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HomeMy WebLinkAbout2012-06-12 e-packety��T'��`''�� REGULAR MEETING o OVERSIGHT BOARD FOR THE c�L7FO SUCCESSOR AGENCY TO THE CITY OF SOUTH SAN FRANCISCO REDEVELOPMENT AGENCY P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, Califomia 94083 CITY HALL I-AR('j'FE CONFERENCE ROOM, r-FOP F1,00R 400 G"RAND AVENUE TUESDAY, JUNE 12, 2012 2-000 p.m. PEOPLE OF SAN MYFE0 COT TN`FY You arc invited to off 'cr your suggestions. In ordcr that you may know our inetbod of Conducting Board business, we proceed as follows: 'I'lic regular n-welings cif the South San Francisco Oversight Board for the Successor Agcilcy to die City of'Souch San Francisco Redcvelopment Agency al,c hcld on the second 1"'uesday of ca.ch month at 2:00 p.m. in dic in the Loxgc Conference Room, '1'01) Floor at City Hall, 400 Grwid Avenue, South an Francisco, California. In accordancc with California Government Code Section 54957.5, any writing or doculliclit diat is a public record, relates to an open session agenda item, and is distributed less dim 72 hours prior to a re njlar nweting will be inade av(M'lable for public inspection in the City Clerk's 011kc located at City Hall. If', however, [tic document or writing is not distributed until the regular inecting to which it. relates, then the document or writing Neill be inade available to the public at. tlic location of the inecting, as listed on this agenda. The address of City Hall is 400 Grand Alvenue, South S.-ui Francisco, California 94080. III compliance witli Americans with Disabilities Act, if you need special assistance to pax&ipate in this niecting, please contact the South an Francisco City Clerk's Mice at (6t50 877-8518. Notification 4.8 hours in advwice of the niccting will enab1c the City to n-iake reasonable ammgcnicnts to ensure accessibility to this meeting. Chairman: Neil Cullen Selected ba: Largest Special District of the type in H&R Code Section 34188 Vice Chair: Selected b: Denise Porterfield San Mateo County Superintendent of Schools Deputy Superintendent, Fiscal and {operational Services San Mateo County office of Education Board Members* Mark Addiego Cuncilmernber, City of South Saxe Francisco Alternate: Barry Nagel City Manager, City of South San Francisco Gerry Beaudin Principal Planner, City of South San Francisco Selected b# Mayor of the City of South San Francisco Mayor of the City of South San. Francisco Barbara +Christensen. Chancellor of California Community College Director of Community /Government Relations, San Mateo County Community College District Rna Farrals Deputy County Manager, San Mateo County Paul Scannell Counsel Craig Labadie San Mateo County .Board of Supervisors San Mateo County Board of Supervisors {Public Member} dvis- Marty Van Duyn — Assistant City Manager, City of South San Francisco Jim Steele — Finance Director, City of South San Francisco Steve Latta — City Attorney, City of South San Francisco Krista Martinelli — City Clerk, City of South San Francisco Armando Sanchez — Redevelopment Consultant, City of South San Francisco CALL TO ORDER PLEDGE OF ALLEGIANCE OVERSICIT'HT B OARD RECA I I AR MEETING Jt WE 1 � 2012 AGENDA PA '_E AGENDA REVIEW PUBLIC COMMENTS Comments from members of the public on items not on this meeting agenda. The Chair may set time limit for speakers. Since these topics are non-agenda items, the Board may briefly respond to statements made or questions posed as allowed by the Brown Act (Government Code Section 54954.2). However, the Board may refer items to staff for attention, or have a matter placed on a future agenda for a more comprehensive action report. MATTERS FOR CONSIDERATION 1. Motion to approve the Minutes of meetings of May 8, 2012 and May 17, 2012, 2. Consideration of a proposal to authorize the City Manager and Assistant City Manager to enter into contracts and agreements for services that are budgeted on the approved recognized obligations payment schedule (ROPS). 3. Discussion of timing of County Redevelopment Property Tax Trust Fund (RPTTF) distributions and comparison to staff estimates. 4. Review of property assets. a. Property review. b. Tour of properties (van available). Address SC O Asset Transfer Assessment Row Number 559 Gateway Blvd 296 Airport Blvd 5 201 Grand Avenue 14 207 Grand Avenue 13 217-219 Grand Avenue 12 200 Linden Avenue 9 212 Baden Avenue 10 216 Baden Avenue 11 480 No. Canal 6 432 Baden Avenue 2 616 Linden Avenue 15 700 Linden Avenue 16 905 Linden Avenue 17 938 Linden Avenue 18 323 Miller Avenue 3 356 Grand Avenue 4 472 Grand /306 Spruce Avenue 7 468 Miller Avenue 8 OVI-4,RSIGH"Y BOARD RECT'ITIAR MEFTING JUNE 125 2012 A'ENDA PAGE 3 Address SCO Asset Transfer Assessment Row Number Chestnut Avenue 21 1 Chestnut Avenue 20 APIA 093-312-050 19 APN 093-312-060 19 APN 093- 331 -050 19 APN 093- 331 -060 19 APT 011 -326 -030 1 5. Approval of a license agreement allowing PG&E temporary use of a portion of 1 Chestnut Avenue and a vacant property on fission Road for a contractor office and staging area. 6. Future uture Agee Ada Items. a. Report from Bond Counsel regarding the legal authority of the Oversight Board to approve d f a ante of bonds issued by the fore er Redevelopment Agency. l). FPPC Conflict of Interest Code. C. Administrative Budget: consideration of need for audit /RDA financial consulting assistance, d. Recommendations .datlons pertaining to disposition demolition of properties previously held by the Redevelopment Agency. C. Report on any determination by the State of California Department of Finance on unfunded pension and liabilities being an enforceable obligation of the Successor Agency of a Redevelopment Age .cy. 1`. Report on legal analysis pertaining to Harbor District Agreement and consideration of motion approving Harbor District Agreement as enforceable obligation of the Successor Agency. ADJOURNMENT (ATRS I GHT BOARD RECTJT1 AR 1 1EErl "IN G JUNE, 1- , 2012 AT"ENDA PAT'E4 REGULAR MEETING-- �0���ri,�V �,� MINUTES OVERSIGHT BOARD FOR THE SUCCESSOR AGENCY TO THE CITY OF 0 SOUTH SAN FRANCISCO REDEVELOPMENT AGENCY P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco,, California 94083 Meeting held at: MIAICIPAL SERVICES BtJILDING COMMUNITY ROOM 33 AR-ROYO DRIVE SOUTH SAN FRANCISCO, CA TUESDAY, MAY 81) 2012 CALL TO ORDER Time. p.m. R OT J. C. A T.T. PLEDGE OF ALLEGIANCE AGENDA REVIEW IMFT Present: