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Home My WebLink About2017-04-17 e-packet@2:30Monday, April 17, 2017 2:30 PM City of South San Francisco P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA City Hall, City Manager's Conference Room 400 Grand Avenue, South San Francisco, CA City Council Harbor District Liaison Standing Committee Special Meeting Agenda April 17, 2017City Council Harbor District Liaison Standing Committee Special Meeting Agenda NOTICE IS HEREBY GIVEN, pursuant to Section 54956 of the Government Code of the State of California, the City Council Harbor District Liaison Standing Committee of the City of South San Francisco will hold a Special Meeting on Monday, April 17, 2017, at 2:30 p.m., in the City Hall Conference Room, 400 Grand Avenue, South San Francisco, California. Purpose of the meeting: Call To Order. Roll Call. Public Comments. MATTERS FOR CONSIDERATION Motion to approve the minutes from the meeting of April 28, 2016.1. Study Session on proposed Administrative Amendment to the City of South San Francisco and the San Mateo County Harbor District Joint Powers Agreement. (Mike Futrell, City Manager and Steve McGrath, District General Manager) 2. Study Session on possible new Joint Powers Agreement. (Mike Futrell, City Manager and Steve McGrath, District General Manager) 3. Adjournment. Page 2 City of South San Francisco Printed on 5/3/2017 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:17-411 Agenda Date:4/17/2017 Version:1 Item #:1. Motion to approve the minutes from the meeting of April 28, 2016. City of South San Francisco Printed on 5/3/2017Page 1 of 1 powered by Legistar™ City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:17-354 Agenda Date:4/17/2017 Version:2 Item #:2. Study Session on proposed Administrative Amendment to the City of South San Francisco and the San Mateo County Harbor District Joint Powers Agreement.(Mike Futrell, City Manager and Steve McGrath, District General Manager) See associated files for joint staff report and attachments. City of South San Francisco Printed on 5/3/2017Page 1 of 1 powered by Legistar™ Staff Report DATE: April 17, 2017 TO: Members of City-Harbor District Liaison Committee (Vice-Mayor Liza Normandy & Councilmember Mark Addiego; President Tom Mattusch and Vice-President Virginia Chang-Kiraly) FROM: Mike Futrell, City Manager Steve McGrath, General Manager SUBJECT: STUDY SESSION ON AMENDMENT TO CITY-HARBOR DISTRICT JOINT POWERS AGREEMENT It is recommended that the Liaison Committee instruct District and City staff to complete negotiations, and when complete, forward for consideration by the South San Francisco City Council and the San Mateo County Harbor District, an agreement between the District and City to implement the infrastructure improvements and development anticipated in the 2011 MOU between the City and the District including amending the existing City-Harbor District Joint Powers Agreement removing portions of land from the JPA. I. Existing JPA The City of South San Francisco (City) and the San Mateo County Harbor District (Harbor District) have been partners in the Oyster Point Marina and Park (Oyster Point) since 1977, with the relationship being governed by a Joint Powers Agreement (JPA.) The JPA has a 49-year term and will expire on November 11, 2026. II. Oyster Point Development In March 2011, the City of South San Francisco (City) and the former Redevelopment Agency of the City of South San Francisco (Redevelopment Agency) entered into a Development Agreement (DA) and Disposition and Development Agreement (DDA), respectively, with Oyster Point Ventures, LLC to form a public/private partnership to redevelop approximately 80+ acres at Oyster Point. This included approximately 40+ acres of the city-owned land managed by the Harbor District under the JPA. Due to the recession and other factors, the fully approved project did not immediately move forward to construction. In 2016, Oyster Point Ventures, LLC (OPV) sold its interest in the development at Oyster Point to a new development group, Oyster Point Development LLC (OPD.) This transfer was approved by the South San Francisco City Council (City Council) in 2016, and the transfer of the associated leases from Staff Report Subject: Amendment to Joint Powers Agreement 2 OPV to OPD was approved by the Harbor District on June 29, 2016. The DA/DDA commits the developer (OPD) to first implement Phase I, consisting of a minimum of 508,000 square feet of research and development (R&D) and/or office space with associated infrastructure, and to make extensive public infrastructure improvements (described below) on property within and adjacent to the city-owned property covered by the JPA. The Developer is targeting start of construction of Phase I by fall 2017. Much of the infrastructure work in Phase I required of the developer will take place on city-owned land currently under the management of the Harbor District. This work, specifically known as Phase IC work, includes new streets and utilities, improvements to the clay cap over the landfill, enhanced parking, open space recreation, beach and park areas, Bay Trail improvements, and grading at the prospective hotel site. The cost of the improvements on the city-owned land is borne jointly by the