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2010-03-03 PacketAGENDA Regular Meeting of the Governing Body of the Alameda Reuse and Redevelopment Authority Alameda City Hall Council Chamber, Room 390 2263 Santa Mara Avenue Alameda, CA 94501 Wednesday, larch 3, 2010 Meeting will begin at 7 :00 p.m. 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. I 2 -A. Approve the minutes of the Regular Meeting of February 3, 2010. 2 -B. Approve a Third Amendment to Agreement with Economic Planning Systems, Inc., Increasing the Budget by $00,000 to Provide ongoing Negotiation Support for the Redevelopment of Alameda Point. i I Irk None 4 -A. Oral report from Member Matarrese, Restoration Advisory Board (RAB) representative Highlights of February 4 Alameda Point RAB Meeting (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 BODY MINNOW60-11a This meeting will be cablecast line on channel 15. N otes a Sign language interpreters will be available on request. Please contact the ARRA Secretary at 747 -4800 at least 72 hours before the meeting to request an interpreter. 0 Accessible seating for persons with disabilities (including those using wheelchairs) is available. M Minutes of the meeting are available in enlarged print. 0 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, February 3, 2010 The meeting convened at 7:15 p.m. with Chair Johnson presiding. 1. ROLL CALL Present: Chair Beverly Johnson Boardmember Lena Tam Boardmember Frank Matarrese Boardmember Marie Gilmore Vice Chair Doug deHaan 2. CONSENT CALENDAR 2 -A. Approve the minutes of the Regular Meeting of January 0, 2009. The consent Calendar was motioned for approval by Member Tangy, seconded by Member deHaan and passed by the following voice votes: Ayes: 5, Noes: 0, Abstentions: 0 3. REGULAR AGENDA ITEMS None. 4 -A. oral report from Member Matarrese, Restoration Advisory Board (RAB) representative Highlights of January 7 Alameda Point RAB Meeting. Member Matarrese discussed the highlights of the January 7 RAB meeting, including a report of Site .OU -2C which has a contaminated discharge line under a slab in Bldg. 400. The RAB recommends it be removed, but the Navy is citing potential compromise to the structural integrity of building. The second highlight was a report on the block of cement in the seaplane lagoon, to which the Navy made no comment. Member Matarrese would like a presentation .and technical summary from the Navy of cleanup activities and costs, including dollar figures, completed to date. Member Matarrese stated that it is good for the community to understand that remediation is an ongoing process. He will attend the next RAB meeting tomorrow (214). Member Gilmore asked if it was requested of the Navy to substantiate their claim about the structural integrity of Bldg. 400. Member Matarrese replied that a letter was sent to there with that request. Richard Bangert, speaker, supported the suggestion made by Member Matarrese calling for a public presentation of the clean up activities at the base. He agreed that such a presentation would benefit the community at large. He discussed the Record of Decision (ROD) document for Site 1 explaining that it comprises 43,000 pages of data, emphasizing the need for the community to have a deep understanding of the cleanup efforts. Mr. Bangert also recommended that the regulatory agencies, who oversee the clean -up be featured in the presentation. Agenda Item #2-A ARRA 03 -03 -2010 Chair Johnson agreed with Mr. Bangert that the regulatory agencies, including the Department of Toxic Substances Control (DTSC), the Environmental Protection Agency (EPA), and the Water board should participate in the presentation. Chair Johnson further stated that the Board supports Member Matarrese's recommendation for a public presentation regarding the remediation activities at Alameda Point. a. ORAL COMMUNICATIONS, NON-AGENDA (PUBLIC COMMENT) There were several speakers. Jean Sweeney suggested a `before and after" powerpoint presentation of the clean -up sites. Jiro Sweeney agreed with Richard Bangert and Member Matarrese about a presentation to the public. Mr. Sweeney encourages educating the public about remediation, the plan, and what can be done realistically at Alameda Point. Gretchen Lipow attends RAB meetings, was impressed with the bright, talented members and how they interact with the agencies. Ms. Lipow invites the public to observe these meetings, stating that the group looks out for the communities' welfare. 6. COMMUNICATIONS FROM THE GOVERNING BODY Vice chair deHaan discussed the Special Election of Feb 2 nd regarding Measure B. There were 14,000 votes cast 85% NO and 15% YES. 7. ADJOURNMENT Meeting was adjourned at 7:31 p.m. by Chair Johnson. Respectfully submitted, 01 Glidden ARRA Secretary Alameda Reuse and Redevelopment Authorit Memorandum To: Honorable Chair and Members of the Alameda Reuse and Redevelopment Authority Prom: Ann Marie Gallant Interim Executive Director Date: March 3, 2010 Re: Approve a Third Amendment to Agreement with Economic Planning Systems, Inc., Increasing the Budget by $60,000 to Provide ongoing Negotiation Support for the Redevelopment of Alameda Point BACKGROUND On July 18, 2007, the Alameda Reuse and Redevelopment Authority (ARRA), Community Improvement Commission (CIC), and City Council approved an Exclusive Negotiation Agreement (ENA) with SCC Alameda Point LLC (SunCal) for the redevelopment of Alameda Point. The original 24 -month ENA established key performance milestones, provided for reimbursement of ARRA staff and third party costs, identified activities to be completed by third party entities, and. specified key personnel assigned to the project. The ENA was amended in March Zoos to provide more time to complete two tasks: preparation of the Development Concept and related documents, and preparation of the draft Master Plan. A second amendment to the .ENA was approved in October 2008. The second amendment revised several mandatory milestone dates and authorized SunCal to partner with an equity investor to ensure adequate financing for the predeveloprnent phase. The amended ENA expires on July 20, 2010. The ENA includes cost recovery provisions that require SunCal to reimburse the ARRA for its pre development costs, including third -party consultant and legal costs and ARRA staff time. upon approval