2003-07-02 ARRA PacketCITY OF ALAMEDA•CALIFORNIA
SPECIAL MEETING OF THE COMMUNITY IMPROVEMENT COMMISSION
WEDNESDAY - - - JULY 2, 2003 - - - 5:25 P.M.
Time: Wednesday, July 2, 2003, 5:25 p.m.
Place: City Council Chambers Conference Room, City Hall, corner
of Santa Clara Avenue and Oak Street.
Agenda:
1. Roll Call.
2. Public Comment on Agenda Items Only.
Anyone wishing to address the Commission on agenda items only,
may speak for a maximum of 3 minutes per item.
3. Adjournment to Closed Session to consider:
CONFERENCE WITH REAL PROPERTY NEGOTIATOR
Property: Enterprise Landing, Alameda Point.
Negotiating parties: City of Alameda and ACET.
Under negotiation: Price and terms.
4. Announcement of Action Taken in Closed Session, if any.
Adjournment
Beverly Joh o 17",„
AGENDA
Regular Meeting of the Governing Body of the
Alameda Reuse and Redevelopment Authority
* * * * * * **
Alameda City Hall
Council Chamber, Room 390
2263 Santa Clara Avenue
Alameda, CA 94501
1. ROLL CALL
2. CONSENT CALENDAR
Wednesday, July 2, 2003
Meeting will begin at 5:30 p.m.
City Hall will open at 5:15 p.m.
2 -A. Recommendation to authorize the Executive Director to amend the existing lease of
Buildings 134 (the gym), 76 (the pool) and Field 422 (baseball field) to the City of
Alameda by extending the term by 20 years (until 2024).
2 -B. Recommendation from the Executive Director to approve fiscal year 2003 -04 ARRA
budget
2.C. Recommendation from the Executive Director to approve a contract with Northgate
Environmental for environmental consulting services at Alameda Point for FY 2003 -04 in
the amount of $206,000.
3. REGULAR AGENDA ITEMS
None.
4. ORAL REPORTS
4 -A. Oral report from APAC.
4 -B. Oral report from the Executive Director (non- discussion items).
5. ORAL COMMUNICATIONS, NON - AGENDA (PUBLIC COMMENT)
(Any person may address the governing body in regard to any matter over which the
governing body has jurisdiction that is not on the agenda.)
6. COMMUNICATIONS FROM THE GOVERNING BODY
ARRA Agenda — July 2, 2003 Page 2
7. ADJOURNMENT TO CLOSED SESSION OF THE ARRA TO CONSIDER
CONFERENCE WITH REAL PROPERTY NEGOTIATOR:
7 -A. Property:
Negotiating parties:
Under negotiation:
Alameda Naval Air Station
ARRA, Navy and Alameda Point Community Partners
Price and Terms
This meeting will be cablecast live on channel 15. The next regular ARRA meeting is
scheduled for Wednesday, August 6, 2003.
Notes:
Please contact ARRA Secretary, Lucretia at 749 -5800 or 522 -7538 at least 72 hours prior to the
meeting to request agenda materials in an alternative format, or any other reasonable
accommodation that may be necessary to participate in and enjoy the benefits of the meeting.
• Sign language interpreters will be available on request. Please contact the ARRA Secretary, Lucretia Akil at 749-
5800 at least 72 hours before the meeting to request an interpreter.
• Accessible seating for persons with disabilities (including those using wheelchairs) is available.
• Minutes of the meeting are available in enlarged print.
• Audio tapes of the meeting are available for review at the ARRA offices upon request.
Alameda Reuse and Redevelopment Authority
Interoffice Memorandum
June 19, 2003
To: Honorable Chair and Members of the
Alameda Reuse and Redevelopment Authority
From: James M. Flint
Executive Director
Re: Recommendation to Authorize the Executive Director to Amend the
Existing Lease of Buildings 134 (the gym), 76 (the pool) and Field 422
(baseball field) to the City of Alameda by Extending the Term by 20 years
(until 2024)
BACKGROUND
In November, 1997, a Lease Agreement was entered into between the Alameda Reuse
and Redevelopment Authority, a Joint Powers Authority, and the City of Alameda,
Recreation and Park Department (ARPD), for sublease of Building 134 (the Gym) and
76 (the Pool) to provide recreation opportunities for Alameda residents. In July, 2002,
this Agreement was amended to include Field 422. The current lease expires in July,
2004.
DISCUSSION
ARPD and the Public Works Department are in the process of developing plans and
specifications for the Alameda Point Multi-purpose Field Renovation Project. This
Project proposes to renovate the existing baseball field including the addition of a full-
size soccer field to address the City's unmet needs for sports facilities. The Project will
be funded by the 2000 State Park Bond Act (Proposition 12).
The State Grant requires that the applicant certify that it has adequate control of and
tenure to, properties to be improved. Adequate control includes, but is not limited to,
ownership, lease, joint-powers, or other long-term interest in the property. The State
further requires that the property be utilized for public recreational purposes for at least
20 years for Projects exceeding $100,000.
FISCAL IMPACT
There is no fiscal impact to the ARRA or City budget. The Multi-Purpose Field
Renovation Project will be financed by the 2000 State Bond Act (Proposition 12).
Honorable Chair and Members of the
Alameda Reuse and Redevelopment Authority
RECOMMENDATION
June 19, 2003
Page 2
It is recommended that the ARRA Governing Body authorize the Executive Director to
approve the attached Amendment to Lease Agreement to extend the Lease Agreement
for the Alameda Point Gym, Pool, and Baseball Field by 20 years. The new expiration
date would be 2024.