developer and the Successor Agency to the Redevelopment Agency. The 2017 updated total cost of Phase IC improvements is approximately $44.1 million. Additional work, known as Phase IIC work, will take place on another portion of city-owned land managed by the Harbor District, namely a new pump station, repairs to the landfill clay cap, improved parking areas and landscaping. The cost of the improvements for Phase IIC work is borne mostly by the Successor Agency to the Redevelopment Authority, although the developer will perform the work and contribute some funds towards the new pump station. The 2017 updated cost of the landfill clay repair which will be advanced ahead of the other IIC improvements is approximately $890,000. At the conclusion of Phase IC and Phase IIC work, Oyster Point will emerge with new roads and parking lots, along with improved public spaces. Attachment A is a map showing the extent of the work anticipated on the city-owned land at Oyster Point. III. Current City-Harbor District Memorandum of Understanding (MOU) Coincident with execution of the DA and DDA between the City, Redevelopment Agency and the developer in 2011, the City and the Harbor District entered into an agreement (the MOU) amending the JPA in view of the DA, the DDA and the expected redevelopment of Oyster Point. Attachment B is a copy of the MOU. The MOU made clear that when certain city-owned parcels were transferred to the developer under the DA/DDA, those now-developer-owned parcels were automatically removed from the JPA. The MOU anticipated that the City and the Redevelopment Agency intended to pursue additional public and private improvements on a portion of the remaining city-owned land, making reference to a map attached to the MOU as Exhibit B. This map showed a portion of land redeveloped as “flexible space - recreational playfields” and a portion as “future hotel development - interim boat storage.” These same land use designations were also shown on Exhibit D to the MOU. These contiguous parcels collectively referred to as the “open space-hotel site” are contained within the scope of work for Phase IC construction and include having the developer prepare the open space for recreational use, and prepare all groundwork required for later construction of a hotel. Attachment C is a map showing the specific boundaries of the “open space-hotel site”, which is consistent with the exhibits to the MOU. Staff Report Subject: Amendment to Joint Powers Agreement 3 In consideration of the MOU agreement, the South San Francisco Redevelopment Agency and the City paid the Harbor District $2,600,000 for dock improvements and wave attenuators which the District has installed at Oyster Point Marina, as well as paid the Harbor District $35,000 to reimburse District costs. IV. Proposed JPA Amendment A further amendment to the portion of the JPA referencing the land covered by the JPA is proposed to implement the 2011 MOU. This proposed amendment is necessary, consistent with the intent of the 2011 MOU to: (1) clarify the City and developer’s rights to access the property to begin construction; (2) clarify the transfer of certain leaseholds from the developer to the City, effectively removing them from the scope of the JPA; and (3) remove from the legal description of the land included in the JPA that underlies the recreation and hotel parcels. Subject to further discussions concerning the fuel dock in particular, this will effectively relieve the Harbor District of any maintenance, management or liability obligations concerning the specified parcels, and allow the City to pursue Phase IC improvements under the DA/DDA. Some issues with this implementation amendment remain outstanding, but District and City staff are working diligently to resolve them in order to facilitate the timely commencement of Phase IC. IV. Conclusion The proposed amendment will codify the intent of the parties in the original MOU. It is recommended that the Liaison Committee instruct District and City staff to complete negotiations, and when complete forward for consideration by the South San Francisco City Council and the San Mateo County Harbor District, an amendment to the existing City-Harbor District JPA. Attachment A: Map of Phase IC and Phase IIC Improvements Attachment B: 2011 City-Harbor District MOU Attachment C: Map of Open Space-Hotel Parcels AGREEMENT BETWEEN AND AMONG THE CITY OF SOUTH SAN FRANCISCO, THE REDEVELOPMENT AGENCY OF THE CITY OF SOUTH SAN FRANCISCO, AND THE SAN MATEO COUNTY HARBOR DISTRICT This Agreement Between and Among the City of South San Francisco, The Redevelopment Agency of South San Francisco, and the San Mateo County Harbor District (this "AGREEMENT "), dated and made effective as of March 25, 2011 (the "Effective Date "), is entered into by and among the City of South San Francisco, a municipal corporation ( "City "), the Redevelopment Agency of the City of South San Francisco, a public body, corporate and politic ( "Agency "), and the San Mateo County Harbor District, a political subdivision of the State of California ( "District "). City, Agency and District are hereinafter collectively referred to as the "Parties." RECITALS A.City is the owner of certain real property located in the City and commonly known as