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HomeMy WebLinkAbout2019-12-12 e-packet@2:00Thursday, December 12, 2019 2:00 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, 2nd Floor 400 Grand Avenue, South San Francisco, CA City Council Harbor District Liaison Standing Committee Special Meeting Agenda December 12, 2019City 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 Thursday, December 12, 2019, at 2:00 p.m., in the City Hall, City Manager's Conference Room, 400 Grand Avenue, South San Francisco, California. Purpose of the meeting: Call To Order. Roll Call. Public Comments. MATTERS FOR CONSIDERATION Introduction of Joint Oyster Point Liaison Committee Members.1. Introduction of new San Mateo County Harbor District General Manager, Jim Pruett.2. Motion to Approve Minutes from Meetings of April 17, 2017, August 2, 2017 and April 17, 2018. 3. Discussion of Annual Review and Report due First Quarter of 2020 (in accordance with 2018 agreement). 4. Discussion of Capability of Adding or Accommodating Additional Docks for the Projected Growth of Private Ferry/Water Taxis. 5. Adjournment. Page 2 City of South San Francisco Printed on 1/27/2020 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:19-993 Agenda Date:12/12/2019 Version:1 Item #:1. Introduction of Joint Oyster Point Liaison Committee Members. City of South San Francisco Printed on 12/6/2019Page 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 #:19-994 Agenda Date:12/12/2019 Version:1 Item #:2. Introduction of new San Mateo County Harbor District General Manager, Jim Pruett. City of South San Francisco Printed on 12/6/2019Page 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 #:19-995 Agenda Date:12/12/2019 Version:1 Item #:3. Motion to Approve Minutes from Meetings of April 17, 2017, August 2, 2017 and April 17, 2018. City of South San Francisco Printed on 12/6/2019Page 1 of 1 powered by Legistar™ 1 CITY OF SOUTH SAN FRANCISCO 2 CITY COUNCIL HARBOR DISTRICT LIAISON STANDING COMMITTEE 3 4 5 6 7 SPECIAL MEETING 8 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 9 MONDAY, APRIL 17, 2017 10 2:30 PM 11 12 13 14 CITY HALL, CITY MANAGER'S CONFERENCE ROOM 15 400 GRAND AVENUE 16 SOUTH SAN FRANCISCO, CALIFORNIA 17 18 19 Reported by: MARK I. BRICKMAN, CSR, RPR License No. 5527 20 21 UCCELLI & ASSOCIATES 22 Certified Shorthand Reporters 1243 Mission Road 23 South San Francisco, CA 94080 www.uccellireporting.com 24 E-mail: reporters@uccellireporting.com Tel: 650.952.0774 Fax: 650.952.8688 25 Silicon Valley: 408.275.1122 REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 2 1 ATTENDEES 2 THE LIAISON STANDING COMMITTEE: 3 LIZA NORMANDY - Vice-Mayor, South San Francisco 4 TOM MATTUSCH - SM County Harbor District Board President 5 VIRGINIA CHANG KIRALY - Commissioner, Harbor District 6 MARK ADDIEGO - Councilmember, South San Francisco 7 THE SUPPORTING PANEL PRESENT: 8 MIKE FUTRELL - City Manager, South San Francisco 9 STEVE McGRATH - San Mateo County Harbor District Gen Mgr 10 STEVE MATTAS - Assistant City Attorney, So San Francisco 11 STEVEN MILLER - San Mateo County Harbor District Counsel 12 JOHN MOREN - San Mateo County Harbor District Dir of Op 13 GABRIEL RODRIGUEZ - Deputy City Clerk, So San Francisco 14 15 ---o0o--- 16 17 18 19 20 21 22 23 24 25 REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 3 1 SPECIAL MEETING AGENDA 2 MATTERS FOR CONSIDERATION: 3 Page 4 Item Number 1 - Motion to Approve Minutes 6 5 Item Number 2 - Study Session on Proposed Amendment 8 6 Item Number 3 - Study Session on JPA 29 7 ---o0o--- 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 4 1 BE IT REMEMBERED that, pursuant to Notice 2 of the Special Meeting, and on April 17, 2017, 2:30 PM at 3 the City Hall, City Manager's Conference Room, 400 Grand 4 Aveue, South San Francisco, California, before me, MARK 5 I. BRICKMAN, CSR No. 5527, State of California, there 6 commenced a Special Meeting of the City Council Harbor 7 District Liaison Standing Committee pursuant to Section 8 54956 of the Government Code of the State of California. 