Respectfully submitte
y epaul Benoit
eputy Executive Director
FCF/SO
4
uzar e Ota, Director
Rec on and Parks
Attachments: Amendment To Lease Agreement
Dedicated to Excellence, Committed to Service
2 "d AMENDMENT TO SUBLEASE AGREEMENT
This 2"d Amendment of the Sublease Agreement, entered into this day of
2003, by and between the ALAMEDA REUSE AND REDEVELOPMENT AUTHORITY, a Joint
Powers Authority (hereinafter "ARRA ") and the CITY OF ALAMEDA a municipal corporation
(hereinafter "City "), is made with reference to the following:
RECITALS:
A. In November 1, 1997, a Sublease Agreement for the sublease of Buildings 76 (the
Gym) and 134 (the Pool) was entered into by and between ARRA and City (hereinafter "Sublease
Agreement ").
B. On July 8th, 2002, the Sublease Agreement was amended to add Field 422 to the
leased Premises.
C. ARRA and City desire to further modify the Sublease Agreement on the terms and
conditions set forth herein.
NOW, THEREFORE, it is mutually agreed by and between and undersigned parties as
follows:
1. Paragraph 2 of the Sublease Agreement is modified to read as follows:
"Subject to subsections 2.1 and 2.2 hereof, the term of this Sublease (the Term) shall commence on
November 1, 1997 (Sublease Commencement Date) and end on June 30, 2024 unless sooner
terminated as provided herein."
2. Except as expressly modified herein, all other terms and covenants set forth in the
Agreement shall remain the same and shall be in full force and effect.
IN WITNESS WHEREOF, the parties hereto have caused this modification of Agreement to
be executed on the day and year first above written.
ALAMEDA REUSE AND
REDEVELOPMENT AUTHORITY CITY OF ALAMEDA
A Municipal Corporation
By By
Title Title
RECOMMENDED FOR APPROVAL: RECOMMENDED FOR APPROVAL:
By
Title
APPROVED AS TO FORM:
General Counsel
APPROVED AS TO FORM:
City Attorney
By
Titl'
y
Alameda Reuse and Redevelopment Authority
Interoffice Memorandum
June 20, 2003
TO: Honorable Members of the
Alameda Reuse and Redevelopment Authority
FROM: James M. Flint, Executive Director
SUBJ: Report from the Executive Director Recommending the Approval of the ARRA
Budget for Fiscal Year 2003 -2004
Background
Last year the ARRA budget was developed from a plan created by a Citywide Transition Team
appointed by the City Manager. The plan recommended a two year budget that kept service levels
constant, but enabled the ARRA to privatize its property management functions. The specific
charges of the team included:
• To establish an expenditure baseline for Alameda Point, i.e., identify the required service
levels and costs that must be funded regardless of who manages the properties; and
• To determine budget targets to balance Alameda Point budget for FY 2002 -04.
A continuing challenge to the ARRA budget process is the use restrictions imposed on lease
revenues as a result of the execution of the no -cost Economic Development Conveyance (EDC)
with the Navy in June 2000. Article 6 (b) of the EDC agreement limits the allowable uses of
proceeds to:
• Road Construction
• Transportation Management Facilities
• Storm and sanitary sewer construction
• Police and fire protection facilities and other public facilities
• Utility construction
• Building Rehabilitation
• Historic property preservation
• Pollution prevention equipment or facilities
• Demolition
• Disposal of hazardous materials generated by demolition
• Landscaping, grading and other site or public improvements; and
• Planning for or the marketing of the redevelopment and reuse of the property
Compliance with the federal restrictions has required transferring some Alameda Point operating
costs to unrestricted funds, such as FISC lease revenue in order to fund essential city services
(police /fire). Also, per the EDC agreement, the ARRA annually submits an audit report on the use
of lease revenues to the Navy.
The only substantial difference to the ARRA budget from previous years is that this is the first year
since ARRA transferred the responsibility for leasing and property management to the base Master
developer, Alameda Point Community Partners (APCP). As property manager, APCP assumed
oversight of the port operations (Trident) and the housing property manager (Gallagher & Lindsey).
APCP was able to undertake several projects such as: landscape improvements at the property
entrance; building roof repair /replacement, roof inventory, life and safety tree trimming and removal;
Honorable Members of the
Alameda Reuse and Redevelopment Authority
June 19, 2003
Page 2
and sidewalk repairs. The roof repairs were required due to severe damage done to buildings during
winter storms. Next year, the proposed budget for property management has been increased to fund
the purchase of equipment for port operations (containment boom to protect against bay
contamination), all port insurance (ARRA was paying for some insurance), the newly - established
hospital tax and possessory interest taxes for housing units previously not included on the county
rolls (the county was not billing for all of the market rate housing units). For safety purposes, APCP
will be installing night lighting around leased buildings.
Discussion
The ARRA Fund is composed of building /equipment lease revenue, cost - recovery from APCP
negotiations, bond proceeds for capital projects and grant funds. Currently, the ARRA is drawing
down funds from two Economic Development Administration (EDA) grants. These funds are being
used for building upgrades, water system improvements, Pier 1 electrical improvements and
construction of Tinker Avenue.
This is the second year that the ARRA will make a payment to the General Fund . The payment is
to reimburse the City for a 1995 -96 loan to the ARRA for completion of the Community Reuse
Plan. The debt incurred is approximately $3 million.
Fiscal Impact
Total Revenue projected for FY 04 -05 is $18,961,969 with total expenditures of $18,490,086. The
projected fund balance is $471,883. Attachment 1 details ARRA revenue and expenditures and
Attachment 2 lists the projected bond - funded activities. The following is a brief description of
budgeted items:
1999 Alameda Point Bond Debt Service $1,261, 606
Repayment of bridge financing done in 1999.
Repayment of General Fund Loan $1,700,000
City Fees $1,029,544
Payment of Citywide Development Fee and Urban Runoff Fee ($376,400 and $653,144
respectively).
Building Maintenance $113,580
Maintenance costs for City - leased buildings at Alameda Point (O'Club, Bldg 1, Pool, Gym etc.)
Roads and Grounds $124,984
Maintenance of grounds not under APCP jurisdiction and public roads.
Electric Power $200, 000
Since transferring the electrical system to AP &T, the ARRA has saved over $1 million in electrical
costs.