the Oyster Point Marina ( "Marina Property "), as shown on the parcel map attached hereto as Exhibit A. City and District have entered into a joint powers agreement related to the development, operations, and maintenance of the Marina Property pursuant to Government Code section 6500 et seq. ( "JPA "). City desires redevelopment of the Marina Property including potential commercial and office /research and development uses and public amenities. B.District entered into certain long -term leases with King Ventures for certain portions of the Marina Property ( "King Leases "), as shown generally on Exhibit A. District uses rent revenue from the King Leases to pay debt service on loans from the California Department of Boating and Waterways DBW "), which has a security interest in the King Leases. C.Oyster Point Ventures, LLC ( "Developer") is the owner of certain property located in the City, commonly known as the Oyster Point Business Park ( "Business Park "), and adjacent to the Marina Property as shown on Exhibit A. Developer acquired the Business Park for the specific purpose of redeveloping the Business Park as a modern research and development life sciences campus with substantial public amenities. D.Developer has proposed the development of an office /research and development life sciences campus, commercial development (including retail, restaurants, and hotel uses), and substantial public amenities located on the Business Park and a portion of the Marina Property as shown on Exhibit B Project "). In furtherance of Project, Developer also acquired King Ventures' interests in the King Leases. In addition, the City and Agency have proposed additional public and private improvements on a separate portion of the Marina Property as shown on Exhibit B. E.The Parties anticipate that in addition to the Developer's acquisition of the King Leases, the Project will require one or more agreements with Developer to exchange interests in portions of the Marina Property ( "Conveyance Agreement "), a Disposition and Development Agreement or similar agreement ( "DDA ") to establish conveyance and financing terms for development of portions of the Marina Property, and a development agreements and various land use entitlements to govern development of Project components at the Business Park and portions of the Marina Property ( "City Approvals ") collectively, the "Developer Binding Agreements "). The Parties have agreed that the City and the Agency shall be the entities that negotiate and contract directly with Developer. 1613418.3 1 Harbor District Agreement (3- 24 -11) F.On May 27, 2009, the Parties entered into a Memorandum of Understanding ( "MOU ") as an expression of preliminary points of agreement among the Parties concerning development of the Project. This Agreement will supersede any points of agreement contained within the MOU. G.City, in conjunction with Agency, pursuant to the California Environmental Quality Act Section 21000 et seq. of the Public Resources Code, and the Guidelines set forth at 14 California Code of Regulations section 15000 et seq., "CEQA "), has prepared and circulated for public comment a Draft EIR to evaluate the potential environmental impacts of the proposed Project. No construction will be authorized until (i) City, in conjunction with Agency, has certified as adequate and approved a Final EIR; (ii) City has approved the land use entitlements required for the Project; and (iii) any agreements or regulatory permits required by any other applicable regulatory agencies have been obtained. The City, by Resolution No. 46- 2011 certified the Oyster Point Specific Plan Environmental Impact Report ( "EIR ") for the Project and all related improvements. NOW THEREFORE, in consideration of the mutual covenants and agreements hereinafter set forth and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: Section 1 Purpose and Effectiveness of this Agreement. This Agreement supersedes all of those preliminary points of agreement contained within the MOU. The Parties expressly acknowledge and agree that: (i) the terms and conditions set forth in this Agreement are subject to the approval of, or modification by, the governing bodies of City, Agency and District; and (ii) following approval of this Agreement by City, Agency and District, the Parties intend for the provisions contained within this Agreement to be self - executing upon occurrence of the required conditions precedent and will not require any further approval by the governing bodies of the City, Agency and District. Section 2 Agency Rights and Obligations. Any Agency rights and obligations under this Agreement will automatically be assigned to City in the event that Agency is terminated, or no longer has the ability to fulfill its obligations as set forth herein. Any assignment of rights and obligations pursuant to this Section does not require any further approval by the governing bodies of the City, Agency and District. Section 3 Term. The term of this Agreement (the "Term ") shall commence on the Effective Date, and shall terminate on November 11, 2026 , unless extended or earlier terminated as provided herein. Section 4 JPA Amendment. Upon point of conveyance of any portion of the Marina Property to Developer, Section 2 and Section 