9 ---o0o--- 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 5 1 APRIL 17, 2017 2:30 PM 2 P R O C E E D I N G S 3 VICE-MAYOR NORMANDY: So good afternoon. We 4 are going to call the Special Meeting at 2:30 for the 5 City Council/Harbor District Liaison Standing Committee. 6 Can we get a roll call, please? 7 DEPUTY CITY CLERK RODRIGUEZ: Vice-Mayor 8 Normandy? 9 VICE-MAYOR NORMANDY: Here. 10 DEPUTY CITY CLERK RODRIGUEZ: Councilmember 11 Addiego? 12 COUNCILMEMBER ADDIEGO: Here. 13 DEPUTY CITY CLERK RODRIGUEZ: San Mateo County 14 Harbor District Board President Mattusch? 15 BOARD PRESIDENT MATTUSCH: Here. 16 DEPUTY CITY CLERK RODRIGUEZ: Commissioner 17 Chang Kiraly? 18 COMMISSIONER CHANG KIRALY: Here. 19 VICE-MAYOR NORMANDY: Thank you, Gabriel. 20 Any members of the public who would like to 21 speak? 22 AUDIENCE PARTICIPANT: I'd like to. Thank 23 you. 24 I guess I would have just liked to at some 25 point hear it articulated what is good about this REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 6 1 relationship for the Harbor District. 2 I understand the benefit to the City on lots of 3 levels, but I have not heard anybody explain why this 4 relationship with the JPA between the two of you is a 5 benefit to the Harbor District. 6 It looks like we're a property manager and 7 we're spending our capital on your property. Hopefully 8 that will be explained. 9 Thank you. 10 VICE-MAYOR NORMANDY: Thank you. If we can 11 get your name. 12 AUDIENCE PARTICIPANT: John Olem. 13 VICE-MAYOR NORMANDY: The next item? 14 DEPUTY CLERK RODRIGUEZ: Item 1, motion to 15 approve the minutes from the meeting of April 28, 2016. 16 COUNCILMEMBER NORMANDY: Is there any 17 questions from our Liaison Committee? 18 COUNCILMEMBER ADDIEGO: So the minutes -- I do 19 have a question. Is it important -- as to matters to 20 correct, things like -- I think it's on page 6, it refers 21 to a flat valve or it should say a flat valve. 22 I mean, I guess -- I guess it was a bad 23 television night, so I was -- 24 MR. MATTAS: Given that these are -- given 25 that these are transcripts, it's actually important. So REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 7 1 if Council has specific errors that they would like 2 corrected or want to point out, if they could provide 3 those to us. 4 COMMISSIONER ADDIEGO: Okay. So I believe on 5 page 6, the second paragraph from the bottom, it called 6 for putting in some 7 COMMISSIONER CHANG KIRALY: Right. 8 COMMISSIONER ADDIEGO: I believe it's flat 9 valves is the correct terminology, the valves that close 10 so that the water doesn't run from the bay on to the 11 land. 12 And then on page 7, staff is currently 13 working -- this is the second paragraph, that we would be 14 consulting with a long-term plan to be submitted by the 15 end of March. I think we had till the end of May -- 16 VICE-MAYOR NORMANDY: Right. 17 COMMISSIONER ADDIEGO: -- for the long-term. 18 There is a type also on a CEQA document. I t 19 came out misspelled or something, but I don't remember. 20 I didn't mark the page I was on. 21 MR. MATTAS: So if those are the only changes, 22 we can correct the reference to CEQA and with the two 23 changes that Councilmember Addiego made. 24 COMMISSIONER MATTUSCH: Can I move approval of 25 this? REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 8 1 COUNCILMEMBER NORMANDY: Thank you, 2 Councilmember Addiego. Is there a second? 3 COMMISSIONER CHANG KIRALY: I'll second. 4 VICE-MAYOR NORMANDY: Great. Roll call, 5 please, Gabriel. 6 DEPUTY CLERK RODRIGUEZ: Vice-Mayor Normandy. 7 VICE-MAYOR NORMANDY: Aye. 8 DEPUTY CLERK RODRIGUEZ: Councilmember 9 Addiego? 10 COUNCILMEMBER ADDIEGO: Yes. 11 DEPUTY CLERK RODRIGUEZ: San Mateo County 12 Harbor District Board President Mattusch? 