of the ENA, ARRA staff executed agreements with th i.rd -party consultants to assist for various entitlement processes and negotiations with the .Navy and SunCal. ARRA contracted with Economic Planning Systems, Inc. (ED'S) to provide real estate economic consulting services in August 2007, for an original total contract amount of $185,000 and a 12 -month term. Since that time, EPS .has prepared a fiscal impact analysis, reviewed and provided critical feedback on SunCal's draft and final Business Plans, developed a joint Project Proforma that will serve as the basis for negotiations with both SunCal and the Navy, and supported staff in responding to numerous questions and comments from the Navy regarding the Project Proforma. EPS's Agreement was amended in August 2008 to extend the term 12 months to August 2009 and a second amendment executed in March 2009 to increase the contract term by 11 months, and the budget by $145,000. A third amendment is necessary to increase the budget by $60,000 in order to have sufficient budget for the Agenda Item ##2 -B ARRA 03 -03 -2010 Honorable Chair and March 3, 2010 Members of the Alameda Reuse and Redevelopment Authorit Pa 2 of 2 remainin six months of the ENA period. The amended A has a total contract amount of $390,000. The ori a and amendments, includin the proposed third amendment to the A are on file in the Cit Clerk's Office. DISCUSSION In addition to EPS's on work at Alameda Point, the firm provided economic consultin services to the ARRA durin the previous ARRA-led pre-development period, which included ne with the Nav and preparation of the Preliminar Development Concept. As a result, EPS has in-depth knowled of the opportunities and constraints presented b the Alameda Point pro site and the provisions of the draft Nav Term Sheet. In addition, EPS has extensive experience workin on other lar reuse and redevelopment projects throu the State, includin former Nav bases such as Hunter's Point Naval Ship and Naval Station Treasure Island in San Francisco, and Tustin Marine Corps Air Station in Tustin, California. EPS will provide continued support durin the on ne of the Pro Proforma, a Disposition and Development A and Nav Term Sheet. As directed b ARRA staff, EPS will participate in meetin with SunCal and the Nav as appropriate, and provide on anal and strate support to the ARRA in ne re business terms, revisions to the development plan, conditions of propert transfer, and the Pro Profbrma. Specificall EPS will assist in the evaluation of market values, absorption rates, phasin land uses, fiscal miti financin mechanisms, public improvements, infrastructure re and costs, and profit participation. EPS will also control and maintain the Pro Proforma for the project, jointl prepared with SunCal. FINANCIAL IMPACT There is no financial impact on the General Fund, CIC, or ARRA bud The cost recover provision in the ENA re that SunCal pa for all ARRA staff costs and consultant expenses. RECOMMENDATION Approve a third amendment to the a with Economic Plannin S Inc., increasin the bud b $60,000 to provide on ne support for the redevelopment of Alameda Point. Respectfull submitted, Leslie Little Economic Development Director LAL-,dc Russell Resources, Inc. environmental management Alameda Point RAB Meeting on February 4, 2010 Highlights and Analysis RAB members present: Dale Smith (Community Co- chair), Fred Hoffman, George Humphreys, Jim Leach, Jean Sweeney, and Michael John Torrey; Marsha Pendergrass facilitated the meeting, but did not act as chair. At the end of the meeting, RAB member Hoffman tendered his resignation from. the RAB. Rernediation and other field work in progress. The Davy is continuing to remove and replace radioactively contaminated storm drain lines arising at Buildings 5 and 400 that discharge into the Seaplane Lagoon. This work must be completed before cleanup of contaminated sediment in the Seaplane Lagoon begins. Active subsurface groundwater treatment is mostly complete at IR Sites 14 and 27, along the Oakland Inner Harbor in Northwest Territories and just north of Pier 1, respectively. Both sites are being monitored to verify treatment effectiveness. The air spargelvapor extraction system to treat groundwater contaminated with benzene and naphthalene at Alameda Point OU -5 and FISCA IR Site 2 is operating. Petroleum. contaminated groundwater treatment operation near the Atlantic Avenue entrance is continuing. Contaminated soil associated with the former incinerator that was located where Building 459 is now (the :Navy Exchange Service Station at the comer of Main Street and west Tower Avenue) has been excavated and disposed offsite. Additional contamination remains in one area of this site. The Navy will conduct further excavation there. Pre dredge sediment sampling is about to be conducted in Seaplane Lagoon to better orient the sediment removal activities. Bay Trail at IR Site Z The preliminary decision by the Veterans Administration (VA) not to allow the proposed Bay Trail to be built along the shoreline of IR Site 2 at the southwestern corner of Alameda Point was discussed briefly. Both the ARRA and RAB members had written to the VA asking that the Bay Trail be built as planned. Although not discussed at the RAB meeting, in response to comments by the ARRA and other interested parties, the VA has restored provisions for the Bay Trail to the draft plans it is sending to the US Fish and wildlife Service (USFWS) for review. Informal discussions with the Navy since the RAB meeting suggest that these efforts have yet to secure the arrangements for this segment of the Bay Trail. Apparently, the USFwS initially advised the VA against allowing the Bay Trail, citing potential disturbance of mi orrator. y bird nesting areas. However, it is unclear why mitigation measures, such as closing the Bay Trail during the birds' nesting season, would not address the USFwS's concerns. The VA has informally agreed to involve the City in further discussions with the USFwS to try to carne to an accommodation on this issue. Because this is not a remediation issue, the Navy appears to have limited authority in the matter. RRI, 440 Nova Albion Nay, Suite 3, San Rafael, California 94903 415.902.3123 fax 5. 