joint venture opµ syndicate or cotenancy, which sha1.1 result in changing the control of Consultant, shall. be construed as an assignment of this Agreement. Control nneans fift perccnt (50%) or more of the v power of the corporation, 13. SUBCONTRACTOR APPROVAL Unless prior written consent from ARR.A is obtained, only those people and subcontractors whose naines tlild resumes are attached to this .Agreement shall be Used in. the I)erformance of this Agreement. In the event that Consultant employs subcontractors, such subcontractors shall be required to furnish proof of worl�ers` compensation insurance and shall also be required to carry general, automobile and professional liability insurance in reasonable conformity to the insurance carried by Consultant. In adclition, lany work or services subcontracted hereunder shall be subject to each provision of this Agreen ient. 14, PERMITS AND LJCENSES Consultant, at his /her sole expense, shall obtain. and maintain during the term of this Agreement, all CEappropr iate pern certificates and liceaases ialclLI(iing, but not limited to, a City Business License that may be rec uircd in connection with the performance of set vices hcreundcr$ 15, REPORTS Each and every report, draft, work prodLICt, ma13, record and other document reproduced, preparecl or caused to be lirepared by Consultant pursuant to or ill connection with this A.gree.me at shall be the exclusive property of ARR.A. No report, infor niation nor other data given to or prepared or assembled by CoaIscIlta nt pua to this Agreement shall be made available to any individual or organization by Consultant without prior ap proval by ARRA. Consultant shall, at such time and ilia sLac1I forma as AR.RA may require, furnish reports concerning the status of services recluired under this Agreement. 16. RECORDS: Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other SLICII. inforrnation required by ARRA that relate to the pegforn'lance of services under this Agreement. Consultant shall maintain adequate record of services provided in sufficient detail to pert an evaluation of services. All. such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide tree access to such books and records to the representatives of ARR.A or its designees at all proper times, and gives ARRA the right to examine and audit sanie, and to make: transcripts therefrom as necessary, and to allow inspection of all work, data, doctim.ents, proceedings and activities related to this Agreement, SLtc'h recor together with supporting 1101111MV 2008 Pa 5 00 docun cents, shall be kept separate from other documents and records and shall be maintained for a period of three (3) years after receipt of final payment, If supplemental examination. or audit of the records is necessary due to concerns raised by ARRA's prelininar.y examination. or audit of records, and the ARRA's supplemental examination or audit of the records discloses a failure to adhere to appropriate internal financial controls, or ot:lier breach of contract or failure to act in good faith, then Consultant shall reimburse AREA. for all reasonable costs and expenses associated with the supplemental examination or audit:. 17, NOOK S All notices, dcni ands, requests or approvals to be given under this Agreement shall be given ill writing and conclusively shall be deemed served when delivered personally or on the second. business day after the deposit thereof in the United Mates Mail, postage; prepaid, registered or certified, addressed as hereinafter provided, All notices, deiu- .ends, rcclLacsts, addressed to ARRA at: Dcvelopnient Services Department 950 WWII Square, 2 Floor Alameda CA 94501. Attention: Debbie Potter or approvals from Consultant to ARRA, shall be All notices, demands, requests, or approvals frond ARR.A to Consultant shall be addressed to Consultant at: Russell ResOUrces, Inc, 440 Nova Albion Way, Suite 1 San Rafael, CA 94903 Attention: Peter Russell 18, 1'lii'.RMIN A 1 10N Iii the event. Consultant fails or refuses to perforin any of the provisions hereof at the time and in the manner required hereunder, Consultant shall be deemed in default in the pertoa i.uancc of this Agreement. If Sikh defatilt is not cured within a period of two (2) days after receipt by Coilsultaiit :(roni. ARRA o['written iaotice of default, specifying the nature of such default and the steps necessary to cure suGh (WI'l ilt, ARR.A may teria" Mate the Agreenicnt :Corthwith by giving; to the Consultant wr itteia notice thereof. ARR.A shall have the option, at its sole discretion and without cause, of terminating this A.greenient by gi.vi.ng seven (7) days' prior written notice to Consultaait as provided herein. Upon t:er.minat:ion of this Agreement:, each Marty `shall pay to the other party that portion of coni.pensation specified in this Agreement that is earned and tanpaid prior to the effective dca.tc of termination. 19. COMPLYAAGES Consultant shall coniply with all state or federal laws and all ordinances, rules and regulations enacted or issued by AR.R.A.. JoIIII(Il 2008 20. CONFLICT of LAW This A.greenzent shall be interpreted under, and enforced by the laws of the State of California excepting any choice of law rules which may direct the application of laws of another jurisdiction. The Agreement and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Agreement (or the successors of those authorities.) Any suits brought pursuant to this A.grecrrrent shall be filed with the courts of the Cotinty of Alameda, State of California. 