Water $941,172
Funds operations and maintenance of the water system ($108,160), water usage fee ($540,800) and
AP water ($292,212) which are managed by Public Works. .
Honorable Members of the
Alameda Reuse and Redevelopment Authority
Sanitary Sewers
Funds contractual services, repairs, and manhole replacements.
Gas Usage
Funds usage and PG &E maintenance.
June 19, 2003
Page 3
$252,750
$75, 000
Outside Legal Counsel $544, 000
This includes the annual outside legal allocation ($484,000) and a $60,000 contingency for a real
estate attorney to oversee APCP leasing activities when needed. Legal costs for negotiations with
the master developer are covered by cost recovery.
Alameda Point Capital Projects $4,200,000
This includes the projects outlined in Attachment 2 and all EDA- funded activities.
Alameda Point Property Management $3,015,031
Funds property management function and includes 1 -tune purchase of new port equipment, corrects
cost of port insurance from prior year, includes possessory interest and hospital assessments on all
market -rate housing units (See Attachment 3).
Property Management Funds controlled by ARRA $686,000
Sets aside funds for roof repair contingency ($500,000), Environmental consultant services ($36,000)
and waterproof sealing of Building One ($150,000). APCP must receive staff approval before funds
can be drawn down for the identified activities.
Cost Recovery for AP Negotiations $1,812,000
One full year budget per the ENA agreement.
Alameda Point Operating Costs $2,184,419
Includes City indirect costs, audit, ARRA meeting expenses, consultant services, insurance, and
costs for Public Works, City Manager's Office, Information Technology, Development Services,
Planning, and Human Resources staff.
Building 77 Upgrades $200,000
This amount is the additional funding needed to bring the building to occupancy level. These funds
are added to the $326,864 EDA grant /matching funds to fulfill ARRA's obligation.
Reimbursement of General Plan Amendment Cost $150,000
Initial payment to reimburse Planning (General Fund) for costs associated with the Alameda Point
General Plan. Amendment.
Total Expenditure $18,100,206
Recommendation
It is recommended that the Alameda Reuse and Redevelopment Authority approve the FY 2003-
2004 Alameda Point budget.
Honorable Members of the
Alameda Reuse and Redevelopment Authority
By:
JF/PB/NB:la
June 19, 2003
Page 4
ectfullysu fitted,
ul Benoit
eputy Executive Director
dtP\ PrAAA.or
Nanette Banks
Finance & Administration Manager
Attachments: Attachment 1 ARRA Revenue and Expenditures
Attachment 2 AP Bond - Funded projects
Attachment 3 APCP Property Management Budget
G: \COMDEV\ BASE R- 2\ARRA \STAFFREP\2003 \0304BU -1. WPD
Attachment One
ALAMEDA POINT BUDGET - FISCAL 2003 -2004
Operating Budget
REVENUES
Projected Fund Balance
Cost Recovery-APCP
Projected Year Revenue
$3,000,000
1,812,000
9,949,969
TOTAL Available for Operations $ 14,761,969
CAPITAL IMPROVEMENT PROJECT BUDGET
Revenue
Bond Proceeds
Grants
TOTAL Available for Capital
$ 1,700,000
$ 2,500,000
$ 4,200,000
Grand Total Resources $ 18,961,969
Expenditures
Operations
Cost Recovery
Bond Debt Service
Repayment of GF Loan
Building Maintenance
Roads And Grounds
Electric Power
Water
Sanitary Sewers
Gas Usage
Outside Legal Counsel
AP Property Management
ARRA -Prop. Mgmt Funds
Building 77 Upgrades
Reimbursement for GPA
City Fees
TOTAL Operations
FUND BALANCE
Capital Expenditures
$ 2,184,419
1,812,000
1,261,606
1,700,000
113,580
124,984
200,000
941,172
252,750
75,000
544,000
3,015,031
686,000
200,000
150,000
1,029,544
$ 14,290,086
471,883
AP Bond Projects $ 1,700,000
Electrical /Building 1,000,000
Tinker Avenue 1,500,000
$ 4,200,000
Grand Total Expenditures $ 18,961,969
Attachment Two
AP Bond Project 2003-20041
Bond Improvement Fund
AP Estuary Sewer
AP Water Misc.
Building One Roof
AP Survey
AP Elevator
Street Upgrades
Traffic Flow Remaining Funds
Aerial City Wide
EDA Water/Building Upgrades
EDA Pier One Electrical
AP Golf Course Project
Total Projects
Totals
Remaining Balance
$1,700,000
$114,500
100,000
240,000
27,000
90,000
100,000
1,500
14,300
200,000
230,000
580,000
1,697,300
1,697,300
$2,700
1 Both fund balance and project balances are based on year end projection
Proposed APCP Property Management Budget
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Alameda Reuse and Redevelopment Authority
Interoffice Memorandum
June 24, 2003
TO: Honorable Members of the
Alameda Reuse and Redevelopment Authority
FROM: Jim Flint, Executive Director
2-C
SUBJ: Report and Recommendation from the Executive Director to Approve a Contract
with Northgate Environmental for Environmental Consulting Services at Alameda
Point for FY 2003 -04 in the amount of $206,000
Background
Northgate Environmental has provided environmental consulting services to the ARRA for the past
five years. They have reviewed and analyzed Navy environmental documents for the clean -up of
East Housing, FISC Alameda Annex (FISCA) and the Alameda Naval Air Station (Alameda Point).
They provide comments to the Base Reuse staff and represent the city at regular meetings of the
regulatory agencies and the Navy, and provide professional expertise to ARRA staff to allow full
participation in the cleanup decisions made by the Navy. In addition, over the past year, Northgate
has supported the City in its negotiations with the Navy and the Master Developer regarding early
transfer and related environmental services.