5.5 Agenda Item #4 -A ARRA Page 2 of 2 Alameda Point RAB Meeting, February 4, 2010 March 3, 2010 Highlights and Analysis Site Inspections The Navy presented a draft work plan to conduct expanded Site Inspections (SIs) for EDC -12 and EDC -17, in the southeast portion of Alameda Point, and for FED -1 A, FED -2B, and FED -2C, in the runways area, west of western hangar Row. The work plan is designed to fill data gaps identified during and subsequent to initial SI efforts for these areas. Several comments by RAB members to evaluate additional issues likely will result in expansion of the work plan.. Since the RAB meeting, the question arose as to why no SI has been conducted for the onshore portions of TERM -1. TERM -1 is an area along Breakwater Beach, east of Pier 3. It was never owned by the Navy, but instead was ]eased to the Navy by the City of Alameda. TERM- I appears to be part of the NPL Site (Superfund Site), so the CERCLA process would have to be followed. An SI already has been conducted for the part of TERM- loffshore of Breakwater Beach, but never. for the onshore portion an apparent oversight. During BCT discussions subsequent to the RAB meeting, the expanded SIs for EDC -12 and EDC -17, which are immediately north of TERM -1, were tentatively identified as the most appropriate opportunity to resolve this .issue. In 2008, the Navy removed the two large aboveground petroleum tanks that were present in TERM -1, south of west Hornet Avenue, and excavated associated contaminated soil. Overview of RAB Purpose and Process The Navy summarized the RAB's roles and responsibilities, focusing on effective ways for communicating and providing input to the Navy. Discussion ensued about the merits of a presentation to inform the general public about Alameda Point's cleanup. The ARRA Board had recently moved to have this presentation prepared within the next several months. Ideally, the environmental regulators would accept key roles in the program, which may be made available through the media as well as in a live event. 440 Nova Albion Way, Suite 1, Scar Rafael, California 94903 415.902.3123 fax 815.572.8500 UNAPPROVED MINUTES OF THE SPECIAL JOINT CITY COUNC ALAMEDA REUSE AND REDEVELOPMENT AUTHORITY (ARRA) AND COMMUNITY IMPROVEMENT COMMISSION (C MEETING TUESDAY- FEBRUARY 16 -7:01 P.M. Mayor /Char Johnson convened the meeting at 10:38 p.m. ROLL CALL Present: Councilrnembers Board Members Commissioners deblaan, Gilmore, Matarrese, Tarn and Mayor /Chair Johnson —5. Mote: Councilmernber /Board Member /Commissioner Tara arrived at 0. 38 p.m. Absent: [done. CONSENT CALENDAR Mayor /Chair Johnson announced that the Chamber of Commerce Contract Amendment [paragraph no. 10-06 Cl C1 would be continued to a future meeting. Councilrrember /Board Member /Commissioner Matarrese moved approval of the remainder of the Consent Calendar. Tice Mayor /Board Member /Commissionerdeblaan seconded the motion, which carried by unanimous voice vote -4. [Absent: Councilmember /Board Member/Commissioner Tam u .1 [items so enacted or adopted are indicated by an asterisk preceding he paragraph g number.] *10-080 CC/ARRA/1 0 -05 CIC} Minutes of the Special Joint City Council, ARRA and CIC Meetings Meld on January 20, 2010. Approved. (10 -00 CIC) Recommendation to Authorize the Interim Executive Director to Amend Scope of Contract with the Alameda Chamber of Commerce for Fiscal Year 2000 -2010. Continued to future meeting. *10 -081 CC /10 -07 CIC) Recommendation to Approve an Amend ment to the Grand Marina Tillage Affordable blousing Agreement and Authorize the Interim City Manager /interim Executive Director to Execute the Amendment. AGENDA ITEM (10 -082 CC /ARRA /10 -08 CIC) Consider SunCal's Requests to: (1) App rove an Addendum Special Joint Meeting Alameda City Council, Alameda Reuse and Redevelopment Authority and Community Improvement Commission February 16, 2010 to the Exclusive Ne A (BNA between SunCal and Alameda Re Modification to Certain Terms Includin Extendin the Term of the ENA to Jul 20, 2012; and 2 Retract the Notice of Default Sent b Alameda re SunCal's Performance under the ENA. The Interim Cit Mana Executive Director provided a brief presentation. Vice Ma Member/Commissioner deHaan in what was outlined in the letter of retraction re the Notice of Default, to which the Interim Cit Mana nterim Executive Director responded the letter includes that SunCal's intent is to pursue further discussions with the Cit clarification will have to be obtained in a meetin scheduled with SunCal for Thursda Vice Ma Member/CommissionerdeHaan in what is the date of said letter, to which the Deput Cit Mana responded Februar 12. In response to Vice Ma Member/Commissioner deHaan I s further in the Interim Cit Mana Executive Director stated a Januar letter re an ENA extension; once the Notice of Default was issued, a.letter [e-mail was sent askin the Ma and Cit Council to override the administrative decision, whic is under the Council's authorit said letter was sent last week [Februar 8 then, a fe d later, Frida afternoon [Februar 12], SunCal sent a second letter dealin with the. Notice of Default statin that the [SunCall were withdrawin their re to have Council override the Notice of Default subject to further discussions with the Cit Vice Ma Member/Commissioner deHaan in whether.th.e letters .were sent within one wee k, to which the I nte ri m cit Mana /Interim Executive. Q i recto r stated it was all within a short time. In response to Vice Ma Member/Commissioner deHaan's, in about whether there has been an dialo with SunCal the Interim Cit Mana Executive Director stated there will be an opportunit throu ENA discussions this week and next week to g et further clarification as to what SunCal meant. Vice Ma Member/Commissioner deHaan in when was the. ori re for the two- ENA extension, and whether the reportin out from the Closed Session was to defer the action. The Interim Cit Mana Executive Director responded the report out from the Closed Session in late Januar was to consider the matter after the election. Vice Ma Member/Commissioner deHaan in when the 30 da under the Notice of Default would be due, the Cit Attorne responded March 8. Special Joint Meetin Alameda Cit Council, Alameda 2 Reuse and Redevelopment Authorit and Communit Improvement Commission Februar 16, 201 0 Speakers: Jim Pitzer; Mary l= etherolf, Alameda; William Smith, Alameda; Ashley Jones, Alameda; Rosemary