3 of the JPA, and those incorporated exhibits (Exhibit 1 and Exhibit 2), are hereby amended to remove from the terms of the JPA those conveyed portions of the Marina Property, as more particularly described in Exhibit C, attached hereto and incorporated by reference. Agency and District hereby consent to this amendment of the JPA, and no further approval by the governing bodies of the City, Agency and District is required. The timing of the property conveyance and JPA amendment shall occur pursuant to the provisions of the Disposition and Development Agreement between the Agency, City and the Developer. The remaining terms of the JPA will remain in full force and effect, unless otherwise amended pursuant to the terms of the JPA. Section 5 Lease Revenue. In the event the King Leases are conveyed to the City or Agency and thereafter terminated prior to District's payment of its existing debt obligations to DBW which as of the 1613418.3 2 Harbor District Agreement (3- 24 -11) Effective Date total $10,083,374.03, Agency will provide the District an annual amount not to exceed the amount of minimum rent (as defined in the King Leases), including inflation adjustments set forth in the King Leases, that District is already entitled to under the King Leases ( "King Lease Rent ") commencing after termination of the King Leases and continuing until the DBW debt service is retired which the parties agree is not later than December 31, 2019. Agency will prorate any funds provided to DBW if the King Leases are terminated during a portion of a year. For purposes of example only if the King Leases were terminated on February 28, 2011, the annual payment due to the District for minimum rent would equal 211.656, which is the same amount Developer presently pays for lease payments. Section 6 Marina Operations. 6.1 Dock Improvements. City (with funding provided by the Agency) or Agency will commit and pay funds for design, engineering, permitting and construction of: (1) up to two new docks at the Harbor District operated harbor adjacent to the Marina Property in an amount not to exceed Two Million Dollars ($2,000,000.00) with payment to be made within three years of the Effective Date, provided that District (i) satisfies the District's obligation in Section 6.2, (ii) provides City with evidence that any necessary regulatory permits for the new dock or docks have been obtained, and (iii) District provides evidence of and commits to commence and complete construction of the dock or docks within 18 months of the time the City /Agency provides the funds ; and (2) wave attenuaters as required pursuant to the agreement between the Army Corps of Engineers and the District in an amount not to exceed six hundred thousand dollars ($600,000) within one year of the Effective Date, provided that District (i) satisfies the District's obligations in Section 6.2, (ii) provides City with evidence that any necessary regulatory permits for the attenuaters have been obtained, and (iii) District provides evidence of and commits to have the contractor commence and complete construction of the attenuaters within 24 months of the time the City /Agency provides the funds. 6.2 District Capital Improvement and Management Plans for Harbor Operations. Prior to the Agency's obligation to pay funds for dock improvements as set forth in Section 6.1, District will provide the Agency and City with a draft capital improvement plan showing the new dock or docks and a management plan to increase berth occupancy and direct revenue, both of which documents shall be subject to review and approval by the City, which such approval shall not be unreasonably withheld. 6.3 Government Approvals. District is solely responsible for any permits, approvals and government entitlements required for dock improvements. Upon written request from the District, the City will waive fees for permits, approvals, and other entitlements required for dock improvements. Section 7 District Office Space. 7.1 Temporary Office Space. Upon City's receipt of Developer's request for conveyance of the property, the City and District will meet to discuss the District's temporary office space needs The City will endeavor to provide six (6) months notice to the District of actual conveyance. Upon actual conveyance of property and receipt of a written request from the District and assuming the Redevelopment Agency retains it current land holdings„ City /Agency will lease to District up to approximately 3,600 square feet of temporary office space in a property owned by the City /Agency until the earlier of termination of the JPA or at such time as the Permanent Office Space is available for occupancy. The rental rate for the temporary office lease space shall be one dollar per year. District shall take the leased space in its "as -is" condition and shall be responsible for all costs associated with obtaining permits for and constructing tenant 1613418.3 3 Harbor District Agreement (3- 24 -11) improvements within the space. District shall also pay all utility costs, maintenance costs, custodial services and applicable taxes for the temporary office lease space during the term of the lease. 