Discussion
Northgate's existing contract covered FY 02 -03. A new contract in the amount of $206,000, for
FY03 -04, has been prepared and is on file with the Secretary of the ARRA. During the FY 03 -04,
Northgate will assist the City /ARRA staff in negotiations with the Master Developer and the tasks
associated with the early transfer of that portion of the base. Specifically, Northgate will attend all
meetings regarding the Master Developer at which environmental engineering support for the
City /ARRA may be needed. Other tasks required for successful transfer of the base include
analyzing clean -up assumptions, assisting in negotiations with the Navy, and working with the state
and federal environmental regulators; monitoring of remediation in the lands proposed for trade into
the Tidelands Trust to make sure they will be cleaned in a manner acceptable to the State for the
trade -in; participating in the Early Transfer Working Group; and other miscellaneous tasks to
provide information for support of the Master Developer effort by the City /ARRA.
Fiscal Impact
The $206,000 in support of the Master Developer negotiations will be reimbursed through cost
recovery pursuant to the Exclusive Negotiating Agreement.
Dedicated to Excellence, Committed to Service
Honorable Members of the
Alameda Reuse and Redevelopment Authority
Recommendation
June 24, 2003
Page 2
The Executive Director recommends approval of the attached contract with Northgate Environmental
for $206,000 to provide technical support for negotiation of an early transfer, and related
environmental work with the Master Developer for FY 03 -0
JF/DY/DP:la
Deputy City M ager, AP Negotiations
By: • ebbie Potter
Base Reuse and Redevelopment Manager
Attachments on file with the Secretary of ARRA:
Consultant Agreement - Northgate Environmental Management, Inc.
Dedicated to Excellence, Committed to Service
G: \COMDEV\BASE REUSE& REDEVP\ ARRA\ STAFFREP \2003WORTHGATE.070203.DOC
CONSULTANT AGREEMENT
THIS AGREEMENT, entered into this 2°d day of July 2003, by and between ALAMEDA
REUSE AND REDEVELOPMENT AUTHORITY (hereinafter referred to as "ARRA "), and
NORTHGATE ENVIRONMENTAL MANAGEMENT, INC., a California corporation, whose
address is 3629 Grand Avenue, Oakland, CA 94610, (hereinafter referred to as "Consultant "),
is made with reference to the following:
RECITALS:
A. ARRA is a Joint Powers Authority duly organized and validly existing under the
laws of the State of California with the power to carry on its business as it is now being conducted
under the statutes of the State of California and the Charter of the City.
B. Consultant is specially trained, experienced and competent to perform the special
services which will be required by this Agreement; and
C. Consultant possess the skill, experience, ability, background, certification and
knowledge to provide the services described in this Agreement on the terms and conditions
described herein.
D. ARRA and Consultant desire to enter into an agreement for services upon the terms
and conditions herein.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as
follows:
1. TERM:
The term of this Agreement shall commence on the 2nd day of July 2003, and shall
terminate on the 30th day of June 2004, unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED:
Consultant shall perform each and every service set forth in Exhibit "A ", which is attached
hereto and incorporated herein by this reference.
3. COMPENSATION TO CONSULTANT:
Consultant shall be compensated for services performed pursuant to this Agreement in the
amount not to exceed $206,000.00 (Exhibit "A ").
4. TIME IS OF THE ESSENCE:
Consultant and ARRA agree that time is of the essence regarding the performance of this
Agreement.
5. STANDARD OF CARE:
Consultant agrees to perform all services hereunder in a manner commensurate with the
prevailing standards of like professionals in the San Francisco Bay Area and agrees that all
services shall be performed by qualified and experienced personnel who are not employed by
ARRA nor have any contractual relationship with City.
1
6. INDEPENDENT PARTIES:
ARRA and Consultant intend that the relationship between them created by this Agreement
is that of employer- independent Consultant. The manner and means of conducting the work are
tinder the control of Consultant, except to the extent they are limited by statute, rule or regulation
and the express terms of this Agreement. No civil service status or other right of employment
will be acquired by virtue of Consultant's services. None of the benefits provided by ARRA to
its employees, including but not limited to unemployment insurance, workers' compensation
plans, vacation and sick leave are available from ARRA to Consultant, its employees or agents.
Deductions shall not be made for any state or . federal taxes, FICA payments, PERS payments,
or other purposes normally associated with an employer- employee relationship from any fees due
Consultant. Payments of the above items, if required, are the responsibility of Consultant.
7. IMMIGRATION REFORM AND CONTROL ACT (IRCA):
Consultant assumes any and all responsibility for verifying the identity and employment
.authorization of all of its employees performing work hereunder, pursuant to all applicable IRCA
or other federal, or state rules and regulations. Consultant shall indemnify and hold ARRA
harmless from and against any loss, damage, liability, costs or expenses arising from any
noncompliance of this provision by Consultant.
8. NON - DISCRIMINATION:
Consistent with ARRA's policy that harassment and discrimination are unacceptable
employer /employee conduct, Consultant agrees that harassment or discrimination directed toward
a job applicant, a ARRA employee, or a citizen by Consultant or Consultant's employee on the
basis of race, religious creed, color, national origin, ancestry, handicap, disability, marital status,
pregnancy, sex, age, or sexual orientation will not be tolerated. Consultant agrees that any and
all violations of this provision shall constitute a material breach of this Agreement.
9. HOLD HARMLESS:
Consultant shall indemnify, defend and hold harmless ARRA, City, its City Council, boards,
commissions, officers, employees and volunteers ( "Indemnities ") from and against any and all loss,
damages, liability, claims, suits, costs and expenses whatsoever, including reasonable attorneys' fees
( "Claims "), arising from or in any manner connected to Consultant's negligent act or omission,
whether alleged or actual, regarding performance of services or work conducted or performed
pursuant to this Agreement, to the extent Consultant's negligent act or omission, whether alleged or
actual, 'contributes to such claims. If Claims are filed against Indemnities which allege negligence
on behalf of the Consultant, Consultant shall have no right of reimbursement against Indemnities for
the costs of defense even if negligence is not found on the part of Consultant. However, Consultant
shall.. not be obligated to indemnify Indemnities from Claims arising from the sole or active
negligence or willful misconduct of Indemnities.