McNally, Alameda; Jean Sweeney, Alameda; Jim Sweeney, Alameda; Jim Sweeney, Alameda; Gretchen Lipow, Alameda; and Dorothy Freeman. Councilmember /Board Member /Commissioner Matarrese stated the City has a Contract with SunCal; that he would like to see if it is appropriate to repeat the request that was made a month or so ago, which is to request that SunCal lift the restrictions on confidentiality that exist in the current ENA; regardless of the outcome, the process would be more visible and staff would be able to communicate with the Council Board Commission and the electorate; the confidentiality cloak has not served the Cit y well and he is not sure if it has served SunCal well; the request should be reiterated to SunCal. Vice Mayor /Board Member /Commissioner deHaan inquired whether Councilmember /Board Member /Commissioner Matarrese is requesting an action item at the next ARRA meeting. g Councilrne mber /Board Member /Commissioner Matarrese responded that he is requesting that the Intents City Manager /Interim Executive director be directed to make the request to SunCal to release the confidentiality restriction; moved approval of directing the Interim City Manager /Interim Executive Director to request SunCal to release the confidentiality restriction]. Mayor /Chair Johnson stated SunCal wrote a letter indicating that they support a more transparent process. Vice Mayor /Board Member /Commissioner deHaan seconded the motion. Under discussion, Councilrnernber /Board Member/Commissioner Tara inquired whether an action is being taken or if the matter is being addressed as a Council /Board /Commission Communication. Councilme mber /Board Member /Commissioner Matarrese responded the matter is under the agenda item in response to the request. The City Attorney /Legal Counsel stated SunCal was requesting approving an addendum to the ENA, including specifics about ghat the addendum should look like; given that the action item was to discuss that [ENA amendment], the council /Board /Commission can make a motion and ask the Interim City Manager/Interim Executive Director to have a discussion with SunCal regarding amending the ENA in a different way; the suggestion gg [releasing confidentiality restrictions] would require an amendment to the ENA; the Cit cannot unilaterally choose to make SunCal sdocumentsopentothe public; SunCal would have to agree to do so, which would be done by amending the BMA. Special .Joint Meeting Alameda City Council, Alameda 3 Reuse and Redevelopment Authority and Community Improvement Commission February 16, 2010 Vice Mayor /Board Member /CommissionerdeHaan stated a similar request was made six months ago; inquired whether the matter is part of the public record. The city Attorney /Legal Counsel responded that she would have to check the record; the Council /Boa rd/Corn mission would have to make a motion to discuss the matter if it was addressed in closed session, Councilmember /Board Member /Commissioner Gilmore stated Suncal would agree to haveto ��A an amendment to be more transparent; inquired whether letter from last October would not have been sufficient and an BNA amendment would have been required. The city Attorney /Legal counsel stated that she believes the letter proposed choosin g item by item what would become public record, which is not the same as liftin g the confidentiality provision altogether. Councilmember /Board Member /Commissioner Gilmore inquired what lifting confidentiality would look like; questioned whether negotiations between staff and SunCal would be done in public. The city Attorney /Legal counsel responded the confidentiality provision in the .ENA has to do with the documents; stated assuming Suncal agrees, the documents would become public record and it would be appropriate to talk about what is in the documents. Councilmember /Board Member /CommissionerMatarrese inquired whether documents are the pro forma, business plan, etc., to which the City Attorney /Legal Counsel responded in the affirmative. Vice Mayor /Board Member /Commissioner deHaan stated the reason it lifts confidentialit i$200 g y restrictions] s so important is the city could not divulge ghat was in the million cap. p Councilmember /Board Member/CommissionerTam stated that she is still confused- -the agenda item is to consider requests for E A, extension and retraction of the Notice of Default; Sun Cal has withdrawn both requests; inquired if there is a wa y to take action as from what was noticed on the agenda. The city Attorney /Legal counsel stated the action is relying on ghat eras noticed; the Council/Board/Commission always has authority to approve, deny or ask to de it differe nt) the Council /Board /Commission can request that Suncal consider a different amendment to the ENA, such as releasing negotiation documents. Mayor /chair Johnson stated Suncal letters discussed withdrawing agenda items; Suncal does not withdraw agenda items; Suncal can just withdraw their requests; the agenda Special Joint Meeting Alameda City council, Alameda 4 Reuse and Redevelopment Authority and Community Improvement commission February 16, 2016 items stay in place. Councilmember /Board Member /CorrmissionerMatarrese stated Sun Cal Is letter indicates that they grant to formally address the Notice of Default in formal discussions. Councilmernber/Board Member/Commissioner Tarn stated that she would be more comfortable if sunCal was given the same courtesy that they gave the City in terms of asking specifically ghat the Coupcil /Boa rd/Co mmission wou ld life to see as an amendment to the ENA. Councilmernber /Board Member /Commissioner Matarrese stated that his motion is to direct the Interim City Manager /Interim Executive Director to ask just that [about a specific F CIA amendment to lift confidentiality restrictions]. Vice Mayor /Board Member /CommissionerdeHaan stated certain things will never come out of closed sessions however, the vast majority should be released and discussed. On the call for the question, the motion carried by unanimous voice vote 5. ADJOURNMENT There being no further business, Mayor /Chair Johnson adjourned the meeting at 11:09 p.m. Respectfully submitted, Lara Weisiger, City Clerk Secretary, C I C The agenda for this meeting was posted in accordance with the Brown Acct, Special Joint Meeting Alameda City Council, Alameda 