Ordinance 3127 - Without ExhibitsCITY OF ALAMEDA ORDINANCE NO. 3127
New Series
AUTHORIZING THE CITY MANAGER TO EXECUTE A DISPOSITION
AND DEVELOPMENT AGREEMENT AND ALL OTHER NECESSARY
DOCUMENTS BETWEEN THE CITY OF ALAMEDA AND
ALAMEDA POINT PARTNERS, LLC TO SELL AND LEASE
APPROXIMATELY 68 ACRES OF REAL PROPERTY AT THE SITE A
DEVELOPMENT AT ALAMEDA POINT
WHEREAS, the Naval Air Station Alameda and the Fleet and Industrial Supply
Center, Alameda Annex and Facility ("NAS Alameda"), which encompasses the Naval
facilities and grounds comprising the western end of the City of Alameda ("City") and
consists of approximately 1,546 acres of real property, together with the buildings,
improvements and related other tangible personal property located thereon and all rights,
easements and appurtenances thereto, was decommissioned by the United States
Department of the Navy (the "Navy") in 1993 and closed in 1997; and
WHEREAS, the City is desirous of advancing the socioeconomic interests of City
and its residents by promoting the productive use of the former NAS Alameda consistent
with the NAS Alameda Community Reuse Plan (the "Reuse Plan") adopted by the
Alameda Reuse and Redevelopment Authority ("ARRA") in 1996 and subsequently
amended in 1997, and by encouraging quality development and economic growth,
thereby enhancing employment opportunities for residents and expanding the City's
property tax base; and
WHEREAS, the United States, acting by and through the Navy, approved the
ARRA's Economic Development Conveyance Application and subsequently executed
that certain Memorandum of Agreement between ARRA and the Navy for the No-Cost
Economic Development Conveyance of Portions of the Former NAS Alameda, as such
subsequently amended (the "EDC Agreement"); and
WHEREAS, by operation of California State law, the Community Improvement
Commission, a member of the ARRA joint powers authority, ceased to exist on February
1, 2012. Accordingly, the ARRA, by Resolution No 55, dated January 31, 2012,
authorized the ARRA Executive Director to assign to the City of Alameda all of ARRA's
rights, assets, obligations, responsibilities, duties and contracts, including the EDC
Agreement, subject to the City accepting such Assignment; (ii) Department of Defense
designation of the City as the local reuse authority for NAS Alameda; and (iii) execution
of documents with the Navy necessary to implement the City as successor to ARRA; and
WHEREAS, pursuant to City of Alameda Resolution No. 14654, dated February 7,
2012, the City authorized the City Manager to accept the Assignment of all of ARRA's
rights, assets, obligations, responsibilities, duties and contracts, including the EDC
Agreement, subject to the Department of Defense designating the City as the local reuse
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authority for NAS Alameda and the Navy executing documents necessary to implement
the City as successor to ARRA; and
WHEREAS, by letter dated April 4, 2012, the Department of Defense and the
Department of the Navy designated the City as the local reuse authority for NAS Alameda,
and accepted the City as the successor to ARRA; and
WHEREAS, on June 6, 2013, the Navy transferred approximately 1,379 acres,
including 509 acres of land and 870 acres of submerged land, at the Alameda Point
property pursuant to the EDC Agreement; and
WHEREAS, on February 18, 2014, the City and the State of California ( "State "),
acting by and through its State Lands Commission (the "Commission "), entered into that
certain Naval Air Station Alameda Title Settlement and Exchange Agreement, whereby
the State and the City agreed to complete an exchange of property rights (the
"Exchange ") to (1) confirm the Tidelands Trust Restriction on certain lands to be acquired
by the City pursuant to the EDC Agreement, (2) confirm that the Tidelands Trust
Restriction did not affect certain lands to be acquired by the City pursuant to the EDC
Agreement and (3) remove the Tidelands Trust Restriction from certain lands to be
acquired by the City pursuant to the EDC Agreement in exchange for the City's agreement
to confirm or impose the Tidelands Trust Restriction on certain lands to be acquired by