Boardmembers Addiego, Beaudin, Christensen and Farr ales, Vice Chairperson Porterfield and Chairperson Cullen. Absent: Boardmember Scannell. Led by Vice Chairperson Porterfield. Staff advised that Agenda Item 2 was not necessary for consIderation at this time. Chairperson Cullen directed that the Item be maintained as a Future Agenda Item until appropriate for hearing. Additional Agenda Review took place later in the meeting as set forth below at Item 4. PUBLIC COMMENTS Comments from members o f the public on items not on this meeting agenda. The Chair may set time limit for speakers. Since these topics are non-agenda items, the Board may briefly respond to statements made or questions posed as allowed by the Brown Act (Government Code Section 54954.2). However, the Board may refer items to staff for attention,, or have a matter placed on a future agenda for a more comprehensive action report. None. MATTERS FOR CONSIDERATION 1. Motion to approve the Minutes of the April 24, 2012 Special Meeting. Motion— Boardmernber arrales/ econd.— Boardmember Christensen: to approve the Minutes of the April 24, 2012 Special Meeting. Approved by the following voice vote. AYES Boardmembers Addiego, Beaudin and Christens n, vice Chairperson Porterfield and Chairperson Cullen; NAPES: None. ABSTAIN: None. ABSENT: Bc ardmember Scannell. 2. FPPC Conflict of Interest Code. Per the direction set forth under Agenda Review above, this item was placed on the Future Agenda Items roll for hearing at a later date. 3. Presentation and consideration of the Recognized Obligations Payments Schedule (ROPE) for the period July through December 2012. a. Presentation of BOPS. Director of Finance Steel presented the r PS for the July 2012- December 2012 period. Prior to the onset of the ROPS review, Director Steele responded to the Board's question regarding the Department of Finance and confirmed that the City had not received inquiry from the Department within the 1 -day notice period since submission of the Board - approved January 2012 -June 2012 ROPS. Director Steele proceeded with review of the July 2012- December 2012 BOPS, noting that no new items were added as compared against the January-June 2012 ROPS. Accordingly, the Board had seen each of the 24 items before. Crass references to line items in the previous ROPS were provided on the schedule for case of review. As part of the line by line discussion, Assistant City Manager and Director of Economic and Community e elop gent Van, Duyn discussed items 7 and 8 relating to the Harbor District Agreement. Item 7 specifically pertained to costs associated with Harbor District improvements and reimbursements per the underlying agreement. Counsel Labadic rioted that he had discussed and obtained the underlying Harbor District and Oyster Point ventures Agreements from staff. He planned to provide the Board with a complete legal analysis of the gare m is prior to first payments being made in July. In response to the Board's questioning as to how the pending analysis would affect its ability to approve the FOPS, Counsel Labadle advised that the ROPS could be ,approved as presented and the Board could subsequently direct that the July payments not be made if an adverse conclusion were to be reached by legal analysis. He further explained that any disbursement allocated to fund the obligation would be adjusted in the subsequent ROPS and corresponding disbursement from the County. Director- Steele noted a line item. for `Total Surplus (Deficit) Carryover from prior F P " would capture such amounts at the bottom of every FOPS. Director Steele continued with lime item review of the proposed July 2012-December 2012 OVERSIGHT BOLD MAY 85 2012 STS PACE 2 ROPE. In response to B ardmem rs' questions pertaining to listing costs related to Property Disposition set fortb at Item 21, consultant Sanchez responded that broker costs were expected to be paid with proceeds from sales. In response to question from Bo rdmember Christensen,. Diarec or Steele responded that the amounts set forth at Item No. 22 were estimated. Upon completion of the review, Cbairnnan Cullen stated the Board was presented with the proposed July 1, 2012- December 31, 2012 ROPE including all items, with the caveat that payments on certain items related to the Harbor District and oyster Point ventures Agreements would be subject to Board discretion pending review of legal analysis by Counsel Labadie. b. Presentation of Administrative Budget including identification of staffing and salaries in connection with the Successor Agency's proposed staffing of the oversight Board. Director Van Duyn presented the Successor Agency Administrative Budget as set forth on Exhibit B to the staff report accompanying the agenda item. He explained the Administrative Budget for July- December 2012 was estimated at $269, 560.00, which was made up of $85,130.00 in Professional and Specialized Services, $11,301.57 for supplies and services related to meeting expenses, office supplies, printing services and special noticing, and $173, 127.43 worth of staff support costs as measured by a percentage of full time employee position, including salaries, benefits and retirement costs. He advised that as actual costs are incurred, Boardmembers would be provided wi tai furtb er breakdown. Boardmembers questioned the inclusion of employee benefits and retirement costs in the Administrative Budget as relevant to the staff support cost estimate. Staff noted that although the Agency had not previously funded oP B and P RS contributions in this manner, it would have been well advised to do so. City Manager Nagel confirmed that it should have been done. From what staff had teamed, it was making the recommendation to follow the pay -as- you -go methodology going forward. Boardmemb r Addiego stated the cast of staff expense identified in the report, including benefits and retirement costs, represented the true cost expended in support of the Successor Agency and Oversight Board. Chairman Cullen recounted that the Department of Finance would have the ultimate say on the propriety of the allocation. . Consideration of Motion to approve R PS and Administrative Budget for the period of July through December 2012. Motion— Boardrnem er Addiego /Second— Boardmernber Christensen: to approve the ROPE and Administrative Budget for the period of July 1, 2012 through December 