As to Claims for professional liability only, Consultant's obligation to defend Indemnities
(as set forth above) is limited to the extent to which its professional liability insurance policy will
provide such defense costs.
2
10. INSURANCE:
On or before the commencement of the terms of this Agreement, Consultant shall furnish
ARRA 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 and D. 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 written notice to the ARRA by certified mail, "Attention: Risk
Manager." It is agreed that Consultant shall maintain in force at all times during the performance
of this Agreement all appropriate coverage of insurance required by this Agreement with an
insurance company that is acceptable to ARRA and licensed to do insurance business in the State
of California. Endorsements naming ARRA, City of Alameda, its City Council, boards,
commissions, officials, employees and volunteers as additional insured shall be submitted with the
insurance certificates.
A. COVERAGE:
Consultant shall maintain the following insurance coverage:.
(1) Workers' Compensation:
Statutory coverage as required by the State of California.
(2) Liability:
Commercial general liability coverage in the following minimum limits:
Bodily Injury: $500,000 each occurrence
$1,000,000 aggregate - all other
Property Damage: $100,000 each occurrence
$250,000 aggregate
If submitted, combined single limit policy with aggregate limits in the amounts of
$1,000,000 will be considered equivalent to the required minimum limits shown above.
(3) Automotive:
Comprehensive automobile liability coverage in the
following minimum limits:
Bodily injury: $500,000 each occurrence
Property Damage: $100,000 each occurrence
or
Combined Single Limit: $500,000 each occurrence
(4) Professional Liability:
Professional liability insurance which includes coverage for the professional
acts, errors and omissions of Consultant in the amount of at least $1,000,000.
B. SUBROGATION WAIVER:
Consultant agrees that in the event of loss due to any of the perils for which it has agreed
to provide comprehensive general and automotive liability insurance, Consultant shall look solely
to its insurance for recovery. Consultant hereby grants to ARRA, on behalf of any insurer
providing comprehensive general and automotive liability insurance to either Consultant or ARRA
with respect to the services of Consultant herein, a waiver of any right to subrogation which any
such insurer of said Consultant may acquire against ARRA by virtue of the payment of any loss
under such insurance.
3
C. FAILURE TO SECURE:
If Consultant at any time during the term hereof should fail to secure or maintain the
foregoing insurance, ARRA shall be permitted to obtain such insurance in the Consultant's name
or as an agent of the Consultant and shall be compensated by the Consultant for the costs of the
insurance premiums at the maximum rate permitted by law and computed from the date written
notice is received that the premiums have not been paid.
D. ADDITIONAL INSURED:
ARRA, City of Alameda, its City Council, boards, commissions, officials, employees and
volunteers shall be named as an additional insured under all insurance coverages, except worker's
compensation insurance. The naming of an additional insured shall not affect any recovery to which
such additional insured would be entitled under this policy if not named as such additional insured.
An additional insured named herein shall not be held liable for any premium, deductible portion of
any loss, or expense of any nature on this policy or any extension thereof. Any other insurance held
by an additional insured shall not be required to contribute anything toward any loss or expense
covered by the insurance provided by this policy.
E. SUFFICIENCY OF INSURANCE:
The insurance limits required by ARRA are not represented as being sufficient to protect
Consultant. Consultant is advised to consult Consultant's insurance broker to determine adequate
coverage for Consultant.
11. CONFLICT OF INTEREST:
Consultant warrants that it is not a conflict of interest for Consultant to perform the services
required by this Agreement. Consultant may be required to fill out a conflict of interest form if the
services provided under this Agreement require Consultant to make certain governmental decisions
or serve in a staff capacity as defined in Title 2, Division 6, Section 18700 of the California Code
of Regulations.
12. PROHIBITION AGAINST TRANSFERS:
Consultant shall not assign, sublease, hypothecate, or transfer this Agreement, or any interest
therein, directly or indirectly, by operation of law or otherwise, without prior written consent of
ARRA. Any attempt to do so without said consent shall be null and void, and any assignee,
sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted
assignment, hypothecation or transfer. However, claims for money by Consultant from ARRA under
this Agreement may be assigned to a bank, trust company or other financial institution without prior
written consent. Written notice of such assignment shall be promptly furnished to ARRA by
Consultant.
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 joint venturer or syndicate
member or cotenant, if Consultant is a partnership or joint venture or syndicate or cotenancy, which
shall result in changing the control of Consultant, shall be construed as an assignment of this
Agreement. Control means fifty percent (50 %) or more of the voting power of the corporation.
13. SUBCONSULTANT APPROVAL:
Unless prior written consent from ARRA is obtained, only those people and subconsultants
whose names are listed in Consultant's bid shall be used in the performance of this Agreement.
4
Requests for additional subcontracting shall be submitted in writing, describing the scope of
work to be subcontracted and the name of the proposed subconsultant. Such request shall set forth
the total price or hourly rates used in preparing estimated costs for the subconsultant's services.
Approval of the subconsultant may, at the option of ARRA, be issued in the form of a Work Order.
In the event that Consultant employs subconsultants, such subconsultants shall be required
to furnish proof of workers' compensation insurance and shall also be required to carry general and
automobile liability insurance in reasonable confoiinity to the insurance carried by Consultant. In
addition, any work or services subcontracted hereunder shall be subject to each provision of this
Agreement.
14. PERMITS AND LICENSES:
Consultant, at its sole expense, shall obtain and maintain during the term of this Agreement,
all appropriate permits, certificates and licenses, including a City of Alameda Business License, that
may be required in connection with the performance of services hereunder.
15. REPORTS:
Each and every report, draft, work product, map, record and other document reproduced,
prepared or caused to be prepared by Consultant pursuant to or in connection with this Agreement
shall be the exclusive property of ARRA.