the City pursuant to the EDC Agreement (the "Exchange Agreement "); and
WHEREAS, the amended Zoning Ordinance for Alameda Point required that a
specific plan be adopted for the Waterfront Town Center zoning sub - district. In
conformance with the Zoning Ordinance, the City Council adopted the Town Center
specific plan on July 15, 2014 ( "Town Center Plan "); and
WHEREAS, the City is the fee title owner of (or has the right to acquire under that
certain No -Cost Economic Development Conveyance Agreement of Portions of the
former NAS Alameda with the United States Navy) that certain portion of Alameda Point
known as Site A which is approximately 68 acres and is located at the gateway into
Alameda Point along the extension of Ralph Appezzato Memorial Parkway located
between the Seaplane Lagoon and the West Atlantic entrance to Alameda Point at Main
Street (the "Property "); and
WHEREAS, on or about May 1, 2014 the City issued a request for qualifications
seeking a developer to develop the Property. Alameda Point Partners, LP a Delaware
limited partnership ( "Developer ") has demonstrated to the City its experience with
successfully developing properties similar to the Property, as demonstrated by its
statement of qualifications submitted to the City on June 16, 2014. On December 1, 2014,
pursuant to City Council authorization, the City and the Developer entered into the
Exclusive Negotiations Agreement (the "ENA ") for purposes of negotiating this
Agreement; and
WHEREAS, the Site A project is a 68 -acre mixed -use development at Alameda
Point, which consists of approximately: 800 residential units (including 200 affordable
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units), 600,000 square feet of commercial uses, 15 acres of parks and open spaces, on-
site and off-site infrastructure, and a ferry terminal (the "Project"); and
WHEREAS, in furtherance of the Reuse Plan, the City desires to convey fee title
to specified portions of the Property and lease interest in specified portions of the Property
to Developer through execution of a Disposition and Development Agreement ("DDA")
for the future development of the Project and for the creation of economic opportunity;
and
WHEREAS, through the DDA, the City is imposing occupancy and affordability
restrictions on portions of the Project in compliance with the City's Inclusionary Housing
Ordinance, the Renewed Hope Settlement Agreement, and the City's Density Bonus
Regulations; and
WHEREAS, the DDA and the Affordable Housing Implementation Plan which is
attached to the DDA as Exhibit M will also constitute the Inclusionary Housing Agreement
required under the City's Inclusionary Housing Ordinance and the Affordable Housing
Implementation Plan required under the Density Bonus Regulations; and
WHEREAS, the DDA is being adopted in an effort to implement a local strategy to
increase jobs, create economic opportunity, and generate tax revenue for all levels of
government and as such the City has voluntarily complied with the procedures for
noticing, hearing, documentation, and findings with reference to Government Code
Section 52201; and
WHEREAS, pursuant to Government Code Section 52201, the City has prepared
a report (the "Report") regarding the sale and lease of the Property, the notice and
availability for inspection of which was given to the public in the manner prescribed by
law.
WHEREAS, the City Council has conducted a duly noticed public hearing on the
DDA in accordance with Government Code Section 52201(a)(1) for the purpose of
receiving public input and comments on the DDA and the Report and the transactions
described therein; and
WHEREAS, the City Council finds that the economic interests of the City's
residents and the public health, safety and welfare will be best served by entering into the
DDA; and
WHEREAS, continued use and development of the Property in accordance with
the DDA is anticipated to provide substantial benefits and contribute to the provision of
needed infrastructure for area growth; and
WHEREAS, by Resolution No. 14891 the City Council previously certified the Final
Alameda Point Environmental Impact Report ("FEIR") (State Clearinghouse No.