21. ADVERTISEMENT: C077sL11tant shall not post, exhibit, display or alloy to be posted, exhibited, displayed any Signs, advertising, show bills, lithographs, posters or cards of any bind pertainli'19 to the services performed Under this .Agreement unless prior written approval has been secured from ARRA to clo otherwise. 22. WAIVER: A. waiver by ARRA of any breac h of any term, covenant, or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other terns, covem"Int, or conditioll contained herein, whether- of the same or a different character. 23. INTEGRATED CONI.RACT This Agreement represents the f'Lril and complctc Understanding of every kind or nature whatsoever betwecn the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or natur e are merged herein. No verbal agreement or implied covenant shall be bold to vary the provisions hereof Any modification. of this Agreement will be effective only by written exe;ctrtion signed by both ARRA. and Consultant. 24. INSERTED PROVISIONS SIONS Each provision and Clause regUired by law to be inserted into the Agr•eenlent shall be dccmed to be enacted herein, and the Agreement shall be react and enforeed as though each. were included hcereln. 1f through mistake or otherwise, any such provision is not inserted or is not correctly inserted, the Agreement shall be amended to nialce such insertion on application by either party. 25. CAP The cal}tions in this .Agreement are for convenience only, are not a part of. 'the Agreement and in no way affect., lirnit or amplify the terms or provisions of this Agreement. Russell flesources, Inn. IN' WITNESS WHEREOF, the parti.es have caused th.e Agreement to be executed on the d and yea first a bove Written RL]ssell Resources, 4' 7,V�0 X Titic. Alameda Reuse Redevelopment Authority Debra Kurita Executive Director RECOMMENDED FOR. APPROVAL: Leslie A. Lid ie Development Services Director OV i r De ie Potter, M anager Base 'Reuse ConmlUnity Developniciit APPROVED AS TO FORM: 'I"cresa Ffighsmith City Attorney Russell Resources, /lie. Amin 2008 Pa 8 qf8 Exhibit A 2008 Scope of Work for Russell Resources, inc. Task 1: Attend Re ularl Scheduled BRAG Meetin s: Base Closure Team (BCT), Remedial Advisory Board (DAB), and Proposed. Plan Public Meetings (preparation, meeting attendance, and documentation of meeting). Estimate 11 BCT meetings, 11 DAB meetings, and 4 Proposed. Plan public meetings. Budget: $2 (assumes average cost is $1,600 per BCT meeting, and $900 for each. RAB meeting and Proposed Plan public meeting) Task 2: Attend Meetin s in Furtherance of Conve anc6 between and among A.RRA, Navy, and Master Developer to Be Selected. Estimate 12 meetings. Budget: $10,800 (assumes average cost is $900 per meeting) Task 3: Attend Meetin s with Environmental Regulators and Technical Supplemental. Meetings (preparation, meeting attendance, and documentation of rneeting). Estimate 15 meetings. BLI d get; $1, 6,500 (assumes average cost is $1_,1.00 per meeting) Task 4: Review of Technical Documents incll.ding Deports, Workplans, and Environmental Degi- lators' Comments on Sarne, and Preparation of= Draft ARRA Comments on Selected of These Documents. Estimate 47 documents. Budget: 13 (assumes 30 documents perused at $200 each, 12 documents reviewed at $1,600 each, and 5 documents reviewed and commented upon. at $2,700 each) Task 5: Additional Consultation (at the request of ARDA) and Contingency. The AR RA :must preauthorize these tasks, Budget: $12,000 (approximately 10`13 of the budget for Tasks --4) Task b: Project Mani ement Including Email, Phone, Other Correspondence, Cost .Accounting, Invoicing, Coordination, etc. Budget: $8 (assure $700 per month) Total 2008 Budget: 17 500 Alameda Reuse and Redevelopment Authority Interoffice Memorandum January 2, 2007 To: Honorable Chair and Members of the Alameda Reuse and Redevelopment Authority FROM: Debra Kurita, Executive Director 2 -C SUBJ: Approve Sublease for American Bus Repair, LLC at Alameda Point BACKGROUND In December 2004, the ARRA governing body elected to approve all Alameda Point subleases with a lease terra. greater than one year. The ARRA had previously had a seven -year threshold, but in order to actively ensure that leasing would not interfere with development, the ARRA wanted increased oversight. In order to avoid making this a cumbersome process, the ARRA requested that staff prepare a brief Consent Calendar report on routine leases and renewals. New, longer terra, and more complex leases will be considered on the Regular agenda. DISCUSSION Attachment A describes the business terms for the proposed subleases. The lease is for American Bus Repair, LLC, dlbla Coach Specialties. This lease is a lease for a portion. of Building 24. The rent for AMERICAN BUS REPAIR, LLC, d/bla COACH SPECIALTIES is $68,580 annually, or $0.38 per sq. ft. in. the first year a 3 increase each year in the subsequent years for industrial vehicle sales and leasing, painting and finishing, repairs and storage. Building 24 is in fair condition. This lease has been discussed with representatives from SunCal Companies and has their concurrence, in accordance with the Exclusive Negotiating Agreement. BUDGET CONSIDERATION 1 FINANCIAL IMPACT The leases are expected to raise $68,580.00 