No report, information nor other data given to or prepared or assembled by Consultant
pursuant to this Agreement shall be made available to any individual or organization by Consultant
without prior approval by ARRA.
Consultant shall, at such time and in such form as ARRA may require, furnish reports
concerning the status of services required under this Agreement.
16. RECORDS:
Consultant shall maintain complete and accurate records with respect to sales, costs,
expenses, receipts and other such information required by ARRA that relate to the performance of
services under this Agreement.
Consultant shall maintain adequate records of services provided in sufficient detail to permit
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 free access to such books and records to the representatives of ARRA or its designees at all
proper times, and gives ARRA the right to examine and audit same, and to make transcripts
therefrom as necessary, and to allow inspection of all work, data, documents, proceedings and
activities related to this Agreement. Such records, together with supporting documents, 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 preliminary examination or audit of records, and ARRA's supplemental examination or
audit of the records discloses a failure to adhere to appropriate internal financial controls, or other
breach of contract or failure to act in good faith, then consultant shall reimburse ARRA for all
reasonable costs and expenses associated with the supplemental examination or audit.
5
17. NOTICES:
All notices, demands, requests or approvals to be given under this Agreement shall be given
in writing and conclusively shall be deemed served when delivered personally or on the second
business day after the deposit thereof in the United States Mail, postage prepaid, registered or
certified, addressed as hereinafter provided.
All notices, demands, requests, or approvals from Consultant to ARRA shall be addressed
to ARRA at:
Alameda Reuse and Redevelopment Authority
Alameda Point
950 West Mall Square, 2" `1 Floor
Alameda, CA 94501
ATTN: Doug Yount
All notices, demands, requests, or approvals from ARRA to Consultant shall be addressed
to Consultant at:
Northgate Environmental Management, Inc.
3629 Grand Avenue
Oakland, CA 94610
ATTN: Peter Russell /Ted Splitter
18. TERMINATION:
In the event Consultant fails or refuses to perform any of the provisions hereof at the time
and in the manner required hereunder, Consultant shall be deemed in default in the performance of
this Agreement. If such default is not cured within a period of two (2) days after receipt by
Consultant from ARRA of written notice of default, specifying the nature of such default and the
steps necessary to cure such default, ARRA may terminate the Agreement forthwith by giving to the
Consultant written notice thereof.
ARRA shall have the option, at its sole discretion and without cause, of terminating this
Agreement by giving seven (7) days' prior written notice to Consultant as provided herein. Upon
termination of this Agreement, each party shall pay to the other party that portion of compensation
specified in this Agreement that is earned and unpaid prior to the effective date of termination.
19. COMPLIANCE WITH MARSH CRUST ORDINANCE:
Contractor shall perform all excavation work in compliance with the City's Marsh Crust
Ordinance as set forth at Section 13 -56 of the Municipal Code. Prior to performing any
excavation work, Contractor shall verify with the Building Official whether the excavation work
is subject to the Marsh Crust Ordinance. Contractor shall apply for and obtain permits from
Building Services on projects deemed to be subject to the Marsh Crust Ordinance.
20. COST OF LITIGATION:
If any legal action is necessary to enforce any provision hereof or for damages by reason of
an alleged breach of any provisions of this Agreement, the prevailing party shall be entitled to
receive from the losing party all costs and expenses in such amount as the Court may adjudge to be
reasonable, including attorneys' fees.
6
21. COMPLIANCES:
Consultant shall comply with all laws, state or federal and all ordinances, rules and
regulations enacted or issued by ARRA.
22. CONFLICT OF LAW:
This Agreement 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 Agreement shall be filed with the courts of the County of
Alameda, State of California.
23. ADVERTISEMENT:
Consultant shall not post, exhibit, display or allow to be posted, exhibited, displayed any
signs, advertising, show bills, lithographs, posters or cards of any kind pertaining to the services
performed under this Agreement unless prior written approval has been secured from ARRA to do
otherwise.
24. WAIVER:
A waiver by ARRA of any breach 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 term, covenant, or
condition contained herein, whether of the same or a different character.
25. INTEGRATED CONTRACT:
This Agreement represents the full and complete understanding of every kind or nature
whatsoever between the parties hereto, and all preliminary negotiations and agreements of
whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held
to vary the provisions hereof. Any modification of this Agreement will be effective only by written
execution signed by both ARRA and Consultant.
26. INSERTED PROVISIONS:
Each provision and clause required by law to be inserted into the Agreement shall be deemed
to be enacted herein, and the Agreement shall be read and enforced as though each were included
herein. If through mistake or otherwise, any such provision is not inserted or is not correctly
inserted, the Agreement shall be amended to make such insertion on application by either party.
27. CAPTIONS:
The captions in this Agreement are for convenience only, are not a part of the Agreement and
in no way affect, limit or amplify the terms or provisions of this Agreement.
7
IN WITNESS WHEREOF, the parties have caused the Agreement to be executed on the day and
year first above written.
NORTHGATE ENVIRONMENTAL ALAMEDA REUSE &
MANAGEMENT, INC.
w
REDEVELOPMENT AUTHORITY
Peter Russell James M. Flint
Principal City Manager
Gadomdev/ contract larra /northgate, contract4.doc
8
RECOMMENDED FOR APPROVAL:
r 7�_ /
Dou . Yo r+'iepu i y Manager
Alameda Point Negotiations
APPROVED AS TO FORM:
Teresa Highsmi
Assistant City Attorney
Exhibit "A"
Cost Estimate for Master Developer Negotiations Support - Northgate Environmental
Task 1: Master Developer- Oriented Meetings
Estimated hours: 610
Northgate labor $129,460
Task 2: Follow up on Navy Evaluation of PAHs in Soil
Estimated hours: 80
Northgate labor $17,000
Task 3: Tidelands Trust
Estimated hours: 71
Northgate labor $15,000
Task 4: Miscellaneous Assignments
Estimated hours: 124
Northgate labor $26,000
Task 5. Project Management
Estimated hours: 86
Northgate labor $18,540
Master Developer- Related Total .. $206,000
G:/domdev/ contract /arra/northgate, contract4.doc
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AGENDA
Special Joint Meeting of the Governing Body of the
Alameda Reuse and Redevelopment Authority and
Alameda Point Advisory Committee
* * * * * * **
Alameda City Hall
Council Chamber, Room 391
2263 Santa Clara Avenue
Alameda, CA 94501
1. ROLL CALL
2. REGULAR AGENDA ITEMS
WORK SESSION
Tuesday, July 22, 2003
Meeting will begin at 5:30 p.m.