201312043) under the California Environmental Quality Act ("CEQA"), California Public
Resources Code Section 21000 et seq. and adopted written findings and a Mitigation
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Monitoring and Reporting Program ( "MMRP ") on February 4, 2014, for the Alameda Point
Project, including the Town Center Plan which contains the project site; and
WHEREAS, the City Council having certified the FEIR for the Alameda Point
Project and the Town Center Plan containing the project site, staff has prepared an
Environmental Checklist for Streamlined Review, which documents the application of the
criteria for streamlining in Public Resources Code Section 21083.3 and CEQA Guidelines
Section 15183 and concludes, based on substantial evidence, that no further review
under CEQA is required.
NOW THEREFORE, BE IT ORDAINED by the City Council of the City of Alameda
( "City Council ") that after hearing all qualified and interested persons and receiving and
considering all relevant evidence, finds and determines as follows:
Section 1.
An Environmental Impact Report for the proposed development of Alameda Point was
certified by the City Council in February 2014 pursuant to CEQA. An environmental
compliance checklist pursuant to Public Resources Code Section 21083.3 and CEQA
Guidelines Section 15183 was prepared and the City has determined that no further
environmental review is necessary as part of the approval of the DDA, Lease Agreements
and Trust Lease Agreement.
Section 2.
a. Pursuant to Government Code Section 52201(b)(1) the sale or lease of the
Property as described in the DDA will assist in the creation of economic opportunity at
Alameda Point because the transfer will effectuate the Reuse Plan by facilitating the
Project which:
1. Includes facilities, improvements, programs and activities that
support and promote job - generating uses within Site A and Alameda Point, in general,
and help to replace the approximately 18,000 jobs lost by the departure of the United
States Navy in 1997.
2. Develops and renovates 600,000 square feet of permanent
commercial space, including specialty manufacturing, light industrial, retail, and hotel
uses, resulting in approximately 1,472 permanent commercial jobs.
3. Implements a project labor agreement with the Building Trades of
Alameda County that will cover approximately $400 million in construction work,
generating approximately 2,570 full -time equivalent construction jobs over the
construction life of the Project with preferences for Alameda residents.
4. Includes a $2.5 million commitment to rehabilitate and lease the
existing 100,000- square -foot Building 117 for light industrial and manufacturing uses by
the end of Phase 1 occupancy. This would be in addition to the development and
renovation of 100,000 square feet of retail uses planned for Phase 1, 600,000 square feet
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of commercial / retail amenities, a diversity of housing types for a wide range of income
levels, and waterfront parks.
b. Pursuant to Government Code Section 52201(b), the City Council hereby
finds and determines that the sale or lease of the Property and the resulting development
of the Property pursuant to the DDA will assist in the creation of economic opportunity, as
that term is defined in Government Code Section 52200.2. The finding and determination
is based on the facts and analysis set forth in the Recitals, the DDA Summary Report, the
public comment, which includes, but is not limited to:
1. Upon completion, the project to be developed pursuant to the DDA
will generate an estimated 1,048 full-time equivalent permanent jobs without further
investment of City funds under the terms of the DDA;
2. The DDA will result in an increase in the real property tax revenues
to all property tax collecting taxing entities of significantly more than 15%. Currently tax
entities are receiving negligible amounts of property tax revenue because the Property is
under public ownership. Upon full implementation of the Project, and an estimated $6.9
million of annual property tax revenues will be divided by the tax collecting taxing entities
based on their applicable tax rates; and
3. The project will result in the creation of approximately two hundred
(200) residential units permanently restricted to occupancy by Very Low Income
Households, Low Income Households and Moderate Income Households, which will meet
the demonstrated affordable housing need of the City of Alameda, as defined and
described in the City's General Plan housing element.
4. The project meets the goals set forth in the adopted sustainable
communities strategy and is a project that specifically implements the goals of the
adopted sustainable communities strategy.
Section 3.
a. The City Council hereby finds and determines that the conveyance of the
Property to the Developer pursuant to the DDA will assist in the elimination of blight, will
provide affordable housing. These findings and determinations are based on the facts
and analysis set forth in the Recitals and supporting documentation, including:
1. Development of the Property pursuant to the DDA will eliminate blight
by replacing underutilized and deteriorating buildings and infrastructure with a high
quality, mixed-use "urbanistic" development which will include approximately 800
residential units (including 200 affordable units), 600,000 square feet of commercial uses,
15 acres of parks and open spaces, on-site and off-site infrastructure, and a ferry terminal.