5 Reuse and Redevelopment Authority and Community Improvement Commission February 15, 2010 CITY OF ALAN EDA Memorandum To: Honorable Mayor and Members of the City Council Honorable Chair and Members of the Community Improvement Commission From: Ann Marie Gallant Interim City Manager /interim Executive Director Date: March 3, 2010 Re: Authorize the Payment of $4,431,444 in FY09 -10 and $912,356 in FY 10- 11 to the State of California; Adopt a Resolution Approving the Use of Business and Waterfront Improvement Project Low- and Moderate- Income Housing Funds for the Supplemental Educational Revenue Augmentation Fund Payment to the State of California For FY09 -10 and FY10 -11; Approve the Promissory Notes Between the Community Improvement Commission, Business and waterfront Improvement Project Area Low- and Moderate- Income Housing Fund and the Community Improvement Commission Alameda Point Improvement Project Area Redevelopment Capital Projects Fund and the Community Improvement Commission, Business and waterfront Improvement Project Area Redevelopment Capital Pro'ects Fund Effectuating the Re uisite Loans The FY10 -11 budget for the State of California, which was approved by the Legislature and signed by the Governor in July 2009, included legislation (ABX4 -26) authorizing a $2.05 billion "takeaway" of funds from redevelopment agencies statewide. on November 12, 2009, the Governor signed SB 68 into law. This bill modified ABX4 -25 to allow agencies to use accumulated balances in low- and moderate- income housing funds (LMIHF), not just current year set -aside amounts, to make the Supplemental Educational Revenue Augmentation Funds (SERAF) payments, if necessary. DISCUSSION Since 1992, the State of California has drained more than $40 billion of local property taxes from cities, counties, and special districts in an effort to balance its own budget. According to the League of California Cities, the State took $52,434,482 from the City of Alameda between 1991 and June 30, 2008. Even in years of budget surpluses, the State has used funds from agencies to finance its constitutional funding obligation to public education, thereby allowing it to increase State general fund spending for other State programs at the expense of vital local services. CIC Agenda Item #2 -13 3-3-10 Honorable Mayor and March 3, 2010 Members of the city council Page 2 of 3 Honorable chair and Members of the Community Improvement Commission In passing its FY09 -10 budget, the State declared a fiscal emergency and took $1.9 billion in local government property taxes, including approximately $2.3 million from the City of Alameda. The city participated in a State financed securitization program for these funds and was essentially made whole by the program, absent a minor cash flow delay. No such securitization program is available for the city's redevelopment funds. As a result, the community Improvement Commission (CIC) is required to transmit $4,431,444 in FY09 -10 and $912,356 in FY10- 1 to the State to assist in reducing the State's operational deficit. The FY09 -10 payment is allocated among the City's three redevelopment project areas based upon a State established formula: i $486,723 from the Alameda Point Improvement Project (APIP) 0 $1,905,531 from the Business and Waterfront Improvement Project (BWIP) 0 $2,039,190 from the west End Community Improvement Project (WECIP) For FY10 -11, the payment is allocated as follows: 9 $100 from API P 0 $392,315 from BW I P $419,834 from wECI P At the January 26, 2010 Special Joint Meeting of the city council, CIC, and Alameda Reuse and Redevelopment Authority, the Interim Executive Director of the CIC presented a proposed two -year SERAF payment plan that included borrowing BWI P LMIHF funds. This borrowing is required because some of the project areas do not have sufficient 80% redevelopment funds to meet the SERAF obligations. As a result, the Interim Executive Director's proposal includes the use (borrowing) of $808,781 from BWIP LMIHF for the payments due in FY09 -10 and FY10 -11 (Exhibit 1). These funds will be repaid, with interest, at a rate of 6% by June 30, 2016. FINANCIAL CIAL I M PACT The funds for this payment are outlined in Exhibit 1, detailed by project area. The authorized loans will accrue interest at a rate of 6 Monthly interest payments will be made to the BWI P LIVII H F and will continue until such time as the loans are repaid in full, but no later than June 30, 2016. The LMIHF will earn interest income on the loans in the approximate amount of $48,621 annually, If the loans are repaid by June 30, 2015, the LMIHF will earn a total of $303,256 in interest, with API P paying $208,300 and BW I P paying $94,956. Honorable Mayor and March 3, 2010 Members of the city Council Page 3 of 3 Honorable Chair and Members of the Community Improvement Commission RECOMMENDATION Authorize the payment of $4,431,444 in FY09 -10 and $912,356 in FY 10 -11 to the state of California; adopt a Resolution approving the use of Business and waterfront Improvement Project Love- and Moderate- Income Housing funds for the Supplemental Educational Revenue Augmentation Fund payment to the state of California for FY09 -10 and FY10 -11; approve the Promissory Notes between the Community Improvement Commission, Business and Waterfront Improvement Project Area Lover- and Moderate- Income Housing Fund and the Community Improvement Commission Alameda Point Improvement Project Area Redevelopment Capital Projects Fund and the Community Improvement Commission, Business and Waterfront Improvement Project Area Redevelopment Capital Projects Fund effectuating the requisite loans. Exhibit: 1. Redevelopment Fund sBRAF Calculations 9 cm a- N 'C' M �G C 0 �J V7 n M N �!7 rt n F n F f h i� h N d N N N G7 C� R R C7 rt r� R wry F M V'� Ire Imo, V-W 00 J� A rT N N GIN (ON 00 cc 00 cc JIM r� 6$ G"� CN rn N AN cr N v N Ljm "ft-., r" row N 0 y 4 Cq a: f< kf` R n n C V �4J 00 V4 i oG V7 m I C� CSI N M LL .0 o N o 00 N 00 CL N o j ON cfl o� N a, I"" av c� oo get oo c I INC oo N k 1 E p p,� as o tJo a v o A rn N N N N N c exhibit to .::Rd.0. R-e%:. 1.03 1: 9 cm a- X0 4 o LL Pon" W A.� CZ 0 9:6m E l t LU o 00 kn LU Qd W �a dm I Nw ON r -i MEN 173 00 03 571 ct3 0 1 00" a I� 4 o LL Pon" W A.� CZ 0 9:6m E l t LU o 00 kn LU Qd W �a LL LU C/) LL a jr% cr) UJ .j Q M wl w 00 00 iol (n kn 11�1? 