City Hall will open at 5:15 p.m.
2 -A. Discussion regarding the future role and responsibilities of the Alameda Point Advisory
Committee (APAC).
3. Public Comment on Non- Agenda Items Only.
Anyone wishing to address the Board on agenda items only, may speak for a
maximum of 3 minutes per item.
4. ADJOURNMENT
Notes:
Please contact ARRA Secretary, Lucretia at 749 -5800 or 522 -7538 at least 72 hours prior to the
meeting to request agenda materials in an alternative format, or any other reasonable
accommodation that may be necessary to participate in and enjoy the benefits of the meeting.
City of Alameda
Inter - Office Memorandum
July 11, 2003
To: Honorable Chair and Members
of the Alameda Reuse and Redevelopment Authority
From: James M. Flint
Executive Director
2 -A
Re: Alameda Point Advisory Committee (APAC) Report and Recommendation
Regarding the Future Role and Responsibilities of APAC
BACKGROUND
The role and responsibilities of the APAC were most recently discussed by the ARRA at its May
3, 2000 meeting. At that time, ARRA was presented with four options: 1) maintaining the
APAC in its current capacity with a requirement to sunset upon adoption of the General Plan
Amendment incorporating the Base Reuse Plan (the General Plan Amendment was adopted by
the City Council on May 20, 2003); 2) disbanding the APAC; 3) allowing the APAC to serve as
advisory to all boards and commissions; or 4) disbanding the APAC and inviting its members to
form a citizens group. The ARRA voted to maintain the APAC in its current capacity but
deferred a decision on a sunset requirement by directing a review of APAC's status in 18
months.
With the adoption of the General Plan Amendment and selection of a prospective master
developer, ARRA requested a joint meeting of the ARRA and APAC to discuss APAC's
continuing role at this important juncture in the redevelopment of Alameda Point. To prepare for
this joint meeting, APAC, with the assistance of MIG, Inc., prepared the attached "Report to the
ARRA Regarding APAC's Continuing Role."
DISCUSSION
In addition to its work on the General Plan amendment, APAC has served an important function
in the redevelopment of Alameda Point. In its capacity as advisory to the ARRA, APAC had a
representative on the master developer selection team; held an Alameda Point open house in
conjunction with a community workshop during the selection process; provided review and input
of the golf course and resort project site plan, recommending approval to the ARRA of the
current site plan (individual APAC members also testified before the BCDC Design Review
Board on several occasions); and provided review and input on APCP's first proposed
beautification project, recommending approval to the ARRA.
Dedicated to Excellence, Committed to Service
Honorable Chair and Members of the
Alameda Reuse and Redevelopment Authority
July 11, 2003
Page 2
APAC members see an opportunity to continue in this advisory role as redevelopment of the
base moves forward. APAC is particularly interested in sharing its institutional knowledge and
expertise with the master developer and continuing to engage the larger community in the
integration of Alameda Point with the rest of the city.
Specifically, APAC sees the following duties in its role as advisory to ARRA:
• Developing a list of key issues and appropriate position points regarding development at
Alameda Point
• Conducting community update and feedback meetings
• Developing a process that allows early input with the master developer
• Ensuring adherence to the goals and policies of the reuse plan
• Participating in the formal review process for the master plan
Community engagement is a critical component of approving a master plan for Alameda Point.
As work moves forward to implement the vision contained in the Reuse Plan, there is a role for
APAC to play. Redeveloping Alameda Point is very complex, with issues ranging from
hazardous materials clean -up and development compatibility with the wildlife refuge to
integrating the Alameda Point Collaborative development into the larger development and
ensuring adequate open space and recreational opportunities for the broader community. ARRA
may want these, and related, issues explored by an advisory board, and the larger community,
prior to making specific decisions related to redeveloping the base.
APAC could continue to work in its current capacity to review and provide input on specific
development initiatives as well as work with the master developer to engage the larger
community in the master planning process for Alameda Point. The master planning process will
culminate in the approval of a Disposition and Development Agreement (DDA). The current
development schedule calls for approval of the DDA in late 2005 /early 2006. Therefore, it may
be appropriate to continue the APAC until approval of the DDA, at which time all of the major
entitlements will be in place.
FISCAL IMPACT
There is minimal fiscal impact in maintaining the APAC. Historically, $20,000 a year was
budgeted for the APAC. Over the last several years, expenses associated with the APAC have
been less than $10,000 per year. Expenses are paid with ARRA lease revenues and do not
impact the general fund.
RECOMMENDATION
The ARRA's most recent direction regarding the APAC was to maintain its current duties and
review its future role at a later date. ARRA has now requested that review. Based on APAC's
report regarding its continuing role, and a review of APAC's current duties, the Executive
Dedicated to Excellence, Committed to Service
G: \Comdev \Base Reuse& Redevp\ ARRA\ STAFFREP \2003\APAC.FutureRole.072203.doc
Honorable Chair and Members of the
Alameda Reuse and Redevelopment Authority
July 11, 2003
Page 3
Director recommends that the APAC continue to advise the ARRA on specific development
initiatives as directed and to assist in the community engagement process for the Alameda Point
master plan, through approval of a DDA. The Executive Director further recommends
disbanding APAC following approval of a DDA. This on -going role, up through approval of the
DDA, helps ensure broad -based participation in the redevelopment of Alameda Point.