2. Development of the Property will result in local economic opportunity,
creation of affordable housing and serve as a catalyst for the redevelopment of and
revitalization of the former NAS Alameda pursuant to the Reuse Plan.
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3. The development of the Project on the Property pursuant to the DDA
will implement the goals of the Reuse Plan by: (i) developing facilities, improvements,
programs and activities that support and promote job- generating uses within Site A and
Alameda Point, in general, and helping to replace the approximately 18,000 jobs lost by
the departure of the United States Navy in 1997; (ii) developing and renovating 600,000
square feet of permanent commercial space, including specialty manufacturing, light
industrial, retail, and hotel uses, resulting in approximately 1,472 permanent commercial
jobs; (iii) implementing a project labor agreement with the Building Trades of Alameda
County that will cover approximately $400 million in construction work, generating
approximately 2,570 full -time equivalent construction jobs over the construction life of the
Project with preferences for Alameda residents, and graduates of the Alameda Unified
School District; and (iv) including a $2.5 million commitment to rehabilitate and lease the
existing 100,000- square -foot Building 117 for light industrial and manufacturing uses by
the end of Phase 1 occupancy. This would be in addition to the development and
renovation of 100,000 square feet of retail uses planned for Phase 1, 600,000 square feet
of commercial / retail amenities, a diversity of housing types for a wide range of income
levels, and waterfront parks.
Section 4.
The City Council hereby finds and determines that the execution and implementation of
the DDA, the sale of the property to the Developer and the development of the project
pursuant to the DDA constitutes a "common benefit" as defined in Government Code
Section 37350.
Section 5.
The City has the authority to dispose of the Property in accordance with the terms of the
DDA under Government Code Section 52201, authorizing disposition of property for
economic opportunities; and pursuant to Government Code Section 37350, authorizing
disposition of property for the common benefit of the community.
Section 6.
a. The DDA, attached as Exhibit A, is hereby adopted and the City Manager
is authorized to sign it on or after the effective date of this Ordinance.
b. The Lease Agreements attached to the DDA as Exhibit L, that provide for
the interim use of Buildings 117 and 118 (and certain surrounding land) for commercial
space outside of the State tidelands areas before they are transferred to Developer are
hereby adopted and the City Manager is authorized to sign them on or after the effective
date of this Ordinance.
c. The Trust Lease Agreement attached to the DDA as Exhibit R, that governs
the long -term use of land and existing and new buildings within the State tidelands area
is hereby adopted and the City Manager is authorized to sign them on or after the effective
date of this Ordinance.
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Section 7.
If any portion, section, subsection, paragraph, subparagraph, sentence, clause, phrase
or application of this Ordinance is held invalid or inapplicable by a final judgment of a
court of competent jurisdiction, such decision shall not affect the validity or applicability of
any other part of this Ordinance.
Section 8.
This Ordinance shall be in full force and effect from and after the expiration of thirty (30)
days from the date of its final passage.
Attest:
1
Lara Weisi er, i Clerk
9 tY
\_14.;iii e-t-,)
Mayor of the City of Alameda
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I, the undersigned, hereby certify that the foregoing Ordinance was duly and
regularly adopted and passed by the Council of the City of Alameda on the 7th day of
July, 2015, by the following vote to wit:
AYES: Councilmembers Daysog, Ezzy Ashcraft, Matarrese,
Oddie and Mayor Spencer — 5.
NOES: None.
ABSENT: None.
ABSTENTIONS: None.
.,„
IN WITNESS, WHEREOF, I have hereunto set my hand and affixed the official
seal of said City this 8th day of July, 2015.
APPROVED AS TO FORM:
4.41—C
Jane . Kern, City Attorney
Ci of Alameda
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Lara WeisigerCitCIerk
City of Alameda