7.2 Office /Commercial Space. Provided that the Phase IC Improvements have been completed, the City will lease to the District for one dollar per year an adequate amount of space in the area designated in Exhibit D to allow the District to sublease the property and construct up to 40,000 square feet of commercial harbor related uses as specified in the Oyster Point Specific Plan with an FAR based on a two story structure platform. The lease term shall terminate November 11, 2026, provided that the parties agree that the lease term may be extended by mutual consent if the District proposes a use that is consistent with the Oyster Point Specific Plan including the design guidelines therein and provided that the City and District agree on the revenue sharing for the lease revenues received after November 11, 2026. District or its sublessees shall be responsible for all costs associated with obtaining permits for and constructing the buildings and tenant improvements within the leased area. Any proposed use shall obtain any necessary land use entitlements from the City and any other regulatory agency with jurisdiction over the area. City agrees that if the Bay Conservation and Development Condition imposes a requirement for for replacement recreational /open space, City will agree that the new recreation /open space constructed as part of the Oyster Point Specific plan may be identified and used as replacement recreational /open space. District shall also pay all utility costs, maintenance costs, custodial services and applicable taxes for the permanent office lease space during the term of the lease. Section 8 City Consultation. For twenty -four (24) months following the Effective Date of this Agreement, City and Agency will consult with District regarding potentially extending the term of the JPA, and potentially amending the JPA to address the respective roles of the City and the District in operating the Marina Property; addition to or replacement of existing infrastructure; removal of outdated JPA provisions; the City's and District's respective obligations regarding providing services to the Marina Property, including police, fire, and landscaping; potential alternative energy projects at the Oyster Point Marina and /or potential revenue sharing from commercial properties to fund additional capital improvements. This provision does not obligate any Party to agree to any terms that may be discussed. Section 9 District Costs. Upons submission of an invoice with reasonable supporting information the Agency will reimburse the District for its actual and reasonable costs of negotiating this Agreement in an amount not to exceed $35,000.00. Section 10 Additional Debt by District. District will not incur any additional debt secured by any revenue generated by the Marina Property or the property itself without first obtaining express written consent from the City. Section 11 Marina Property Access. During the Term, District shall provide City, Agency and/or Developer access to the Marina Property and will cooperate with City, Agency and /or Developer to enable such parties or their representatives to obtain access to the Marina Property for the purpose of obtaining data and making tests necessary to investigate the condition of the Marina Property, provided that City, Agency and /or Developer comply with all safety rules and does not unreasonably interfere with the operations of any current tenants. City, Agency and /or Developer shall at all times keep the Marina Property free and clear of all liens and encumbrances affecting title to the Marina Property. Section 12 Notices. Except as otherwise specified in this Agreement, all notices to be sent pursuant to this Agreement shall be made in writing, and sent to the Parties at their respective addresses specified 1613418.3 4 Harbor District Agreement (3- 24 -11) below or to such other address as a Party may designate by written notice delivered to the other Parties in accordance with this Section. All such notices shall be sent by: i) personal delivery, in which case notice is effective upon delivery; or ii) nationally recognized overnight courier, with charges prepaid or charged to the sender's account, in which case notice is effective on delivery if delivery is confirmed by the delivery service. City:City of South San Francisco 400 Grand Ave. South San Francisco, CA 94080 Attn: City Manager Phone: (650) 829 -6620 Facsimile: (650) 829 -6623 Agency:Redevelopment Agency of the City of South San Francisco 400 Grand Ave. South San Francisco, CA 94080 Attn: Executive Director Phone: (650) 829 -6620 Facsimile: (650) 829 -6623 with a copy to:Meyers Nave 575 Market Street, Suite 2600 San Francisco, CA 94105 Attn: Steven T. Mattas Phone: (415) 421 -3711 Facsimile: (415) 421 -3767 District:San Mateo County Harbor District 400 Oyster Point Blvd., Suite 300 South San Francisco, CA 94080 Attn: General Manager Phone: (650) 583 -4400 Facsimile: (650) 583 -4611 Section 13 Severability. If any term or provision of this Agreement or the application thereof shall, to any extent, be held to be invalid or unenforceable, such term or provision shall be ineffective to the extent of such invalidity or unenforceability without invalidating or rendering unenforceable the remaining terms and provisions of this Agreement or the application of such terms and provisions to circumstances other than those as to which it is held invalid or unenforceable unless an essential purpose of this Agreement would be defeated by loss of the invalid or unenforceable provision. Section 14 Entire Agreement; Amendments in Writing; Counterparts. This Agreement contains the entire understanding of the Parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, oral and written, between the Parties with respect to such subject matter. This Agreement may be amended only by a written instrument executed by the 1613418.3 5 Harbor District Agreement (3- 24 -11) Parties or their successors in interest. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement. Section 15 Successors and Assigns; No Third -Party Beneficiaries. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and assigns; provided however, that neither Party shall transfer or assign any of such Party's rights hereunder by operation of law or otherwise without the prior written consent of the other Party, and any such transfer or assignment without such consent shall be void. Subject to the immediately preceding sentence, this Agreement is not intended to benefit, and shall not run to the benefit of or be enforceable by, any other person or entity other than the Parties and their permitted successors and assigns. Section 16 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. Section 17 Relationship of Parties. The Parties agree that nothing in this Agreement is intended to or shall be deemed or interpreted to create among them the relationship of buyer and seller, or of partners or joint venturers. Section 18 Captions. The captions used in this Agreement are for convenience only and are not intended to affect the interpretation or construction of the provisions hereof. SIGNATURES ON THE NEXT PAGE 1613418.3 6 Harbor District Agreement (3- 24 -11) IN WITNESS WHEREOF, the Parties have executed this Memorandum of Understanding effective as of the date first written above. CITY AGENCY CITY OF SOUTH SAN FRANCISCO,REDEVELOPMENT AGENCY OF THE CITY OF a municipal corporation SOUTH SAN FRANCISCO, a public body, corporate and politic By: SrL. C L.By: Name: 5- 2, nit r,AG£.L Name: r'n' " N L- City Manger Executive Director ATTEST:ATTEST: By: `i By:4 CI °4 gen y reary APPROVED AS TO F4 M:APPROVED AS TO FORM: By:L_ L By: City Attorne Agency General Counse DISTRICT SAN MATEO COU RBOR DISTRICT, a political subdiv': on o 'e Sta - l Califomia By:i Name:etrt__ eQ General Manager ATTEST By: District Secretary APPRO.; AS TO FORM: w/ 41,6d ct Counsel 1613418.3 7 Harbor District Agreement (3- 24 -11) State of California County of San Mateo On March 25, 2011, before me, Don Jo Ocho , Notary Public personally appeared Barry M Nagel ,who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is /are subscribed to the within instrument and acknowledged to me that he /she /they executed the same in his/her /fib authorized capacity(ies), and that by his/her /their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. DONNA JO OCHOA 4111060. - Commission * 1907557 r N Public - CaliforniaWITNESSmyhandandofficialseal.Z San Mateo County 1"_ M Comm. Exfires Oct 9,201 4 Signature L Seal) Re: RE: Property Address or Name: F:\file cabinet\Donna's Stuff Notary\notary acknowledgement ines mendez (2).doc 3/25/2011 State of California County of San Mateo On March 25, 2011, before me, _Donna Jo Ochoa Notary Public personally appeared Barry M Nagel ,who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is /are subscribed to the within instrument and acknowledged to me that he /she /they executed the same in his/her /their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. 4 ,.:., , DONNA JO OCHOA Commission # 1907557 WITNESS m hand and official seal.Notaryary Public - California z Y z \ San Mateo County 3 M Comm. Ex fires Oct 9, 2014 Signature Seal) Re: RE: Property Address or Name: F:\file cabinet\Donna's StutNotary \notary acknowledgement ines mendez (2).doc 3/25/2011 ACKNOWLEDGMENT State of CalOrnia County of t fh inufe On fA40r ZS + 201 before me, [/4900- V {! N o-tar Pv- insert name and title of the office personally appeared JkX rPf) tI Okeit i.3eitiarato and `,Pin 6. 2v'are.e who proved to me on the basis of satisfactory evidence to be the person(s) whose names) islare subscribed to the within instrument and acknowledged to me that4aisAeithey executed the same in hiisfrref/their authorized capacity(ies), and that by hic /hcf /their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. DEBORAH NIXON4WITNESSmyhandandofficialseal.Commission # 1902122 Notary Public - California San Mateo County M Comm. Ex fires Se 26, 2014 Signature Seal) Exhibit List EXHIBIT A MAP OF THE PROPERTY 1613418.3 1613418.3 8 Harbor District Agreement (3- 24 -11) PARCEL ACREAGES LEGEND PARCEL LAND ACREAGE BUSINESS PARK PROPERTY LINE A 6.28± A -B 1.29± 1 B 2.89± BUSINESS PARK PROPERTY C 1.04± 1 LI D -1 1.18± OYSTER POINT D -2 2.81± BUSINESS 1 E 3.81± I PARK 7 ,/MARINA PROPERTY LINE E -1 1.96± PARCEL 1 1 E -2 2.12± E -3 0.09± Ip ,E -4 OYSTER ,RI I O I F 0.64± MARINA PROPERTY G 1.62±E - POINT L— _ _ 14Q BUSINESS G -1 0.62± 2I PARK G -2 0.13± oC: PARCEL 2 H 0.71± REMAINDER 21.23± J I a PARCEL\ U r - -- ---__ aa PARCEL E-4 ;OYSTER POINT I C d J BUSINESS PARK PARCEL 3 Q. -- - - -1 4"/PARCEL REMAINDER PARCEL 4 - PARCEL B E -3 l REMAINDER PARCEL "0- k REMAINDER PARCEL 9 REMAINDER PARCEL Cr,:2., G -1 REMAINDER PARCEL vcSPARCEL NA PARCEL F PARCEL I -9 PARCEL A PARCEL D -1 E -1 - ----- d PARCEL D -2 PARCEL S PARCEL A -B \PARCEL G ti P CELE -2 i 1 /_1'REMAINDER PARCEL I I _L.. - _ REMAINDER PARCEL 3 EXHIBIT A -1 EXHIBIT B 1613418.3 9 Harbor District Agreement (3- 24 -11) c.. --_. A. i r • r. - c.... 1 d . I N....N.1 i;CONCEPTUAL SITE PLAN FOR THE PUBLIC REALMilii'fyll,. • WITH PHASE ONE SSKS DEVELOPMENT s , Preparedfor the City of South San Franasco by ROMA Design Group 11 1 1 'L' J1 Ill,' 11 j di d FEBRUARY 22. 