31, 2012. Approved by the following roll call vote: AYES: Boardmer hers Addiego, Beaudin and Christensen, Vice Chairperson. Porterfield and Chairperson Cullen; NOBS: None. A STAW: None. ABSENT: B o ard.m emb er Scannell. OVERSIGHT BOARD MAY 8, 2012 MINUTES PAGE 4. Agenda Review: Emergency item City Attorney Mattas advised that at 1:00 p.m. on the afternoon of this meeting, Finance Director Steele received a call from the County Auditor pertaining to the approved January 2012- June 2012 ROPS. The County believed that "reserves" called out as a funding source on the approved January 2012- June 2012 RCPS were insufficiently defined. Based on direction at previous meetings, it was clear that Boardmembers intended to allocate tax increment for payment of debt obligations of the foriner RDA. Accordingly, staff recommended placing an urgency item on the present agenda to clarify for the County that the Board intended the indebtedness to be paid off with Redevelopment Property Tax Trust Fund ("RPTTF") funds. Counsel Lab die advised that a 213 vote of the Board was required to place this item on the agenda as an urgency item. He believed this to be a valid urgency as it came to light after the agenda was posted and immediate action was needed. Motion— Boardmember Beaudin/Second— Vice Chairperson Porterfield: to add an urgency item pertaining to the 1:00 p.m. inquiry from the County Auditor regarding the Board's intent with respect to the funding source for certain payments authorized on the January 20-12- June 2012 approved BOPS. Approved by the following voice vote: AYES: Boardmembers Addiego, Beaudin and Christensen, Vice Chairperson Porterfield and Chairperson Cullen; NOES: None. ABSTAE14: None. ABSENT: Boardmember Scannell. Director Steele then recounted that the Board had approved debt service payment of Items 2-9 on the prior approved ROPS funded by RPTTF. Similarly, Pass-through payments set forth as Items 1-14 on page 4 of the prier approved ROPS would be paid using RPTTF. Finally, any leftover dollars would be allocated towards Bond defeasance and row 75 indicates this intent. The revisions clarify the funding source for these items as RPTTF. Motion— Vice Chairperson Porterfield/Second— Boardmember Christensen: to authorize Director of Finance Steele to report to the County Auditor that the Board intended to fund certain line items on the January 1, 2012-June 30, 2012 ROPE with RPTTF. 5 Financial/Cash Flow Updates: a. Review of letter from County Controller Dated May 2, 2012 on Tax Distribution. b. Review of Cash Flow. Director of Finance Steele presented cash flow information in light of a May 2, 2012 letter from the County issued by Bob Adler. The presentation included the Successor Agency's cash flow updated with the approved July 2012 through December 2012 BOPS. He noted that the County's estimated $3.1 million distribution to taxing entities did not take into account the Board's designation in the approved January 2012- June 2012 BOPS of $3 million of surplus property tax for bond defeasement. In response to questions from the Board regarding whether the County planned to provide future estimates of ongoing money as opposed to one-time money, Director Steele responded that it was unclear. He pointed Boardmembers to a page in the cash flow estimate he provided which included conservative Fiscal Year 2013-2017 estimates, He noted projections indicating what the City might receive as a taxing entity, but stated he was not OVERSIGHT BOARD MAY 8) 2012 MINUTES PAGE 4 comfortable making such projections for the other taxing entities given the high number of uncertainties presently outstanding. He, did note, however, that based on the bond defeas ment, an ever - growing payout to the taxing entitles would accrue over tine. Chairman Cullen recounted a conversation he had with Shirley Terrell of the County pertaining to the May 2, 2012 letter. He noted the County expected a six month lag in reporting based on overages and/or deficits from approved R PS versus actual spending. He relayed that Ms. Terrell advised further information would be forthcoming from the controller's office. 6. Future Agenda Items. a.. Administrative Budget: consideration of need for audit/RDA financial consulting assistance. 1). Recommendations pertaining to disposition/demolition of properties previously held by the Redevelopment Agency, c. Report on any determination by the State of California Department of Finance on unfunded pension and liabilities being an enforceable obligation of the Successor Agency of Redevelopment Agency. (1, Report on legal analysis pertaining to Harbor District Agreement and consideration of motion approving Harbor District Agreement as enforceable obligation of the Successor Agency, ADJOURNMENT Motion — Vice Chairperson Porterfield/Second— Boardmember Beaudin: to adjourn the meeting. Unanimously approved by voice vote. Pursuant to the above motion, Chairnan Cullen adjourned the meeting at 3:07 p.m. Approved: Vista J. i, Ci r Neil Cullen, Chairperson City of Oversight Board for the Successor Agency to the City of South San Francisco Redevelopment Agency OVERSIGHT BOARD t , 2012 MFNUTES PAGE SPECIAL MEETING MINUTES ;� µ OVERSIGHT BOARD FOR TIDE CIO SUCCESSOR AGENCY TO THE CITY QF `�t��oa�1�' SOUTH SAN FRANCISCO REDEVELOPMENT AGENCY P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco,, California 94083 Meeting held at.- MUNICIPAL SERVICES BUILDING COMMUNITY ROOM 33 ARROYO DRIVE SOUTH SAN FRANCISCO., CA AND BY TELECONFERENCE AT COUNTY OF SAN MATEO COT JN MANA("T'ER'S CONFERENCE ROOM 400 COUNTY CENTER, FIRST FLOOR REDWOOD CITY., CA 94063 CALL TO ORDER D CST T C" A T T PLEDGE OF ALLEGIANCE AGENDA REVIEW None. TUESDAY, MAY 17, 2012 Time: 12:30 p.m. Present.- Boardmembears Addle o, ea din, Farrales* and Sea rmell, Vice Chairperson Porterfield and Chairperson Cullen. Absent.