00 dm I Nw ON r -i MEN 173 00 03 571 ct3 0 1 00" a I� 4 o Pon" W A.� CZ 0 9:6m E l o a Ln �Tm dm I Nw ON r -i MEN 173 00 03 571 ct3 0 1 00" a I� cz o Cd o Coll 45 o C) .aim w 4 W. 050 cu aa. 4 o MEN E l o C) I C) w 00 00 11�1? n- ON Ire .o 3 I 'Ile CN v GO cz o Cd o Coll 45 o C) .aim w 4 W. 050 cu aa. 4 o MEN E l o C) I C) cz o Cd o Coll 45 o C) .aim w 4 W. 050 cu aa. FY 09 -10 APP PROJECTED CASH BASIS Community Improvement Commission 1, 000 0% UC3CET PRO.JE TIC�IV API P 16 °I° SH BASIS 0 20% Bet Aside! Yund 265 Alameda Point Improvement Project A PI P APIP Redevelopment Fiscal Year 09 -0 Projects and 49 Description Adm i nistration Io SOURCES... 5% 5 Tax Increment 196,150 100 Inte rest Income 100% 0.0 ota I Revenue '196,'150 100% Total Contributions from Other Funds OT 0 Total Sources 196 100 °I° USES 1 17 1 553. 14% 42;7.12 Tax Increment Pass Through Obligation: Pass Through 41 ,000 32 County Tax Increment Administration Fee 500 p Total Tax Increment Pass Through Obligation 41,500 32% ERAF and SERAF Obligation: SERAF FY 09-10 Budget 0) SERAF Assessed and Due in FY 10 -11 SERAF Obligation 0 0C ERAF p Stat Controller 12 ,300 9 ERAF and SERAF Obligation 12,300 9 °Ia Debt Service Obligation: P rincipal General Fund Advance Interest Ge neral Fund Advance 26,720 1 21% Total Debt Service Obligation 26 720 21 °I° Project Ar ea Obligation: Total Project Area Obligation D 0 P ro j ect Area Development: Funds to Operation Dignity Housing Construct Bayport Shinsei Gardens (Operation Dignity) Total Project Area Development 0 pap Total Project Area Obligation and Development p 0 J City Fixed Charges and Project Administration Obligation: City Cost Allocation 22 18% City Fixed Charges 11300 1 API P Administration 25,159 19 Tota Ci ty Overhead and Administration 49,429 38% 3 Total Uses 129 100% USES SOURCES BEFORE SERAF w..,.;......_ i T:OTA ,A S:300 .-.-.n r.- r......,.. rr.....>..... ..ir..i.- N.- ,:r..,. .1.- r N r n. ...e... N..v.N .r.- .N.'.i NN ..........w ..,,r Less Obli Paid After 6130109 5- ...r.,.. w w..rW _........,,r ,..W.F=... Less GASB 31 FMV Cash 0 L U,l'�D FARER� 31,4:65 t a z 1, 000 0% 500 L 0 API P 16 °I° Total 0 20% Bet Aside! CIC 10% LowlModerate APIP Housing FY 09_1 D 49 95% 245,190 99% 2,500 5% 5 2,500 1 51,540 100% 247,690 100% 100 1 79% 0 39% 0 0 0 0 3 540 100% 247 100% 41,0 16% 500 j 0% 1, 000 0% 500 L 0 42,000 16 °I° 26 0 0 26 10% o 0 a 12,300 5 0 0 °I° 12 5% 0 26 10 0 0% 26 10% 0 100,000 79 t 100,000 39% 0 100,D00 79 °I° 100,000 39 °/a 100 1 79% 100 39% 6,890 5% 29 12% 2 2% 3,380 1 17 1 553. 14% 42;7.12 17 26 21% 75,952 30 127,023 100% 2565972 100% 334169 0) (35,6 3 7 3 Data Source: City of Alameda FY 09 -10 BWIP PROJECTED CASE{ BASIS Community Improvement Commission DTI Business and Waterfront Improvement P roject Fiscal Year 9 -10 Descrip S��RCI�S Fund a 2D BWIP ;Redevelopment Projects and ;Administration 20% Set Aside C1C Low/Moderate BWIP Flousin FY 09 -10 i ax Increment 7,584 96% Caltrans Grant for Prior Year Park Streetscape CIP Cost 121,217 2% Interest Income 27,500 0 Miscellaneous Income 150: 0% Total Revenue 7,732 98% Funding from Theater /Parking Project Fund 227.1 164,414 1 2% Total Contributions from Other Funds 164 2 Total Sources 7 104% USES Tax Increment Pass Through Obligation: Pass Through 2,164,500 20% County Tax Increment Administration Fee 21 p% Total Tax Increment Pass Through Obligation 2 1 20% ERA F and SFRA Obligation: SERAF FY 09 -10 Budget SERAF Assessed and Due in FY 10--11 SFRAF Obligation 0 0% 200,000 2% 200 2 47,770 1 0% 848,770 1 8% 195,240 2% 3,300 100 1 10% 121,000 I% 25,000 0% 111,450 1% 101 1 2,29$ 21 2 25% 1 00,00 i 292,090 3 2 25% 3 1 31% i 247 1 2% 7, 414 0% 3 9% 1,218 11% 10 1 100% 7 6,453,502 1,528 ,95 1 7 7 47 V. III3Ia S O SA ,044 „„,0 Data Source: City ofAlameda 1 1 1 99 0 1.8,500 1 1% 0% 1 00 0 0% 1 100% 19,990 2% 199990 2 0 0 206 19% 206,0007 0% 745,000 68% 745 68 24,340 2% 25,130 3% 64 ;545 6% 117 1.1 1 100 818,975 1% r 1 4 20 (39,002) 23% 9,472,520 97 0 /o 121,217 1 46,000 0% .150 o% 9 1 9S °/o 164,414 2% 154,414 2% 9 l 00 2,164,500 18% 401990 0% 2 1 19 °/0 0 0 0 1 0 200,000 2% 200,000 f 47,770 0% 548;770 7% 404 3 3;300 4% 1,304,080 11% 121000 1 25000 0% .111,450 1% 101 1 2 20 2 23% 0000 1% 292,090: 2 25% 745,000 F 6 °/v 4,085 I 35% I 271 2% 65,5.40 1 1 998 137 8% 1 11% 11,757,500 100% 1 9,703,925 1 534;9.15); X1.16. 49 FY 09 -10 WECIP P PROJECTED CASH BASIS C ommunity Improvement Commission NIID YE►I D UDGET' PROHCT.I0N. Fund 201 Fund 2Q� ASH BASIS WECIP WECIP Total West End Community Imiprovement Project Redevelopments 20% Set Aside CIC I Fiscal Year 09 -10 Projects and L ovvll�Ioderate WECIP Description Administration; I Housing FY 09 -10 SOU Ta Increment 3,955,200: 84% I 98800 100°x° 4 944 000 87 o Interes Income 1200 0 2,000 0% 14 9 000 0 Total Revenue 3 84% 990,800 100% 4 87% 03 Bonds Merged Tax Allocation Marina Village OPA Esc 742 1 000 742,000 Total Contributions from Other Funds 742,000 16% 0 0% 742,000 s 13% Total Sources 4,709 100% 990 800 100% 5,700,000 100% USES:. Ta Increment Pass Through Obligation: Pass Through I08,998 25% 1 0D$ g 95 0 19/° County Tax Increment Administration Fee 31 000 1 7 700 1% 3 5 700 1 I° Total Tax Increment Pass 'Through Obligation 1,039 1 26 7,700 3 1 1 1 047,598 2D ER AF and SERAF Obligation: SERAF SERAF Obligation 0 0% 0 0% 0 0% ERAF per State Controller I 12 300 0% 0 ERAF and SERAF Obligation 12,300 0% 0 0 /0 12,300 D% D ebt Service Obligation: Principal a nd Interest Wells Fargo ERAF Loan 47,770 1 °Io 47,770 1% Principal and Interest Payment to 2003 CIC TA Bonds 1,855,679 1 46% 1 1 36% Principal and Interest Payment to 2002 CIC Subordinate Bonds 2-18 21% 23 5,060 5 Fisca Agent Fees 2 250 0% 2 250 0% 4 500 D% Total Debt Service Obli gation 1,905,699 47 /0 240 21% 2146009 41% Pro ject Area Ob ligatio n: Alameda Chamber of Commerce Marketing Grant 543000 1 °I° 50,000 1 Economic Development Strategic Plan 3p�D00 1% 30,000 I% GABA Grant 1 8, 000 0 1 S,00o 0 K OKA OPAIMaster Lease 100,000 2 /0 2°I° Special E E v ents 6,000 0 6,000 0 c Plan and Other Professional Services Strate 104 000 2 °/0 00 000 2 Total Project Area Obligation 304 000 8% D 0% 304,000 o 6 /0 Project A Dev 0 Housn P ro ce I�eve o nlent J P 125 000 11 125,000 2% Subs for .Independence Plaza Senior Housing 714 000 62 714000 14 °I° Total Project Area Development 0 0% 839 000 72% 83 9 900 16 Total Project Area Obligation and Development 3049Q00 ,000 o 8 /0 839 000 72 /v 1 22% City Fixed Charges and Project Administration Obligation: I mm City Cost Allocation 227,130 6 40,760 4% 267, 5% C ity Fixed Charges -34, 100 j 0 9 1?,190 1 46,290 1 W ECIP Administration 502,570 1.2 17,814 2% 520,654 10% Total City Charges and Administration 764,100 19% 70,764 6% 834 1 864 16% Total Uses 4,026 3 100% 1 100% 5183871 100% I I USES UDDER SOURCES r. 683 1 03 (1669 516,129 12 9 'I`�OTA.L AiIOIT D NO w..,. M u.:,........, 0 5 .,...