in the first year. These funds will be retained by the ARRA. RECOMMENDATION Approve the proposed sublease agreement. Honorable Chair and Members of the Alameda Reuse and Redevelopment Authority January 2, 2007 Page 2 Rc�spec� fully submitted, f S Y "Laeslte Little Development Services Director By: anette BUa ks:, p Finance Administration. Manager Attachment: A. Proposed Sublease Business Terms B. Site Map ATTACHMENT A PROPOSED SUBLEASE BUSINESS TERMS TENANT BUILDING SIZE (SF) TERM RENT American Bus Repair, 24 14,997 5 yrs $5,71.5/mo. LLC, dlhla Coach Specialties. G: \Comdev\Base Reuse& RedevplARRMSTAFPREP12008\2 -C American Bus Repair LLC.doc Alameda Reuse and Redevelopment Authority 3 A Interoffice Memorandum. January 2, 2008 To: Honorable Chair and Members of the Alameda Reuse and Redevelopment Authority FROM: Debra Kurita, Executive Director SUBJ: Alameda Point Update Presentation of Quarterly Update of Project Master Schedule Prepared by SCC Alameda Point LLC BACKGROUND On May 8, 2007, the Alameda Meuse and Redevelopment Authority (ARRA) selected SunCal as its Master Developer for Alameda Point and established a 60 -day due diligence and Exclusive Negotiation. Agreement (ENA) negotiation period. The due diligence period was completed, and the ENA between SunCal and the ARRA, Community Improvement Commission (CIC), and City Council was approved on July 18, 2007. At the September 4, 2007 ARRA meeting, SunCal presented the Project Master Schedule, as required by the ENA. The ENA also requires that SunCal. update the Project Master Schedule quarterly. The Project Master Schedule contains major project milestones, lists required actions to achieve each milestone, provides the start and end dates for the actions, and charts the duration of each task.. Since presenti.n.g the Project Master Schedule in September 2007, SunCal has continued meeting with ARRA staff on a weekly basis. In addition, SunCal has accomplished the following project activities: Held two community meetings: (1) an October 24, 2007 meeting that introduced SunCal. and its consultant team. and presented preliminary findings from a technical constraints analysis; and (2) a December 13, 2007 meeting that presented two broadly defined development concepts for the site; Began planning for a third community meeting on January 30, 2008 to present more refined development alternatives based on community feedback from the December 13 meeting; Met with the Navy on December 12; 2007, to begin discussions regarding the broad development concepts being explored by SunCal for Alameda Point; and Continued meeting with local, regional, State and Federal stakeholders; The attached quarterly update of the Project Master Schedule identifies the tasks necessary to complete the Mandatory and Non Mandatory Milestones outlined in the ENA. Honorable Chair and Members of the January 2, 2008 Alameda Reuse and Redevelopment Authority Page 2 DISCUSSION The initial Project M aster Schedule presented to the ARRA in. September 2007, was predicated on the assumption that SunCal. would commit to implementing the Alameda Point Preliminary Development Concept (PDC), which. served as the basis for the Final Draft Conveyance Term Sheet with the Navy. Since the initial Project Master Schedule was presented to the ARRA, SunCal has conducted significant due diligence and determined that the PDC is not financially feasible. As a result, SunCal is pursuing new and distinct development concepts for the site and the timing of certain project activities in the Project Master Schedule have changed. The quarterly update reflects the following changes to the Project Master Schedule: A "Continuing Constraints Anal ysislPlanning" task was added to the schedule to reflect SunCal.'s decision to dedicate additional resources towards developing a new, feasible development concept for Alameda Point. This task is expected to be ongoing over the next 1S months. A "City Technical Peer Review" task was added to compliment SunCal's constraints analysis and planning activities. This task is also expected to be ongoing over the next 18 months. The Final. Draft Conveyance Tern Sheet with the Navy may need to be revised depending on SunCal's ultimate development concept and, as a result, the initial January 2008 date for agreeing on the Term Sheet has been postponed. It is expected that this task will be finalized in June 2008. The draft Tidelands Trust Exchange Agreement with. California State Lands Commission (CSLC) may need to be revised depending on SunCal.'s final development concept and, as a result, the initial October 2007 tirneline for submission of the Agreement to CSLC was changed. It is expected that the draft agreement will be submitted in May 2008, and approved in Spring 2009. Re- initiation of the Section 7 consultation with the United States Fish and wildlife Service (USFWS) needs to be postponed until SunCal proposes a development concept. As a result, the initial January 2008 timeframe for re- initiating this process with USFwS was changed. It is expected that this task will. begin in May 2008. The Master Project Schedule will continue to be updated quarterly, and updates will be presented to the ARRA Board regularly. BUDGET CONSIDERATION l FINANCIAL...., IMPACT There is no financial impact on the General Fund, CIC, or ARRA budgets. 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