- Boardmember Christensen. * Boardmember Farrales participated by telephone from the County Mananger's Conference Room, 400 County Center, First Floor, Redwood City Califomia. Led by Vice Chairperson Beaudin. PUBLIC COMMENTS Comments from members of the public on items not on this meeting agenda. The Chair may set time limit for speakers. Since these topics are non-agenda items, the Board may briefly respond to statements made or questions posed as allowed by the Brown Act (Government Code Section 54954.2). However, the Board may refer items to staff for attention., or have a matter placed on a future agenda for a more comprehensive action report. None. MATTERS FOR CONSIDERATION 1. Presentation and consideration of the draft Amended Recognized Obligations Payments Schedule (ROPE) for the period January 2012 through June 2012. a. Presentation of draft Amended ROPS. Director of Finance Steele advised the Board that the County Auditor had notified staff that the State Department of Finance was unwilling to accept verbal confirmation of the Board's intent to fund certain line items on the approved January 1, 2012-June 30, 2012 ROPS with the Redevelopment Property Tax Trust Fund ("RPTTF"). Accordingly, staff recommended that the Board resubmit the January 1, 2012-June 30, 2012 ROPS identifying RPTTF as the funding source where indicated. Director Steele further indicated he had provided the draft to Shirley Terrell of the County and she had indicated it was sufficient for purposes of demonstrating the Board's intent with respect to funding source. b. Consideration of motion to approve draft Amended ROPS. Motion- Boardmember Scannell/Second— Boardmember Addiego: to approve the Amended ROPS for the period January 1, 2012 through June 30, 2012. Approved by the following Roll Call vote: AYES: Boardmembers Addiego, Beaudin, Farrales and Scannell, Vice Chairperson Porterfield and Chairman Cullen; NOES.- None; ABSTAfN. None; ABSENT: Boardmember Christensen. 2. Future Agenda Items. a. Administrative Budget: consideration of need for audit/RDA financial consulting assistance. 1). Recommendations pertaining to disposition demolition of properties previously held by the Redevelopment Agency. C. Report on any determination by the State of California Department of Finance on unfunded pension and liabilities being an enforceable obligation of the Successor Agency of a Redevelopment Agency. d. Rsport on legal mialysis pert. ning to Harbor DisLrict Agreenicnt md con sidcration of motion approving Harbor District Agreen-ient as enforceable oblip6on of- the Successor Agency. OVERSIGHT BOARD MAY 17; 2012 MINUTES PAGE 2 ADJOURNMENT Motion — Boardmemb r Scannell /Second— Boardmember Addle o: to adjo m the meeting. Approved by the following .oll Call vote: AYES: Board embers Addxe o, Bea th ., Farral s and Scannell, vice Chairperson Porterfield and Chairman Cullen; NOES: None; ABSTAIN: None; ABSENT: Boardme ber Christensen. Pursuant to the above motion, Chainnan Cullen adjourned the meeting at 12:55 p.m. Submitted: J. .n i, +fix Cl erg City of South tan Francisco OVERSIGHT RD MATES Approved: Neil Cullen, Chairperson. Oversight Board for the Successor Agency to the City of South Sari Francisco Redevelopment Agency MAY 17, 2012 PAGE o�TH S"h'F o ' °' "` Redevelopment Successor Agency Oversight Board y O Staff Report J cgLIF DATE: June 12, 2012 TO: Members of the Oversight Board FROM: ,dim Steele, Finance Director SUBJECT: AUTI ORJZING CITY MANAGER AND ASSISTANT CITY MANAGER R TOE ENTER INTO CONTRACTS AND AGREEMENTS FOR SERVICES THAT ARE BUDGETED ON THE APPROVED RECOGNIZED OBLIGATIONS PAYMENT SCHEDULE (RODS) RECOMMENDATION It is recommended that the Oversight Board authorize the City Manager and Assistant City Manager to enter into contracts and/or agreements for services related to items budgeted in the Recognized Obligations Payment Schedule (ROPS), BACKGROUND/DISCUS SION The Oversight Board may recall that all items authorized for expenditure by the Successor Agency in winding down the f ormer Redevelopment Agency (RDA) are incorporated in the R PS. Because the Successor Agency and the Oversight Board each meet only once a month for regular meetings, it would g e more efficient, for a timely winding down of RDA affairs if administrative agreements and contracts needed to implement ROPE services could be approved administratively by the City Manager and Assistant City Manager. This is consistent with the City's current purchasing practices; however, it makes sense to explicitly validate this purchasing practice for the Oversight Board. For the Board's information, the City Council has already approved providing this authority to the City tanager and Assistant City Manager, pending Board. approval. By Approved: Jim tee Marty Van Duy Finance Director Assistant City Manager and irector of Economic and Community Development J /MvD Redevelopment Successor Agency Oversight Board co ° Staff Re port IF4R DATE: June 12, 2012 To: Members of the Oversight Board FROM.- Marty Van Duyn, Assistant City Manager SUBJECT: APPROVAL OF A LICENSE AGREEMENT ALLOWING PG &E T TEMPORARILY USE FOR A PORTION OF 1 CHESTNUT AVENUE AND A VACANT PROPERTY OIL MISSION ROAD FOR A CONTRACTOR OFFICE AND STAGING .AREA. RECOMMENDATION DATIO I The Successor Agency recommends that the Oversight Board approve, by motion, the attached draft License Agreement with PG&E to use a portion of the building, and the surface parking area, at I Chestnut Avenue and the vacant site on Mission Road for a contractor offkce and staging area for the period from Tune 25, 2012 through December 24, 2012. BACKGROUND/DISCUS SION Pacific Gas and Electric PG &E is requesting that the City. grant a license for PGE's contractor to use a portion approximately 4,850 square feet) of the building, and the surface parking lot at 1 Chestnut Avenue and a portion (approximately 71,000 square feet) of the vacant, unimproved property on Fission Road for use as a contractor office and a staging area (See Exhibit B in the License Agreement). PG &E is in the process of selecting a contractor to install a new gas line through the city of South Sari Francisco. PG &E is proposing that their contractor use the two sites from .Tune 25, 2012 to December 24, 2012 in order to complete the Line 132 gas pipeline replacement prof ect. PG &E is requesting use of the two sites in order for them to construct an important upgrade to the existing gas pipeline system that exists on the San Francisco Peninsula. I. 2010, a portion of Line 132 was responsible for the destruction of a neighborhood in San Bruno. After the disaster, PG &E was tasted with surveying, inspecting and upgrading the pipeline along the entire route. In South San Francisco, the pipeline is located from San Bruno and Colma, generally following El Camino Real, Antoinette Lane and Mission Road. Last year, PG &E inspected the pipeline and found leaks in the pipe