13 BOARD PRESIDENT MATTUSCH: Yes. 14 DEPUTY CLERK RODRIGUEZ: Commissioner Chang 15 Kiraly? 16 COMMISSIONER CHANG KIRALY: Aye. 17 COUNCILMEMBER NORMANDY: Great. Next item, 18 please. 19 DEPUTY CLERK RODRIGUEZ: Item 2, Study Session 20 on proposed Administrative Amendment to the City of South 21 San Francisco and San Mateo County Harbor District Joint 22 Powers District. Mike Futrell, City Manager and Steve 23 McGrath, District General Manager. 24 CITY MANAGER FUTRELL: Good afternoon, 25 Commission members and Vice-Mayor and Councilmember. As REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 9 1 you know, OPD, Oyster Point Development, is moving 2 forward with the previously approved development at 3 Oyster Point. 4 That was confected or perfected in 2011 and 5 there are three governing documents that deal with that 6 development: The Development Agreement and a -- another 7 agreement that have as its parties OPD, successor 8 agencies to the Redevelopment Authority and the City, and 9 then an MOU between the Harbor District and the City. 10 The purpose of the MOU was to recognize that 11 this development would take place and to forecast how 12 would the Harbor District and the City operate once that 13 development started forward. 14 And in 2011, I think the parties -- everybody 15 involved did the best they could to forecast exactly what 16 circumstances would be like on the ground, if you will, 17 when construction would begin. 18 Well now we have in that point where 19 construction is imminent. We are still planning and 20 hoping to break ground in August, and as we are now in 21 the act of doing what others six years ago merely 22 forecasted, we have found that the agreement needs some 23 tweaking, some defining so that we can continue to 24 operate at a great relationship between the City, between 25 the Harbor District and with the developer so that we all REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 10 1 succeed in this. 2 So recognizing that staff from both the Harbor 3 District and the City have met numerous times ironing out 4 details, I know staff and the Harbor District has met I 5 think numerous times, Oyster Point Development, as well, 6 the yacht club and others, again all with the same goal 7 that we would go through this massive construction period 8 as easily as possible with the -- the littlest conflict 9 as possible. 10 So we've identified in this Study Session Staff 11 Report an area that we would like to clarify for an 12 amendment to the existing JPA. 13 Principally taking two areas out of the JPA 14 completely and returning those to the City, and those are 15 identified in three maps to the MOU and in the Staff 16 Report as an area designated for hotel site and an area 17 designated for park land or recreation area. 18 Now, it was the intention of the parties in 19 2011 that that would be the case. The document just did 20 not clearly define that. 21 So by taking it out of the JPA, the Harbor 22 District would be relieved of any obligation to operate 23 or maintain those parcels while it -- those obligations 24 would then automatically fall to the City, and then the 25 City would be free to have those areas developed as park REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 11 1 land and potential future hotel site. 2 From a practical perspective, both of those 3 sites come August will be fenced off and they will be 4 part of a construction site for the larger project, but 5 approximately eighteen months to two years later, that 6 part of the project will be finished. 7 There's a lot of landfill work to take place 8 there, and it would move forward. 9 The other thing it makes clear is that the 10 developer does have the right of access to come on to 11 property which is although owned by the City, is still 12 controlled by the Harbor District and do all of the 13 public amenities work that they promised to do under the 14 development agreement, redoing the bay trail, redoing all 15 the parking lots, redoing the lights and the restrooms. 