JF/PB /DP:la
ectful1 _ mitted,
Ben
eputy Executive Direc
By: I - . bie ' o ter
Base Reuse and Redevelopment Manager
Dedicated to Excellence, Committed to Service
G: \Comdev\Base Reuse& Redevp\ ARRA\ STAFFREP \2003\APAC.FutureRole.072203.doc
Alameda Point Advisory Committee
Report to the ARRA
Regarding APAC'S Continuing Role
(
ALAMEDA POINT ADVISORY COMMITTEE
RECOMMENDATION FOR APAC'S CONTINUED ROLE IN THE DEVELOPMENT OF
ALAMEDA POINT
1. Historic Mission and Function of APAC
• Organized and solicited public input resulting in the Final Community Reuse
Plan
• Represented all views of diverse segments of the City to resolve issues
related to base reuse
• Made recommendations to the ARRA for the resolution of myriad issues
pertaining to the Plan
• Worked to ensure adherence to the Plan as the enduring framework for
development at Alameda Point
• Served in an advisory role to ARRA throughout the process
2. Planning Phase
There are many issues which will influence the future vision and efforts of
Alameda Point development, such as economic changes in Alameda and the region,
South Shore's expansion plans over the next 10 years, impacts of Park and Webster
Streets' economic development, possible changes to the Catellus mixed use project,
traffic limitations, etc. APAC can play a valuable role by conducting "reality checks" of
how the concepts in the Reuse Plan will be affected in changing circumstances and
understanding what changes in the Plan might be necessary as development progresses.
There is no question that the next stage of development will have a decisive and
long-term impact on the character of Alameda Point. Community input and its
coordination are essential during all aspects of the process, from beginning to end. By
being the focal point for community discussion, APAC will be able to translate public
views and issues in a coherent manner to the ARRA.
Public information should be generated from the perspective of the Master Plan,
the concepts of which should be approved by the community. APAC is experienced in
such an effort, having presented at least 10 public workshops and forums to formulate
the Reuse Plan. Continued solicitation from the community should keep ongoing public
interest in the development. Acting as this conduit, APAC can digest community input
and work with the Master Developer to help achieve the Reuse Plan goals.
The City Boards and Commissions (EDC, Planning, staff) are attuned to decide on
specific issues as they arise. However, APAC is concerned that these issues will be
decided through their perspectives only, without having the advantage of knowing the
overall picture. We fear that, without an overall view, disorganized development with
unintended consequences will result. On the other hand, many APAC members serve on
other City agencies: EDC, Planning, ARPD, Education, WABA, Board of Realtors. Thus the
expertise from other areas comes together at APAC. This invaluable advantage
occurs nowhere else. APAC is uniquely situated to know and understand the entire
development picture and where each phase fits into the Reuse Plan goals.
3. APAC'S Value-Added and Ideal Role
APAC is the best positioned entity to serve as advocate for Alameda Point as
proposals are put forth by the Master Developer; that is one of our strengths--to
represent as a "legitimate body" the needs and concerns of the population that has a
long-term stake there, such as residential and commercial tenants and the Alameda
Point Collaborative. In some sense, we constitute "the neighborhood" for the area.
4. Some issues that APAC will confront in the next phase
N Transportation and traffic analysis needs updating
NI Other developments in Alameda, including FISC, and their impacts on
Alameda Point--and vice versa
• Proposed actions of the City and Master Developer
5. Proposed Ongoing Duties of the APAC
• Develop a list of key issues and appropriate position points regarding
development at Alameda Point. Provide input to the City and Boards
• Engage the community, especially early in the development process, to
solicit effective input and interpret and transmit the information to the
relevant entities
• Develop a process that allows early APAC input with the Master Developer
• Maintain and enhance cross-membership on other Boards and Commissions
• Include membership from a large cross-section of the community
• Develop discussions and recommendations on key and controversial issues
and, where necessary, act as the vehicle for diffusing conflict regarding
development at Alameda Point
• Ensure adherence to the goals and policies of the Reuse Plan
• Participate in the formal review process for the Master Plan
6. Advantages APAC Brings to the Development Process at Alameda Point
• APAC has depth of understanding. The experience of the Committee as a
whole is a major strength and provides continuity and history.
• APAC represents comprehensive views that bring diverse information
together to assess the impacts Alameda Point development has on different
elements of the City
• APAC acts as a community conscience and enjoys political and bureaucratic
independence
• APAC has a commitment to the entire City of Alameda
RECOMMENDATION: Based on the role the APAC sees for itself
in the future development at Alameda Point, we believe that any
"sun-setting" of the Committee should be tied to the existence
of a significant presence of a constituent community living and
working at Alameda Point.
July 22, 2003
AGENDA
Special Meeting of the Governing Body of the
Alameda Reuse and Redevelopment Authority
* * * * * * **
Alameda City Hall
Council Chamber, Room 391
2263 Santa Clara Avenue
Alameda, CA 94501
Tuesday, July 22, 2003
Meeting will begin at 6:00 p.m.
City, Hall will open at 5:45 p.m.
1. ROLL CALL
2. REGULAR AGENDA ITEMS
2 -A. Alameda Point Advisory Committee (APAC) report and recommendation regarding the
future role and responsibilities of APAC.
3. Public Comment on Non - Agenda Items Only.
Anyone wishing to address the Board on agenda items only, may speak for a
maximum of 3 minutes per item.
4. ADJOURNMENT TO CLOSED SESSION OF THE ARRA TO CONSIDER
CONFERENCE WITH REAL PROPERTY NEGOTIATOR:
4 -A. Property:
Negotiating parties:
Under negotiation:
Notes:
Alameda Naval Air Station
ARRA, Navy and Alameda Point Community Partners
Price and Terms
Please contact ARRA Secretary, Lucretia at 749 -5800 or 522 -7538 at least 72 hours prior to the
meeting to request agenda materials in an alternative format, or any other reasonable
accommodation that may be necessary to participate in and enjoy the benefits of the meeting.