on Antoinette Lane and on Mission Road, between Colma Creek to Lawndale Drive. In October 2011, PG &E made temporary repairs so that South San Francisco residents could receive gas service during the winter months. PG &E plans to remove the existing pipeline on Antoinette Lane and replace it with a new -lneb pipeline on Chestnut Avenue, between El Camino Real and Ilion Road, and Mission Road, Between Chestnut Avenue and La nd le Drive. The proposed project would be a permanent replacement to the existing pipeline. Board staff is requesting that the Board approve the use of the two sites for a construction office and Staff Report Subject: License Agreement t with PG &E at 1 Chestnut Avenue and Mission Road Page 2 a staging area. PG &E has agreed to pay a monthly rent of $14,080.00 to lease -both sites. The rent is based on comparable ruts for similar temporary rar uses found in South Sari Fra. el 's industrial and commercial areas. The rent for the vacant and the unimproved site on Mission Read 1s the same as the rent paid by PG &E last year. In addition to the base rent, the tenant will be responsible for Paying all utilities and maintenance on the two properties. The calculation of the base rent includes: Address Size Rent Per Square Feet Total Rent I Chestnut Avenue 4, 850 sf $1.00 $41850.00 Mission Road 71 PO sf $0.13 $9,230.00 'dotal $14,080.00 SUCCESSOR AGENCY RECOMMENDATION On June 6,, 2012, the Successor Agency recommended that the Oversight Board approve draft License Agreement with PG &E' contractor to use a portion of the building, and the surface parking area at 1 Chestnut Avenue and the vacant site on Mission Road for a contractor office and staging area. The Agency members expressed concern that the staging area should he properly maintained and screened from the adjacent neighborhoods and the public streets. Exhibit D in the Agreement includes specific "Conditions of Approval" that PG &E and its contractor maintain the t wo sites, comply with the City's noise and construction ordinances, and screen the staging area from public view. CONCLUSION PG &E is requesting that the Oversight Board approve a License Agreement for its contractor to use a portion of I Chestnut Avenue and a Portion of a vacant and unimproved site on Mission Road (See Exhibit B in the License Agreement). The Successor Agency recommends that the Oversight Board approve, by motion, the attached draft License Agreement to use a portion of the building, and the surface parking .g area. at 1 Chestnut Avenue and the vacant site on Mission road for a contractor office and staging area for the period from June 25, 2012 through December 24, 2012. By: Approved: Marty van I uyn --,-B!Vry M. Nagel Assistant City Manager and Director City Manager r Attachments; 1 Draft License Agreement, with Exhibits LICENSE AGREEMENT This License Agreement (this "Agreement" or "License" is entered into effective as of June ', 2012 "Effective Date "' by and between the City of South San Francisco, a municipal corporation (the "City" ) and (the "Licensee"). City and Licensee are hereinafter collectively referred to as the "Parties." RECITALS A. City is the owner of real property located at I Chestnut Avenue, City of South San Francisco and that certain vacant real property located on Mission Road in the City of South San Francisco, known as San Mateo County Assessor's Parcel No. 093-331-050 and more particularly described in Exhibit A attached hereto and incorporated herein by reference the "Property ". B. Licensee is engaged as a contractor for Pacific Gas and Electric Company in a construction and repair project relating to the existing gas line project on land located adjacent to the Property, and desires to obtain a license from City to use approximately 3 acres of the Property for construction staging purposes. The portion of the Property for which a. license is granted pursuant to this Agreement is described i late payment by Licensee, but the payment of such late charge shall not excuse or cure any default by Tenant under this Agreement. The Parties further agree that the payment of late: charges pursuant to this Section 1. 1 and the payment of interest pursuant to Section 1.2 are distinct and separate from one another in that the payment of interest is to compensate City for the use of City's money by Licensee, while the payment of a late charge is to compensate City for the additional administrative expense incurred by City in handling and processing delinquent payments, but excluding attorneys' fees and costs incurred with respect to such delinqueDt payments. Acceptance of any late fees and late charges shall not prevent City from exercising any of the other rights and remedies available to City under this Agreement for any other default by Licensee. 1.2 Interest. Any amount due from Licensee to City which is not paid when due shall bear interest at the l esscr of ten p reent 10% per annum or the maximum rate which City is permitted by law to charge, from the date such payment is due until paid, but the payment of such interest shall not excuse or cure any default by Licensee under this Agreement. 2. Terra of License. The term of the License and right of entry granted hereby, shall commence on the Effective Date and shall continue until December 2 , 2 12 (the "Termination It's unless City or Licensee terminate this Agreement pursuant to Section 3 below. 2,1 Extension of Term; License Fee During_Extension Period. Upon written request by Licensee delivered to City not later than thirty days prior to the expiration of the initial terra of this License, Licensee may request an extension of the terms. City will not withhold consent to an extension of the terra for a period of up to two 2 additional months if Licensee reasonably requires such extension in order to complete construction activities on the adjacent property. The License Fee payable during each month during such extension shall be the sum of Sixteen Thousand Dollars ($16,000.00). All other terms and conditions of this Agreement shall apply during any extension of the term. 3. Termination of License . City may terminate or suspend this License by written notice to Licensee following Licensee's breach of its obligations under this Agreement if Licensee fails to cure any such breach within ten 1 clays following written notice of default from the City. 4. Conditions of Use. Licensee's right to enter upon and use the Licensed Premises is limited to the Permitted Activity (defined in Section 1 above) subject to compliance .nce with all conditions of approval set forth in Exhibit D and all conditions set forth in this Section (collectively, the "Conditions of Use"). without limiting the foregoing, Licensee agrees to comply with all of the following specific requirements,* . Licensee shall be liable for any damage to the Property, or any part thereof, or any other property of the City or City right of way (all of the foregoing, collectively, "City Property" ) that occurs as a result of this License and the use of the Licensed Premises, unless caused by the gross negligence or willful misconduct of the City or its employees, agents or contractors. Any damage to the Property or City Property shall be immediately repaired to the satisfaction of City at Licensee's sole cost and expense. 