16 All those things that I think both parties want 17 to happen. This just makes it clear that yes, they do 18 have permission to come on to the site and actually 19 perform that work. 20 It seems intuitive that we would negotiate all 21 those great things that they can do it, but again this 22 wasn't actually articulated in the agreement. 23 Then I would think the third major issue is one 24 that we're still working on jointly, and that is the 25 issue of fuel line and fuel system. REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 12 1 The MOU and -- from 2011 anticipates that once 2 the land transfer takes place, probably -- slightly in 3 July of this year, the leases known as the King Leases 4 which cover, for example, Drake Marine, those would 5 transfer from OPD to the City, and then there's some 6 really loose language about those being cancelled, but 7 again, it doesn't articulate that. 8 Part of those leases cover fuel lines. Fuel 9 lines -- and I think Steve, you could speak to this if 10 you would, please. 11 It does require work, and we agree and I think 12 it is a very understandable position that the Harbor 13 District does not want to take back the fuel lines unless 14 they're in great shape. 15 We really have no disagreement there, and we 16 can discuss whether Drake Marine did a good job or not, 17 but I think the bottom line is in general we're in 18 agreement that this thing needs work. Somebody should 19 have done it. Now, who should do it? 20 So we're still working that one out, but at 21 least staff to staff, we have an agreement that none of 22 these other issues will move forward until we move -- we 23 determine what to do with the fuel line issue, if I'm 24 correct. 25 So with you today is a proposal that we'd like REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 13 1 to come back to you, back for your guidance today on this 2 with a more definitive written out amendment to the JPA, 3 assuming you agree with our recommendations, and then 4 from there, they would go to the full body of the Harbor 5 District, full body of the City Council to amend the 6 existing JPA in those three respects: Access to the 7 two -- two sites called out in the MOU, making it clear 8 that yes, the developer can come on to the site and do 9 all those improvements, and then a resolution to the fuel 10 line issue, you know, that is sat -- satisfactory to the 11 Harbor District. 12 I have from day one been clear the City has no 13 interest in operating fuel lines. It's just not part of 14 our core competency, but recognize that it is an 15 essential function for a properly operating marina and 16 certainly support your efforts in that regard. 17 GENERAL MANAGER McGRATH: Agreed. 18 CITY MANAGER FUTRELL: I'm going to shut up 19 and let you follow on. 20 GENERAL MANAGER McGRATH: Yeah. Thank you, 21 Mike. Mike has I think clearly outlined the issues 22 related to this proposed implement agreement to tidy up 23 some loose ends from the 2011 agreement that were 24 anticipated. 25 We are talking about the fuel line, fuel dock, REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 14 1 delivery system, tanks and the like, and I do think 2 that -- I appreciate Mike's comment that we don't want to 3 take back at the District and then operate things that 4 haven't been properly maintained. 5 I think maybe in the public safety sector the 6 term essential services, as this is clearly a -- a core 7 component of a proper, well-functioning desirable marina. 8 So I think this is a marina that the City and the 9 District wants to operate. 10 So it's important we get this resolved, and I 11 think that we're working actively and cooperatively to 12 that end, and we look forward to coming back to you with 13 that completed and recommended agreement. 