2011 1 J1 it i ir If 11-, rli 0 OYDER COVE MARINA j I 1 1 1 li Hi' Li/OYSTER POINT MARINA PLAZA I 1 TI I f I l 'I ' ' 1, -1 : I1- 7 . ' -/ r 1 ! 0 1 1 1•1',, i •IF_ , 1 i f Jt. 1 I 1 L II I'll n,,, Ilt.'it'112,:111,1xiL '_J' iii 7 j L f.i,111‘,1 Jti _, L SAN FRANCISCO BAY I PHASE2,3114 7 DEVELOPMENT AREA sn I ernassomewolura FAS7 YSIM II II VW SUMP I ' •i I I FERRY TERMINAL 1 AL-. T. 7:: 14 r•L-J1 , 1 1 l• ' ' f L 1 -- 1 1 111 ' 1 A J.__ I i A ...a BEACH CRESCENT PARK e. IP \ \1... AND e.:`--- 1 I 1- 1=1-- 1 1 1 lc.:r-7: r b I , 2 i t. . ,Ss ....•., ,. 1 1 oe:. H 1,.'7—.,IcrL..,,.. N -- ---:=.:"':.._- - /F7 - 173‘ litittatsisstazoistssi i IONDIAL 41 IF I -- 2-7 1 •N Tf I I Tr ', .... ... r TT ri . ,at • -- ,_.,...._-. . - 010 . ' I i 1 0. F.- ---w.,.. '..;:,;.' ' T I i....' • 'I% ' ‘.r - - 7 - 77 - 1 - '-I • - - \ r . ----- 114rtr; II' f 7 - '1. ,-1-11 ,4,..-i , i " - - - e ittl --- i ts , , -U-W____ — 0111L.11.1.J_L tom I 1 1 f3,144 i t. , 1,, 14 / • • • LT i 1 1 :FIJTURE HOTEL DEVELOPMENT SITE IIB ,ii..,i 4114, r-'—i i r ftEcabi ICE / RAO CAMPUS tr PHASE 11 ri ,I i I I •••••It ' 411....i T,41141 ' : - • 1 6 • 1..--_, . ',' ,, ., 0 • 1 °, No if 0 0 * fra4 vo, e e*, N EXHIBIT C 1613418.3 10 Harbor District Agreement (3- 24 -11) c LEGEND r j DEVELOPER PROPERTY LINE pz OYS OYSTER POINT DEVELOPER PROPERTY - 42.0± AC POINC TER I EXCLUDING STREETS) BUSINESS R i PARCEL 1 I y (PARCEL 2 CITY PROPERTY LINE 16.5± AC 0 3.3± AC S - I P.O.B. PARCEL 3 2.4t , CITY PROPERTY 29.5± AC AC Ir r TOTAL 71.5± AC L _ _OYSTER 1POINTr S - \B ` 2 1 PARCEL 3 AC \ r 4.3±AC 1C' CONVEYED \ O` \ PROPERTY s• \ A.,;:',1. ore-‘0;?; ___I j 4.0± AC PARCEL 2 J4t p,J ti^- OYSTER POINT BL D!c 27/ G _j ,,\ S -1 f_gt_c _1.1 1 — — — — — MARINA BLVD. , -- - - - - -ARCELP F CONVEYED 1 1-9 PROPERTY PARCEL G PARCEL 1 PARCEL 4B y tiS.1± AC 0.4t AC ito.Ot AC I PARCEL 4A 3.2± AC Q L '1— ti. i S 1 EXHIBIT A -2 i 1H i 8 t i t k. .. r ' i) • r CONCEPTUAL SITE PLAN FOR THE PUBLIC REALM1i1 \.WITH PHASE ONE SSKS DEVELOPMENT b slPPF cit of Saud s.. FmNrm, by ROAM D„Yra Crapr to R ") I1 : 1 "I rvstu. R% St. .:n, r • Y li 1 ' a V i •.. //'1 OYSIMPOMf MASINANAZA Ili 7 , 1 Y 1 ! +1 C;1] im c . _r+. , • 1 v . I i r. t r iv .1 J Pl 7 11 ' 1 1 1 1 1 ,.______, ii xwGl i A: kt'.ItIt1. 1, ice 1 I jr, " lie 1 j i 141411, )1.)I,1 _ l SAN gAANCIS:O ELY 7":„.....)/I mesa,...... 1 s, \ i 11 --.- 7: 7.. i _l_ ,' ' , ' ,' ', _ j J .4 +1!i l I i i I -- lie -'j l L 1\F r Inf Tqll ro ..: yI,n '•y.,1 _ T. - Y - aa .I!t / / %1 •41' -- l "f - j ? - .I w / ` - 1 -12! 72 ° , ..-t. d:_r ems,. T a.r...sue=14N4N VV Y 1 Vc... T ice•1 Ltru —. L- _ p -1 i r TIMM NORM i! i Y>, ,c. M a." J r I r--16,.., City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:17-387 Agenda Date:4/17/2017 Version:1 Item #:3. Study Session on possible new Joint Powers Agreement.(Mike Futrell, City Manager and Steve McGrath, District General Manager) See associated files for joint staff report and attachments. City of South San Francisco Printed on 5/3/2017Page 1 of 1 powered by Legistar™ Staff Report DATE: April 17, 2017 TO: Members of City-Harbor District Liaison Committee (Vice-Mayor Liza Normandy & Councilmember Mark Addiego; President Tom Mattusch and Vice-President Virginia Chang-Kiraly) FROM: Mike Futrell, City Manager Steve McGrath, General Manager SUBJECT: STUDY SESSION ON NEW CITY-HARBOR DISTRICT JOINT POWERS AGREEMENT It is recommended that the Liaison Committee receive this report regarding possible new City- Harbor District Joint Powers Agreement and provide direction to staff. I. History and Existing JPA The City of South San Francisco (City) and the San Mateo County Harbor District (Harbor District) have been partners in the Oyster Point Marina and Park (Oyster Point) since 1977, with the relationship being governed by a Joint Powers Agreement (JPA.) Under that JPA, the District has responsibility for operation and maintenance of the Oyster Point Marina and Park (OPM). A copy of the JPA and the three subsequent amendments are attached as Attachment A. II. Potential Terms of New Joint Powers Agreement The term of the JPA expires on November 11, 2026. At any prior time the parties may by mutual consent amend or terminate the JPA. In March 2011, the City of South San Francisco (City) and the former Redevelopment Agency of the City of South San Francisco (Redevelopment Agency) entered into a Development Agreement (DA) and Disposition and Development Agreement (DDA), respectively, with Oyster Point Ventures, LLC to form a public/private partnership to redevelop approximately 82 acres at Oyster Point . Coincident with execution of the DA and DDA between the City, Redevelopment Agency and the developer in 