1736192.1 b. Licensee shall not encroach on the public right of way adjacent to the Property. C. Licensee shall comply with all Conditions of Use and with all state, federal and local laws, regulations, rules and orders, applicable to this License, the Property or the Pern -iitted Activity, including without limitation all Environmental Laws (defined in Exhibit attached hereto and incorporated herein by reference. Licensee shall not cause or permit any Hazardous Material (defined in Exhibit Q to be generated, brought onto, used, stored, or disposed of in or about the Property, (i) Notice of Release or Investi ation. If during the term of this Agreement'. Licensee becomes aware of a any actual or threatened release of any Hazardous Material on, under, or about the Property, orb any inquiry, investigation, proceeding, or claim by any government agency or other person regarding the presence of Hazardous Material on, under, or about the Property, Licensee shall give City written notice of the release or investigation within five days after learning of it and shall simultaneously furnish. to City copies of any claims, notices of violation, reports, or other writings received by Licensee that concern the release or investigation. (11) I emediation Obligations. If the presence of any Hazardous Material brought onto the Property by Licensee or Licensee's agents, employees, invitees, customers, consultants, contractors or subcontractors results in contamination of the Property or any part thereof, Licensee shall promptly take all necessary actions to remove or rmediate such Hazardous Materials, whether or not they are present at concentrations exceeding state or federal maximum concentration or action levels, or any governmental agency has issued a cleanup order, at Licensee's sole expense, to return the Property to the condition that existed before the introduction of such Hazardous Material. Licensee shall first obtain City's approval of the Proposed removal or remedial action. d. Licensee shall not impair or interfere with City's ability to access the Property. e. Licensee expressly acknowledges and agrees that City shall have no obligation to provide security services or fencing, and Licensee's use of the Licensed Premises is at Licensee's own risk. f. Licensee expressly acknowledges and agrees that City has no obligation to maintain or repair the Property or the Licensed Premises, and Licensee accepts use of the Licensed Premises in its S -IS condition. g. Licensee shall, at Licensee's sole cost and expense, maintain the Licensed Premises in its condition existing as of the Effective Date, reasonable wear- and teas- excepted, and shall beep the Licensed Premises in condition free of dcbris, litter and graffiti. without limiting the generality of the foregoing, Licensee shall be responsible for maintaining any landscaping located on the Licensed Premises, and for undertaking at Licensee's sole expense without reimbursement, any necessary repair or resurfacing of paved surfaces on the Licensed 1736192.1 Premises and any repair or maintenance of fencing and lighting. Licensee shall be responsible for payment of all utilities serving the Licensed Premises. Licensee shall take reasonable steps to ensure that access to the Licensed Premises 1s limited to Licensee and Licensee's agents, employees, contractors and subcontractors. At Licensee's sole expense without reimbursement, Licensee shall install and maintain security fencing around the perimeter of the Licensed Premises throughout the term of this Agreement. h. City shall have the right at all times during the terra of this Agreement to eater upon and to inspect the Licensed Premises to ensure compliance with this Agreement. 1. Prior to the expiration of the term of this Agreement as such may be extended pursuant to Section 2. 1 , at Licensee's sole cost and expense, Licensee shall remove a.11 vehicles, equipment, materials and personal property from the Licensed Promises and shall restore the Licensed Premises to its condition existing as of the Effective Bate, reasonable wear and tear excepted ("Original Condition ". If Licensee fails to comply with the foregoing, City shall have the right to remove all vehicles, equipment, materials and personal property from the Licensed Premises and to restore the Licensed Premises to original Condition, and Licensee shall be obligated to pay City for all costs incurred by City in connection with such removal and restoration within five business days following receipt of City's invoice therefor. Prior to storing materials on the Licensed Premises, Licensee shall, at Licensee's sole expense without reimbursement, screen from view the portion of the Licensed Premises that fronts along fission Street and the portion of the Licensed Premises that faces the condominium project located to the north of the Property. Screening materials shall be approved by City, which approval will not be unreasonably withheld. 