Resolution 15437CITY OF ALAMEDA RESOLUTION NO. 15437
AUTHORIZING THE INTERIM CITY MANAGER TO EXECUTE A
FOURTH AMENDMENT TO THE DISPOSITION AND DEVELOPMENT
AGREEMENT AND ALL OTHER NECESSARY DOCUMENTS
BETWEEN THE CITY OF ALAMEDA AND ALAMEDA POINT
PARTNERS, LLC FOR THE SITE A DEVELOPMENT AT ALAMEDA
POINT
WHEREAS, the City of Alameda ("City") and Alameda Point Partners, LLC
("Developer") entered into a Disposition and Development Agreement for Alameda Point
- Site A dated as of August 6, 2015 ("DDA"), authorized by City of Alameda Ordinance
No. 3127, whereby the City agreed to convey to the Developer Property located at the
former Naval Air Station Alameda under certain terms and conditions and Developer
agreed to develop the Project on the Property all in accordance with a Milestone Schedule
incorporated into the DDA; and
WHEREAS, the DDA contemplates development of a 68 -acre area within Alameda
Point that extends generally from the Main Street entrance of Alameda Point to the
eastern edge of the Seaplane Lagoon and includes 800 housing units (200 affordable),
600,000 square feet of commercial development, and extensive parks and utility
infrastructure ("Site A Project"); and
WHEREAS, on February 4, 2014, the City of Alameda certified the Alameda Point
Final EIR in compliance with the California Environmental Quality Act (CEQA), and the
Final EIR evaluated the environmental impacts of redevelopment and reuse of the lands
at Alameda Point consistent with the Town Center Plan; and
WHEREAS, the parties entered into a First Amendment to the DDA on February
8, 2017, authorized by City of Alameda Ordinance No. 3174, to extend the closing on the
Phase 1 property ("Phase 1 Property") by four additional months from December 12, 2016
to April 11, 2017 ("Phase 1 Closing Date") due to the rising cost and complexity of the
project requiring more time to complete property due diligence items and to finalize
financial commitments; and
WHEREAS, although significant efforts were made by Developer to finalize these
commitments, Developer did not meet the requirements of the DDA necessary to accept
conveyance of the Phase 1 Property by the Phase 1 Closing Date of April 11, 2017, and
was in default under the DDA; and
WHEREAS, as part of Developer's effort to cure its default, Developer submitted
proposed changes to the Site A Development Plan, which were approved by the Planning
Board on May 22, 2017, and entered into a Second Amendment to the DDA on July 19,
2017, authorized by City of Alameda Ordinance No. 3185, that enhanced the financial
underwriting of the Site A Project and allowed the Developer to make a $1.4 million
extension payment to the City and extend the Phase 1 Closing Date to April 9, 2018,
therefore curing its default; and
WHEREAS, prior to closing on Phase 1, the Developer requested a Third
Amendment to the DDA in order to remove the requirement in Section 4.2 of Exhibit M
("Affordable Housing Implementation Plan") of the DDA that allows the City to withhold
building permits for any market rate units in excess of 395 units (Metering Requirement),
if Eden Housing has not received and executed its tax credit reservations for the
Affordable Housing Projects, which amendment was approved by the City Council
pursuant to Resolution No. 15352; and
WHEREAS, the Developer is requesting a Fourth Amendment to the DDA in order
to amend certain provisions of the DDA related to extension payments for the Phase 2
close of escrow; and
WHEREAS, the Developer has commenced construction of Phase 1 of the Site A
Project and is diligently proceeding with construction of the Phase 1 Backbone
Infrastructure but the Developer has encountered certain previously unknown conditions
related to the replacement and connections of the existing subsurface infrastructure which
have resulted in material delays in the Developer's progress in completing the Phase 1
Backbone Infrastructure and ability to proceed with the close of escrow on Phase 2; and
WHEREAS, the DDA authorizes the Developer to extend the date for close of
escrow on Phase 2 by making certain payments to the City, the amount of which are
dependent upon the stage of completion for the Phase 1 Backbone Infrastructure; and
WHEREAS, the Developer has requested that the City approve an amendment to
the DDA to allow the Developer to extend the date for close of escrow on Phase 2 for up
to one year by paying the Extension Fee that would be due if 50% or more of the Phase
1 Backbone Infrastructure was complete even though at the time of the request less than
50% of the Phase 1 Backbone Infrastructure is complete on the basis that Developer has
been delayed as a result of the unforeseen infrastructure conditions existing at the Site;
and
WHEREAS, the City has determined that the Fourth Amendment to the DDA is in
the best interest of the City in that it will allow the Developer to continue to proceed in a
diligent manner with the construction of Phase 1 of the Site; and
WHEREAS, the Alameda Point EIR was certified by the City Council in February
2014 pursuant to CEQA and the City has determined that no further environmental review
is necessary as part of the approval of the Fourth Amendment to the DDA.
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of
Alameda finds and determines as follows:
1. The Fourth Amendment to the DDA substantially in the form on file
with the City Clerk, subject only to such changes as are approved by
the City Attorney and the Interim City Manager, is hereby approved.
2. The Interim City Manager is authorized to execute the Fourth
Amendment to the DDA and to take such other actions as are
contemplated and consistent with the Fourth Amendment to the
DDA.
1, the undersigned, hereby certify that the foregoing Resolution was duly and
regularly adopted and passed by the Council of the City of Alameda in a regular meeting
assembled on the 2nd day of October, 2018, by the following vote to wit:
AYES: Councilmembers Ezzy Ashcraft, Matarrese, Oddie, and Vella
—4.
NOES: Mayor Spencer —1.
ABSENT: None.
ABSTENTIONS: None.
IN WITNESS, WHEREOF, I have hereunto set my hand and affixed the official
seal of said City this 3rd day of October, 2018.
Lara Weisiger, Ci Jerk
City of Alameda
a W 0 a '1 • 00
Janet//P. Kern, City Attorney
City if Alameda