14 CITY MANAGER FUTRELL: Okay. I want to turn 15 it over to the Liaison Committee for discussion. 16 BOARD PRESIDENT MATTUSCH: I had -- sorry. Go 17 ahead. 18 COUNCILMEMBER ADDIEGO: Just quick on that 19 fuel line. I concur with Mr. McGrath on the fuel dock 20 being a core complement. 21 At the same time, Oyster Point Cove certainly 22 doesn't have any fuel. 23 GENERAL MANAGER McGRATH: Correct. 24 COUNCILMEMBER ADDIEGO: And Sierra Point? 25 GENERAL MANAGER McGRATH: Not that I know. REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 15 1 Coyote Point would be the -- 2 COUNCILMEMBER ADDIEGO: Nearest? 3 GENERAL MANAGER McGRATH: Closest. 4 COUNCILMEMBER ADDIEGO: Okay. So it -- it 5 seems to be make our even more necessary. 6 COUNCILMEMBER NORMANDY: All right. Tom. 7 COMMISSIONER MATTUSCH: There's a number of 8 docks that were operated by Drake Marine or used by them, 9 and their condition has not got much. 10 The dock where the fuel station is is 11 particularly decrepit. So when we talk about fuel lines, 12 I think that -- could we adopt a meaning that means not 13 only the fuel tank, the fuel lines, the routing all the 14 way out there clear to the fuel dock and all the 15 components that are out on the dock and get clarification 16 that when we're talking about improving all this, we're 17 not talking about one thing and saying, "We left 18 something out. Sorry." 19 But let's make this a complete package that 20 everyone here -- the Liaison Committee, South San 21 Francisco and the Harbor District -- can be very proud 22 of. 23 CITY MANAGER FUTRELL: I -- I agree with that. 24 I'll let Steve define that. Because I appreciate that it 25 will be discussed. The underground tank, the line. Then REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 16 1 there's some sort of headworks. 2 GENERAL MANAGER McGRATH: Mm-hmm. 3 CITY MANAGER FUTRELL: But then actually 4 replacing that entire front dock, putting in a concrete 5 dock. 6 So more than just improving it. Just 7 completely replacing that fuel doc. 8 GENERAL MANAGER McGRATH: Correct. 9 COMMISSIONER MATTUSCH: Yeah. 10 GENERAL MANAGER McGRATH: Yeah. The -- the 11 dock where the dispensers are, the dispensers themselves, 12 the fuel lines from the -- back to the water's edge we're 13 looking at one project, and then another project is 14 statutorily required by a date set in the future fuel 15 line from water's edge back to the tank and then the tank 16 itself. 17 And we are very interested in making sure that 18 this all goes forward. Should operation of the facility 19 lapse, it may be a whole different ballgame when it 20 starts to restarting and replacing it. 21 COMMISSIONER MATTUSCH: Just so we don't leave 22 it out, we probably want an MSD pump out there and 23 possibly some sort of a oil change facility, noting that 24 plain old gas engine boats similar to a car, five or six 25 quarts of oil. Diesel vessels, you're talking about REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 17 1 seven to twelve gallons per engine, and some of the boats 2 have two, and we just want to make sure that our waters 3 are well protected at all times. 4 And when we talk about development of the dock 5 at the end, I don't want to leave any of that out on the 6 permit so that anybody's caught red-faced. 7 GENERAL MANAGER McGRATH: We've got a pumpout 8 facility on that dock right now. 9 COUNCILMEMBER ADDIEGO: Do we use the term 10 MSD, marine sanitary device, so it's a holding tank for 11 the boats. Still catching up on a naval terms. 12 CITY MANAGER FUTRELL: We haven't discussed 13 that specifically, but I don't see an issue. 14 GENERAL MANAGER McGRATH: No. In the scheme 15 of things, the pumpout facility is a main or component. 16 CITY MANAGER FUTRELL: Okay. 17 GENERAL MANAGER McGRATH: And we also back 18 that up with contracting with BayGreen. I keep looking 19 at John Moren, Director, our operation officer. Bay 20 Green will actually travel vessel to vessel. 