5. Inden-inlflcation. Licensee agrees to indemnify, defend (with counsel approved by City) and hold City and its elected and appointed officers, officials, employees, agents and representatives (all of the foregoing collectively ` Ind nit es" ) harmless from and against all liability, loss, cost, claim,, demand, action, suit, legal or administrative proceeding, penalty, deficiency, fine, damage and expense (including, without limitation, reasonable attorneys' fees and costs of litigation) (all of the foregoing collectively "Claims") resulting f'rom or arising in connection with use of the Property by Licensee or Licensee's agents, employees, invitees, contractors or subcontractors, including without limitation, Claims arising as a result of or in connection with any release of any Hazardous Material in or about the Property by Licensee, or Licensee's agents, employees, invitees,, contractors, or subcontractors') or any other violation of any Environmental Law by Licensee or Licensee "s agents, employees, invitees, contractors or subcontractors, except and to the extent caused solely by the gross negligence or willful misconduct of any of the Indemnitees. Licensee's indemnification obligations set forth in this Section 5 shall survive the expiration or earlier termination of this Agreement. 6. Release of Claims. Licensee hereby waives,, releases, and discharges forever the Indemnit.ees from all present and future Claims arising out of or in any way connected with entry upon or use of the Property by Licensee or Licensee's agents, employees, invitees, contractors or subcontractors, including without limitation all Claims arising in connection with any injury to persons or danagc to or theft of vehicles, equipment, materials, or any other personal property, 1^736192. 1 4 except and to the extent caused solely by the gross negligence or willful misconduct of any of the Indcmnitees. The provisions of this Section 6 shall survive the expiration or earlier termination of this Agreement. 7. Insurance. Throughout the term of this Licensc, Licensee shall maintain a commercial general liability policy in the amount of at least Two Million Dollars ($2,000,000) combined single limit, or such other policy limit as City may require in its reasonable discretion,, including coverage for bodily injury, property damage and contractual liability coverage. Such policy or policies shall be written on an occurrence basis, shall be issued by an insurance carrier licensed to do business in the State of Callfomia with current A. M. Best's rating of no less than A: VII, and shall name the City and the Indemnitees as additional insureds. Throughout the term of this License, Licensee shall maintain a comprehensive automobile liability coverage in the arnount of at least Two Million Dollars ($2,000,000), combined single limit including coverage for owned, non-owned and leased vehicles. Automobile liability policies shall name the Indemnitees as additional insureds. Throughout the term of this License, Licensee shall maintain worker's compensation insurance in the amount required under applicable state law, covering Licensee's employees, if any, at work at the Property or engaged in services or operations i delivered one I day after deposit with such courier; or (d) facsimile transmission, in which case notice shall be deemed delivered on transmittal, provided that a transmission report is generated reflecting the accurate transmission thereof. City: City of South San Francisco 400 Grand Ave. South San Francisco, CA 94080 Attn: Barry Nagel, City Manager Telephone: (650) 877 -8500 Licensee: Name and Address of Company 9. Entire Agreement; Amendments. This Agreement together with Exhibits through D attached hereto and incorporated herein by reference, constitutes the entire agreement of the Parties with respect to the subject utter hereof, and supersedes all prior written or oral agreements, understandings, representations or statement with respect thereto. This Agreement may be amended only by a written instrument executed by the Parties hereto. 10. Severabi If any term, provision, or condition of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Agreement shall continue in full force and effect unless the rights and obligations of the Parties have been materially altered or abridged thereby. 11. Waiver. A waiver by either Party of the performance of any covenant or condition herein shall not invalidate this Agreement nor shall the delay or forbearance by either party in exercising any remedy or right be considered a. waiver of, or an estoppel against, the later exercise of such remedy r or right. No waiver of any breach of any covenant or provision of this Agreement shall be deemed a waiver of any subsequent breach of the ,same or any other covenant or provision hereof. No waiver shall be valid unless in writing and executed by the waiving Party, 12. Captions; Interpretation. The section headings used herein are solely for convenience and shall not be used to interpret this Agreement. The provisions of this Agreement shall be construed as a whole according to their common meaning, and not strictly for or against any party, in order to achieve the objectives and purposes of the Parties. 13. Attorneys' Fees. In any action at law or in equity, arbitration or other proceeding arising in connection with this Agreement, the prevailing party shall recover reasonable attorney's fees and other costs, including but not limited to court costs and expert and consultants' fees incurred in connection with such action, in addition to any other- relief awarded. 14. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement.. 1736192.1 15. ' Governing Law. This Agreement, and the rights and obligations of the Parties, shall be governed by and interpreted in accordance with the laws of the State of California without regard to principles of conflicts of law. Any action to enforce or interpret this Agreement shall be filed in the Superior Court of San Mateo County, Califonua or in the Federal District Court for the Northern District of California. 16. No Assignmentu- No Third Party Beneficiaries. The rights granted hereby are 2_ personal to the Licensee and may not be transferred or assigned by operation of law or otherwise without the written consent of City. Notbing in this Agreement is intended to or shall confer upon any person other than the Parties any rights or remedies hereunder. 17. ' Time is of the Essence. Time is of the essence for each condition,, tern obligation and provision set forth in this Agreement. 18. Possessory. Interest. Licensee acknowledges that this License may create a possessory interest subject to property taxation,, and that Licensee may be subject to the payment of property taxes on such interest. SIGNATURES ON FOLLOWING PAGES) 173619/2.1 IN WITNESS WHEREOF., the Parties have executed this License Agreement as of the date first written above. LICENSEE: Name of Company By: Print Narne: Title* CITY: CITY OF SOUTH SAN FRANCISCO, a municipal corporation M Barry M. Nagel, City Manager ATTEST: City Clerk APPROVED AS TO FORM: City Attorney 1-/36192.1 8 Exhibit A PROPERTY (Attach legal description.) 