�.��_.,....W,....r..,�.z. ».��,.n Les C)bl at�ons Paid After 613 0109 760 (760) Le A 5s SB 1 FM V CA S H 2 5 3 4 3 069 1 31 17 AVA LAB F I LE IJ I FO Data Source: City of Alameda COMMUNITY IMPROVEMENT COMMISSION RESOLUTION NO. L 4 0 0 W AUTHORIZING THE PAYMENT, OF $4,431,444 IN FY09-10 AND $912,356 IN FY 10 -11 TO THE STATE OF CALIFORNIA; APPROVING THE USE OF BUSINESS AND WATERFRONT IMPROVEMENT PROJECT LOW- AND MODERATE INCOME HOUSING FUNDS FOR THE SUPPLEMENTAL EDUCATIONAL REVENUE AUGMENTATION FUND PAYMENT TO THE STATE OF CALIFORNIA FOR FY09 -10 AND FY10 -11; AND APPROVING THE PROMISSORY NOTES BETWEEN THE COMMUNITY IMPROVEMENT COMMISSION, BUSINESS AND WATERFRONT IMPROVEMENT PROJECT AREA LOW- AND MODERATE INCOME HOUSING FUND AND THE COM11UIUITY IMPROVEMENT COIN[ M l 55ION ALAMEDA POINT IMPROVEMENT PROJECT AREA. RED EV.ELOPM ENT CAPITAL PROJECTS FUND AND THE. COMMUNITY IMPROVE COIIIX11ISSION, BUSINESS AND WATERFRONT IMPROVEMENT PROJECTAREA REDEVELOPMENT CAPITAL PROJECTS FUND EFFECTUATING THE REQUISITE LOANS WHEREAS, the California State Legislature recently. enacted ABX4-26 which, among. other things, added F Sections 33690 and 336 90.5 to the Community Redevelopment Lair (Health and Safety Code Section 33000 et seq.) requiring redeve.lopm..ent. agencies to make certain payments to its county Supplem Educational Revenue Augmentation Fund ("SERAF.") in fiscal .years 20.09-2010 and..2010 -201 !;..and. WHEREAS, the Community Imprevernent Commission% of th Cit of y A ryas been notified that its pays ent.to..the Alameda County. SERAF for FY09 -10 will be $4,431,444, which payment would be required to be. made by May 10 2010; and WHEREAS, the Commission has been notified. that its payment to. the Alameda County SERAF for FY10 -11. will be $912,366, which payment .would be required to be made prior to the end of FY10 -11; and WHEREAS, Health and Safety Code Section 33690(c) provides that if a redevelopment .agency is unable. to make its full SERAF payment for FY09 -10 or FY10 -11, the agency may borrow from either the amount required to be allocated to the agency's Low-.and Moderate- Income Housing Fund for that fiscal year, or any moneys in that fund, or both, in order to make the full SERAF payment; and Resolution #2 -B CIC 03 -03 -10 WHEREAS, as a condition of borrowing from the Lover and Moderate- Income Housing Fund, the agency must make a finding that there are insufficient other moneys to make the required payment; and WHEREAS, Health and Safety Code Section 33090(d) requires that by March 1, 2010, the City Council shall report to the County Auditor as to how the agency intends to fund the SERAF payment. NOW THEREFORE, THE COMMUNITY IMPROVEMENT COMMISSION OF THE CITY OF ALAMEDA DOES HEREBY RESOLVE AS FOLLOWS: Section 1. The Commission hereby finds that it does not have sufficient unencumbered funds to make the required SERAF payment for FY09- 10 and FY10 -11. The revenue to be received by the Commission in FY09 -10 and FY10 -11 is required for the payment of Commission debt service, Commission administration, and existing programs and projects and is not available to make the SERAF payment. This finding is supported by the information and documents provided by staff to the Commission. Section 2. The Commission hereby authorizes a loan of $555,455 (the "LMIHF Loan from the Business and. Waterfront Improvement. Project Low and Moderate Income Housing Fund to the Alameda Point Improvement Project Redevelopment capital Projects Fund for the sole purpose ..Of making the SERAF payments for FY09 -10 and FY10 -11. The LMIHF Loan will accrue interest at an annual rate of 6 and. the commission shall repair. the. LMIHF Loan to the Lour- and Moderate- Income Housing Fund on or .before June 30 2015 (Exhibit 1). The LMIHF Loan shall not be made until such time as the Commission is required to pay the SERAF Payment into the Alarne.da County SERAF. Section 3. The Commission hereby authorizes a total loan of (the "LMIHF Loan from the Business an.d Waterfront Irrmproverent Project Lour- and Moderate- income Housing Fund to the Business. and Waterfront Improvement Project Area Redevelopment Capital Projects Fund for the sole purpose of making the SERAF payment for FY10 -11. The LMIHF Loan will accrue interest at an annual rate of 6 and the Commission shall repay the LMIHF Loan to the Lour- and Moderate Income Housing Fund on or before June 30, 2015 (Exhibit Z Section 4. The commission requests that the city Council report to the Alameda County Auditor that the commission intends to fund a portion of the SERAF payment from the LMI HF Loan. COMMUNITY IMPROVEMENT COMMISSION BUSINESS AND WATERFRONT IMPROVEMENT PROJECT LOW AND MODERATE HOUSING FIND PROMISSORY NOTE $555465.00 March 3, 2010 FOR VALUE RECEIVED, the undersigned, Community Improvement Commission, Alameda Point Improvement Project Area Redevelopment Capital Projects Fund, (the "Maker hereby promises to pay to the order of the Community Improvement Com mission, Business and Waterfront Improvement Project Low and Moderate Income Housing Fund, (the `.'Folder the principal suns of FIVE HUNDRED AND FIFTY FIVE THOUSAND FOUR HUNDRED AND SIXTY FIVE DOLLARS ($555,465.00), (the "Loan as set forth herein below. All sums payable hereunder shall be payable in lawful money of the United States of America. 1. Rep ayment The Loan shall be repaid IN COMPLIANCE WITH .the California State Legislature enacted ABX4 -26, which, added Sections 33690 and 33690.05 to the Community Redevelopment Law requiring redevelopment agencies to make payments to, its county Supplemental Educational Revenue Augmentation Fund ("'SERAF") in fiscal years 2009- 20 10 and in 2010 -2011 as follows: (a) Health and Safety Code Section 3 3 690 (c) provides that if a redevelopment agency is unable to make its full SERAF payment for FY 2009 -2010, the agency may borrow from the agency's Lour and Moderate Income fund, after snaking a finding that there are insufficient other moneys to make the required SERAF payment; and (b) At the January 26, 2010 Special Joint Meeting of the .Cite Council and the Community Improvement Commission, the proposed two year SERAF payment l p an was approved by the Community Improvement Commission; and (c) The authorized loan of .