21 COUNCILMEMBER NORMANDY: Thank you. 22 Commissioner Chang Kiraly. 23 COMMISSIONER CHANG KIRALY: I actually have a 24 few questions, and part of this is probably resulting 25 from the fact that I wasn't on the committee last year, REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 18 1 but I have had a chance to talk to our general manager 2 and I'm just trying to get an understanding of -- it 3 sounds like, you know, who's really responsible for this 4 now. It sounds like the lessee. 5 Is that correct. 6 GENERAL MANAGER McGRATH: The obligations are 7 inherent -- are enshrined in the lease, yes. 8 COMMISSIONER CHANG KIRALY: Okay. And so I'm 9 looking at in terms of the usage of this, and, you know, 10 why -- we actually had this discussion at our Study 11 Session, the Harbor District's Study Session. 12 And a couple of times it was brought up that 13 essential services were -- well, that these -- a fuel 14 dock was needed for central services with regard to the 15 use of the fuel dock by the South San Francisco Fire 16 Department and South San Francisco Police Department. 17 And so I'm just trying to understand what 18 percentage of the use of that is by the two emergency 19 response agencies, and -- 20 CITY MANAGER FUTRELL: I would say it's going 21 to be zero. 22 COMMISSIONER CHANG KIRALY: Okay. Well, it 23 was brought up in our meeting. So that was either an 24 incorrect statement or it was a false statement, one of 25 the two. REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 19 1 GENERAL MANAGER McGRATH: Certainly it was 2 brought up and certainly both our search and rescue 3 vessel and the District have used that facility, but as 4 we told -- when Chang Kiraly spoke last week, I would 5 agree that it's not the primary use of that facility. 6 COMMISSIONER CHANG KIRALY: Okay. Okay. So 7 then what -- with this new development coming in, do you 8 see any kind of -- what kind of impact would you see in 9 terms of increased uses of something like this? Is that 10 all? 11 I mean, I don't know. I don't see that, but 12 you may think of something. 13 CITY MANAGER FUTRELL: I do. 14 COMMISSIONER CHANG KIRALY: You do. 15 CITY MANAGER FUTRELL: The entire area, they 16 are projecting to spend over two billion dollars 17 reworking that entire waterfront. 18 I think that will make this marina much more 19 attractive and will bring additional people to the marina 20 where they will work and more likely they will want to 21 keep their boat there. 22 And I think it more likely that -- well, the 23 entire area's just going to get very, very nice. 24 COMMISSIONER CHANG KIRALY: Well, and so -- so 25 then with the developer, you know, bringing -- and I REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 20 1 think that the plan and everything has obviously been 2 vetted, it sounds great and we certainly want to support 3 that vision, but I'm just curious as to what would their 4 fair share be in terms of contributing to this knowing 5 that there could be an impact? 6 CITY MANAGER FUTRELL: I -- I personally don't 7 see an impact in that way that we would request a traffic 8 impact fee, for example. 9 COMMISSIONER CHANG KIRALY: Any impact fee. 10 CITY MANAGER FUTRELL: I think the impact 11 would be you should have more customers. Right now, 12 there are empty slips out there. I think you're charging 13 too little for them. 14 I think a huge customer base of people with 15 high salaries will now be working at Oyster Point with 16 their office overlooking the marina. 17 They might want to buy a big boat and pay you a 18 lot of money to put their own in your marina. That is 19 the impact I'm talking about. 20 I don't see any negative impact like you will 21 somehow lose money or there will be less likely to have 22 their boats out there. 