2011, the City and the Harbor District entered into a Memorandum of Understanding (MOU) detailing the rights and obligations related to implementation of the DA and DDA and amendment to the JPA in view of the expected redevelopment of Oyster Point. On February 15, 2017, the District’s Board directed staff and the Oyster Point Committee to work with the City and the Liaison Committee on drafting an updated JPA. As the termination date of the JPA is fast approaching, City and District staff have begun to discuss possible amendments and/or extension to Staff Report Subject: Study Session on Joint Powers Agreement April 17, 2017 Page 2 the JPA. As a result, District and City staff have jointly developed possible terms of a new JPA, attached hereto as Attachment B. Staff envisions an entirely new agreement, based on further economic analysis, with an extended term to allow the District to recover and enjoy the proceeds of anticipated capital improvements at Oyster Point. The attached terms also envision the District retaining responsibility and control of all waterside operations, as well as control of all land side operations east of the ferry terminal. A draft map showing the areas of responsibility for the parties is attached hereto as Attachment C. The City would have control of all land side operations west of the ferry terminal. A separate agreement is envisioned whereby the City and District will coordinate shared services such as landscape maintenance, restroom upkeep and parking lot maintenance, thereby reducing expenses for both agencies. Feedback is sought from the Liaison Committee on the concept of a rewritten new JPA, and the specific terms therein. Staff will take the feedback provided and, if directed, continue working on new JPA which can be reviewed again at a later meeting of the Liaison Committee. Attachment A: Original JPA and Amendments Attachment B: Possible Terms of New JPA Attachment C: Map of Oyster Point New JPA Attachment A - JPA 1977 Attachment A - 1979 and 1985 Amendments Attachment A - 2005 Amendment Attachment B: Possible Terms of New Joint Powers Agreement Study Session on City-Harbor District Joint Powers Agreement April 17, 2017 Term 1: Geographic Boundaries for Operational Control a. Water Side o District has all water side, including the marina. o Dock landings, boat landings and boat ramps wherever located. b. Land Side o City west of the ferry terminal. o District east of the ferry terminal. o See attached map (Attachment C to Study Session staff report). Term 2: Operation and Maintenance a. District to O&M water side marina o Includes dock ramp landings b. City to O&M land side west of the ferry terminal o Beach, open space, hotel sites o Bay trail, parking lots, etc. c. District to O&M land side east of the ferry terminal o Open space, bay trail, parking lots, etc. d. District to O&M land side bulb area where the District office is currently located. Should the Harbor Master’s office be relocated, then O&M shall rest with the City. e. District to O&M guest boat dock. f. City and District create a separate MOU for shared maintenance services o Separate from the JPA, but called for in the JPA o City: O&M landscaping, parking lot maintenance, lighting, bay trail o District: O&M bathroom and showers o Revisit MOU at least every 5 years to adjust costs if necessary Term 3: Capital Improvements by SMCHD a. 5 year total District investment: $8.98M forecast. o Docks 12, 13, 14 to be replaced o Dredging maintenance continued b. 2022 beyond: $7M forecast (continue with dock replacement until all have been replaced). Term 4: Fuel Dock, Lines and Tank a. Desired End State o District to O&M the fuel dock, lines, tank and all associated fuel equipment. o District to staff and operate the fueling operation. b. Condition of Fuel System o Parties are still exploring the current condition of the fuel system and documenting all needed repairs and/or needed replacement. o Parties are still in discussions concerning the most effective means to effect any needed repairs and/or replacement of the fuel system. Term 5: Sea Level Rise and Landfill Subsidence a. City responsible for protecting the land side against sea level rise. b. City responsible for repairing any impacts of landfill subsidence. Term 6: Length of JPA a. 49 year term, consistent with term of original JPA, and sufficient to ensure adequate District return on investment for the capital investments anticipated at Oyster Point Marina. Term 7: Governance a. City Council policy decisions for City. b. District Commission policy decisions for District. c. Liaison Committee (2 members each from Council and Commission) serves as working committee on behalf of Council and Commission. Term 8: Future Land Planning a. Land uses in Phase IC are open space and hotel per 2011 MOU. b. Land uses in Phase IIC are TBD subject to joint visioning effort by SSF and the District. City approved joint planning effort for $300K. Committed land uses include:  Ferry terminal and parking  Yacht club  District maintenance facility  Bay trail  40,000 sq. ft. of District commercial space  3,600 sq. ft. of District office  Boat ramp, 50 vehicular/trailer parking spots, 20 regular parking spots and bathroom (required until 2025/26 due to previously received grant)