$555,465 is for snaking the SERAF p a Y ment for fiscal years 2009 -2010 and in 2010 -201 land shall accrue interest at the rate Qf six percent (6 per annum from the date of this Note untill payment in full on or before June 30, 2015; and (d) Maker shall pay monthly installments of interest to Holder beginning on April 1, 2010 and continuing on the I st day of each month thereafter, untill the principal of $555,465 is paid in full on or before June 30, 2015. 2. Prepayment Maker may prepay all or any part of the outstanding balance of this Promissory Note at any time, without penalty, within thirty (30) days following such repayment, in full, Holder shall return this Promissory Dote to Maker marked "cancelled." Exhibit I Page I 3. Amendments and Modifications This Promissory Note may not be clanged orally, and may be amended only by an agreement in writing, signed by the party against whom enforcement of any waiver, change, modification or dispute is sought. S. Governincy Law This Promissory Dote shall be construed and enforced in accordance with the laws of the State of California, without reference to its choice of laws provisions. 6. Severability If any provision of this Promissory Dote shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions hereof shall not in any way be affected or impaired thereby. IN WITNESS WHEREOF, the undersigned has executed this Promissory Note as of the date first set forth above. March 3, 2010 By: Community Improvement Commission Business and waterfront Improvement Project Low and Moderate Income Housing Fund Name: Ann Marie Gallant Its: Interim Executive Director "HOLDER" By: Community Improvement Commission Alameda Point Improvement Project Area Redevelopment Capital Projects Fund Name: Ann Marie Gallant Its: Interim Executive Director MAKER Exhibit i Page 2 COMMUNITY IMPROVEMENT CoMMISSION BUSINESS AND WATERFRONT IMPROVEMENT PROJECT LOW AND MODERATE HOUSING FUND PROMISSORY DOTE $253,316.00 March 3, 2010 FOR VALUE RECEIVED, the undersigned, Community Improvement Commission, Business and waterfront Improvement Project Area Redevelopment Capital Projects Fund, (the "Maker hereby promises to pay to the order of the Community Improvement Commission, Business and 'waterfront Improvement Project Area Low and Moderate Income Housing Fund, (the "Holder"), the principal sum of TWO HUNDRED AND FIFTY THREE THOUSAND THREE HUNDRED AND SIXTEEN DOLLARS ($253,316.00), (the "Loan"), as set forth herein below. All sums payable hereunder shall be payable in lawful money of the United States of America. I. Repayment The Loan shall be repaid IN COMPLIANCE WITH the California State Legislature enacted ABX4 -25, which, added Sections 33590 and 33690.05 to the Community Redevelopment Law requiring redevelopment agencies to make payments to. its county Supplemental Educational Revenue Augmentation Fund "SERAF in fiscal years 2009- 2010 and in 2010 -2011 as follows: (a) Health and Safety Code Section 33590(c) provides that if a redevelapn ent agency is unable to make its full SERAF payment for .FY 2009 -2010, the agency may borrow g y y from the agency's Love and Moderate Income fund, after making a finding that there are insufficient other moneys to make the required SERAF payment; and (b) At the January 26, 2010 Special Joint Meeting of the Cit Council and the Y Community Improvement Commissions the proposed two year SERAF 'payment plan was approved by the Community Improvement Commission; and (c) The authorized loan of $253,316 is for making the SERAF payment for fiscal years 2009 -2010 and in 2010 -2011 and shall accrue interest at the rate of six percent (6 per annum from the date of this Note untill payment in full on or before June 30, 2015; and (d) Maker shall pay monthly installments of interest to Holder beginning on .April 1, 2010 and continuing on the I" day of each month thereafter, untill the principal of $253,316 is paid in full on or before June 30, 2015. 2. Prepayment Maker may prepay all or any part of the outstanding balance of this Promissory Note at any tune, without penalty. Within thirty (30) days following such repayment, in full, Holder shall return this Promissory Dote to Maker marked "cancelled." Exhibit 2 Page I 3 Amendments and Modifications This Promissory Note may not be changed orally, and may be amended only by an agreement in writing, signed by the party against whom enforcement of any waiver, change, modification or dispute is sought. 5. governing Haw This Promissory Note shall be construed and enforced in accordance with the laws of the State of California, without reference to its choice of laws provisions 6. Severabilitv If any provision of this Promissory Note shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions hereof shall not in any way be affected or impaired thereby. IN WITNESS WHEREOF, the undersigned has executed this Promissory Dote as of the date first set forth above. March 3, 2010 By: Community Improvement Commission Business and waterfront Improvement Project Low and Moderate Income Klausing Fund Larne: Ann Marie gallant Its: Interim Executive Director. a "HOLDER" By: Community Improvement Commission Business and waterfront Improvement Project Area Redevelopment Capital Projects Fund Name: Ann Marie Gallant Its: Interim Executive Director guy MR Exhibit 2 Page 2 I, the undersigned, hereby certify that the foregoing Resolution was duly and regularly adopted and passed by the Community Improvement Commission of the City of Alameda in a Special Community Improvement Commission meeting assembled on the 3rd day of March, 2010, by the followin g vote to wit: AYES: DOES: ABSENT: ABSTENTIONS: IN WITNESS, WHEREOF, I have hereunto set my hand and affixed the official seal of said Commission this 4th day of March, 2010. Lara Weisiger, Secretary Community Improvement Commission Beverly Johnson, Chair Community Improvement Corr mission