23 COMMISSIONER CHANG KIRALY: So you're seeing 24 this as a revenue generation for the Harbor District or 25 for the -- REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 21 1 CITY MANAGER FUTRELL: Well, currently the 2 revenues do go to the Harbor District. 3 COMMISSIONER CHANG KIRALY: Right, but if -- 4 if the developer has a hand in this, wouldn't the 5 revenues be split in some way or -- I'm not sure how -- 6 CITY MANAGER FUTRELL: Well, we will all enjoy 7 revenue. 8 COMMISSIONER CHANG KIRALY: Right. 9 CITY MANAGER FUTRELL: You, the Harbor 10 District gets property tax. 11 COMMISSIONER CHANG KIRALY: No, I understand 12 that. 13 CITY MANAGER FUTRELL: It will get two billion 14 dollars in development and raise property taxes for 15 everyone who gets property taxes. 16 COMMISSIONER CHANG KIRALY: But what we're 17 doing is -- and I'm not disagreeing, Mike. I -- what I'm 18 saying is -- I'm just trying to -- I'm playing devil's 19 advocate here because what we're also doing is spending 20 tax dollars for something that maybe the Harbor District 21 could maybe benefit from, but I'm just trying to 22 understand how the tax dollars would be invested into 23 something like this. 24 And maybe I'm off base, but --. 25 GENERAL MANAGER McGRATH: Well, at this point, REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 22 1 this implementation agreement -- the only thing is 2 administrative with the exception at this point of the 3 necessary work for the fuel system, and that's what the 4 City and the District and certainly the District and OPD 5 are talking about currently. 6 We're not looking at tax dollars going into the 7 fuel system. 8 COMMISSIONER CHANG KIRALY: Okay. So help me 9 understand how this is going to be funded. 10 GENERAL MANAGER McGRATH: The -- 11 COMMISSIONER CHANG KIRALY: I might be 12 confusing some issues. 13 MR. MILLER: And I may be confused. Are you 14 talking about this project as a whole or you're focused 15 on this fuel -- 16 COMMISSIONER CHANG KIRALY: Well, both. 17 MR. MILLER: -- issue? 18 COMMISSIONER CHANG KIRALY: I mean, because 19 they're kind of connected, right? 20 MR. MILLER: I'm not sure that that's 21 understood. 22 COUNCILMEMBER ADDIEGO: To satisfy the 23 question as it applies to the fuel dock. 24 COMMISSIONER CHANG KIRALY: Okay. 25 GENERAL MANAGER McGRATH: The project as a REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 23 1 whole -- 2 COMMISSIONER CHANG KIRALY: But I think we 3 have to look at the macro and the micro picture. 4 GENERAL MANAGER McGRATH: Well, if we look at 5 the micro, the fuel dock and the lease is very clear that 6 the obligations for operation and maintenance of the fuel 7 dock is the responsibility of the lessee, okay. 8 COMMISSIONER CHANG KIRALY: Who is -- the 9 Oyster Point OPD, right. 10 GENERAL MANAGER McGRATH: Yes, and Drake 11 Marine is the sublessee. 12 COMMISSIONER CHANG KIRALY: Right. 13 GENERAL MANAGER McGRATH: The macro, and I 14 think -- I think it's referable to the next item, talks 15 about the sources of funds for the big project, what -- 16 there is phases in the project costs. That comes out of 17 the development agency, the City's development. 18 COMMISSIONER CHANG KIRALY: Okay. 19 CITY MANAGER FUTRELL: That's not the 20 specifically the fuel line at that point. 21 GENERAL MANAGER McGRATH: No. That is 22 correct. 23 COMMISSIONER CHANG KIRALY: That's a bigger -- 24 that's a bigger overall --. 25 GENERAL MANAGER McGRATH: The fuel line that REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 24 1 we're talking about -- 2 COMMISSIONER CHANG KIRALY: Right. 3 GENERAL MANAGER McGRATH: -- is a lease issue 4 and then we've got the development issue, which is 5 separate -- funded separately. 6 CITY MANAGER FUTRELL: So I think we -- we are 7 aligned in our hope and belief that OPD is the current 8 leaseholder. 9 COMMISSIONER CHANG KIRALY: Right. 10 CITY MANAGER FUTRELL: OPD would be the one to 11 improve the fuel line and the obligation under the lease. 