1736192.1 '12/618 11:46 AM TAKE PARCEL I ALL THAT CERTAIN REAL PROPERTY IN THE CITY OF SOUTH SAID FRANCISCO, COUNTY OF SAN MATED, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: # A WE L COMMENCING AT A GRANITE MONUMENT MARKED `ENO, 1 IN THE CENTER OF THE COUNTY ROAD LEADING FROM SAS! FRANCISCO TO SAN JOSE, OPPOSITE TAE PRESENT RAILWAY STATION OF THE SOUTHERN PACIFIC RAILROAD COMPANY AT ;.. . _ .. ` AD N, AND RUNNING THENCE ALONG THE CENTERL IN OF SAID COUNTY ROAD} SOUTH 10" ' EAST 2.715 CHAINS TO A GRANITE MONUMENT MARKED #N . 31yj THENCE LEAVING SAID CENTERLINE OF SAID COUNTY ROAD SOUTH 7 " ' WEST 1.37 CHAINS TO A W X " REDWOOD WITNESS POST MARKED "L 12" IN THE EASTERLY BOUNDARY LINE OF THE RIGHT OF WAY OF THE SOUTHERN PACIFIC RAILROAD COMPANY; THENCE ALONG SAID EASTERLY LINE OF SAID R16 14T OF WAY NORTH 500 54' WEST 5.975 CHAINS TO A WITNESS POST MARKED "L 11 "; THENCE NORTHWESTERLY ALO G SAID EASTERLY LINE OF SAID RIGHT OF WAY 525 FEET, MORE OR LESS, TO A WITNESS POST MARKED kL 1 "; THENCE NORTHWESTERLY ALONG SAID EASTERLY LINE OF SAID RIGHT OF WAY 536 FEET, MORE OR LESS, TO A WITNESS S POST MARKED "L " AT THE INTERSECTION OF SAID EASTERLY LINE OF SAID RIGHT OF WAY WfTH THE SOUTHERLY LIME OF THE LANE LEADING FROM SAID COUNTY ROAD TO THE "FLOOD AND MADKAY TRACT,` THENCE ALONG SAID SOUTHERLY LINE OF SAID LANE NORTH 0° 41V EAST 4.26 CHAINS TO A WOODEN MONUMENT MARKED X4 0_ 5" IN THE CENTER OF SAID COUNTY ROAD; THENCE ALONG SAID GENTERLINE OF SAID COUNTY ROAD SOUTH 901 r EAST 3.81 CHAINS TO A WOODEN MONUMENT T MARKED "NO. "; THENCE ALONG SAID CENTERLINE OF SAID COUNTY TY R AD SOUTH 33" 51' EAST 16.93 CHAINS TO SAID GRAN ITE M NUMENT " NO. 3 1" AND THE F 0 1 NT OF COMMENCEMENT. EXCEPTING THEREFROM SO MUCH OF THE LAD THEREOF ACQUIRED BY THE SAN MATEO COUNTY FLOOD CONTROL DISTRICT, A FLOOD CONTROL DISTRICT OF THE COUNTY OF SAN MATEO, STATE OF CALIFORNIA, IN THAT CERTAIN FINAL ORDER OF CONDEMNATION RECORDED ON SEPTEMBER 7, 1977 IN BOOK 7596 AT PAGE 608 (FILE Nth. 69920 -AL IN THE SAN MATEO COUNTY OFFICIAL RECORDS. EXCEPTING THEREFROM PAf CEL D-3103-1 DESCRIBED IN EXHIBIT A-6 ATTACHED T THAT CERTAIN FINAL. ORDER OF CONDEMNATION FILED IN THE SUPERIOR COURT DE THE STATE OF CALIFORNIA IN AND FOR THE COUNTY OF SAN MATED, ENTITLED *SAN MATED COUNTY TRANSIT DISTRICT, PLAINTIFF, VS, CITY AND COUNTY OF SAID FRANC IS D t DEFENDANT ", CASE Now 405695 AND RECORDED FEBRUARY 11 r 2004 UNDER RECORDER'S SERIES N # 2004-025111 IN THE SAN MATED CODS OFFICIAL RECORDS. EXECPTING THEREFROM MISSION ROAD, 66 FEET WIDE, AS SHOWN THE MAR OF THE LUX RANCH VEST OF MISSION TOAD RECORDED IN VOLUME D OF MAPS AT PAGE IN THE SAN MATEO COUNTY OFFICIAL RECORDS. PARCEL )k A NON-EXCLUSIVE EASEMENT FOR ROAD PURPOSES ACROSS GOLMA GREEK IN THE CITY OF SOUTH SAN FRANCISCO, MORE PARTICULARLY DESCRIBED AS FOLLOWS.- '12/6/8 11.46 AM 4 ■ BEGINNING AT A POINT ON THE SOUTHWEST BOUNDARY OF PARCEL 1533,2 AS SAID PARCEL IS [DESCRIBED IN FINAL. ORDER OF CONDEMNATION, SUPERIOR COURT, OF THE STATE OF CALIFORNIA, IA, I AND FOR THIE COUNTY OF SAN MATED, AND RECORDED SEPTEMBER 7,1977 IN VOLUME 7596, OFFICiAL RECORDS OF SAID MATEO COUNTY AT PAGE 610, DISTANT NORTH 62):54' 1 "WEST 172.29 FEET FROM THE SOUTHERLY CORNER THEREOF, THENCE ALONG SAID SOUTHWESTERLY BOUNDARY NORTH 62:54' 140 WEST 30.00 FEET, THENCE NORTH 27* 05'46' EAST 72.96 FEET TO A POINT ON THE NORTHEASTERLY B AR ' OF SAW PARCEL 1553-2; THENCE ALONG SAID NORTHEASTERLY BOUNDARY SOUTH 600 50'4Y EAST 30.02 FEET; THENCE SOUTH 2711 05'46" WEST 71 -88 FEET TO THE POINT OF BEGINN I . SAID EASEMENT IS APPURTENANT IT T AND FOR THE BENEFIT OF PARCEL I ABOVE AND -WAS CREATED BY THAT CERTAIN DEED RECORDED ON JULY 20,1989 AS DOCUMENT NO. 89094315 IN THE SAN MATE MATEO C OU NTY OFF l tAL RECORDS. THE AREA OF THIS PARCEL IS 7.6 ACRES MORE OR LESS. DESCRIPTION PREPARED BY. WILLIAM MASTERSON, 'LS 481 LICENSE EXPIRES 9-30-08 OCT013ER 6,2005 o . a OF { _. x-" '1216/8 11:46 AM '1216} 11:46 AM bxblt LICENSED PREMISES (Attach description and diagram of Licensed Premises.) 736192.1 10 '12/6/8 11.46 AM 'l 21618 11:46 ANT '12/6/8 11.46 ANI DEFINITION ITI N HAZARDOUS MATERIAL, ENVIRONMENTAL LA v As used in this License, the term "Hazardous Material"' means any chemical 4) compound, material, mixture, or substance that is now or may in the future be defi '121618 11:46 AM 1736192.1 Exhibit D CONDITIONS OF APPROVAL (Attach Conditions of Approval.) 12 117 '12/6/8 1 1: 4 En ineerxr Conditions for PG&E Mora e Yard I - PG &E and/or their Consultant shall repair any damaged sidewalk, curb and gutter, and drive -way approach, at the access location to the site. 2. PG &E and/or their Consultant shall have in place dust control measures to prevent dust from leaving the site. This includes, but is not limited to regular watering of the site. 3. PG&E and/or their Consultant shall comply with all noise ordinances of the City's Municipal Code. 4. PG &E and/or heir Consultant shall employ "Best Management. Practices" to }prevent erosion and dirt from leaving the site, 5. PG&E and/or heir Consultant shall have ]measures in place to ensure that ,gas, oil, and other hazardous materials are not spilled or leaked onto the site. Any spilled materials shall be removed and cleaned to the satisfaction of the City. 6. All storage and laydown areas shall be fenced and screened from public view to the satisfaction of the City. 7. Any material tracked. onto City streets shall be removed by the end of each working clay. This includes regular street sweeping of the area and travel routes. Should PG&E and/or their Consultant fail to remove any tracked material after 2 dour verbal notification by the City, The City can have the material removed and all costs will be billed to PG&E. 8. The site shall be secured at all times. 9F Any damages to the roadway surface will be repaired to the satisfaction of the City's Public Works Inspector. 10. Any damage to existing facilities and/or buildings shall be repaired to the satisfaction of the City. HAEncroachm nt Pe nnit\En roadhment Permit special ConditjonsTngineeiing Conditions for PG&E storage Yard.doc