12 COMMISSIONER CHANG KIRALY: So that's 13 where -- 14 CITY MANAGER FUTRELL: And that source of 15 funding. 16 COMMISSIONER CHANG KIRALY: For the specific 17 thing, you would expect that OPD would help fund whatever 18 maintenance -- it's a deferred maintenance issue right 19 now, right? 20 CITY MANAGER FUTRELL: There is some debate on 21 that. I think we both -- we agree that for whatever 22 reason, it does require work. 23 COMMISSIONER CHANG KIRALY: Okay. 24 CITY MANAGER FUTRELL: I'm not trying to lay 25 blame except that it is what it is. REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 25 1 COMMISSIONER CHANG KIRALY: Right. 2 CITY MANAGER FUTRELL: And you want the lease, 3 and therefore, under your obligation as the leaseholder, 4 you should fix it. We're aligned with that. 5 GENERAL MANAGER McGRATH: Correct. 6 COMMISSIONER MATTUSCH: Just putting the 7 600,000 over the two billion comes out to .003. So we're 8 not -- that's not a large amount. 9 COMMISSIONER CHANG KIRALY: No. 10 COUNCILMEMBER NORMANDY: Great. Is there any 11 other comments or suggestions? 12 So I just want to say thank you to both our 13 City Manager Mike Futrell and General Manager Steve 14 McGrath on the continuous conversation and having to 15 bring to -- to us and I think to the individual 16 conversations I've had with Mike that the fuel line, fuel 17 system, fuel dock is essential out there for -- whether 18 those people coming in that don't have access to gas 19 lines. 20 If not trying to look at -- I think we've had 21 these discussions prior. We're looking at Oyster Point 22 Marina, and whether it's full point or just being able to 23 bring those people to our city and also be able to 24 promote an -- other attractions, more so as the new 25 development happens. REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 26 1 So thank you very much. 2 Moving on to the next item -- oops. Sorry. 3 CITY MANAGER FUTRELL: If I could just wrap up 4 from a staff perspective. 5 What I have heard is agreement from the 6 subcommittee that the recommendations are acceptable. 7 Staff will now meet again and turn those into an actual 8 formal amendment to the JPA to discuss the two parcels 9 called out in the maps for the site and the recreational 10 site to allow for that access, the developers to do the 11 improvements required, and we will work out the -- the 12 arrangement of the fuel dock and get that sent back to 13 you again in a formal amendment that you can act on and 14 send to your respective bodies. 15 I would ask that we do that in the next thirty 16 to forty-five days, which would require another meeting 17 of this body, because we do expect the land transfer to 18 happen in approximately July, and at that point, OPD will 19 no longer be the leaseholder, and we need to act in a 20 timely fashion while they are still the leaseholder. 21 COUNCILMEMBER NORMANDY: Thanks, Mike. 22 Mark. 23 COUNCILMEMBER ADDIEGO: I think Mr. McGrath 24 made reference to the tanks, so bringing the tank out of 25 the ground to meet the current daily, you know, rules and REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 27 1 regs. 2 CITY MANAGER FUTRELL: Yes. 3 COUNCILMEMBER ADDIEGO: That is part of it. 4 CITY MANAGER FUTRELL: I think it is a single 5 walled tank that -- 6 MR. MATTAS: You say when it's required. So 7 ultimately it's part of the solution -- 8 GENERAL MANAGER McGRATH: Right. 9 MR. MATTAS: -- but --. 10 GENERAL MANAGER McGRATH: And it's currently 11 part of the conversation. 12 MR. MATTAS: Right. So it's not -- there's a 13 time period within which it's required to be brought up. 14 That's what we're looking at. 15 GENERAL MANAGER McGRATH: Correct. 16 COUNCILMEMBER ADDIEGO: So -- okay. So will 17 it be part of the before -- OPD is no longer responsible. 18 COMMISSIONER CHANG KIRALY: Well, that's what 19 I -- yeah. 20 CITY MANAGER FUTRELL: The agreement will be, 21 although the work may be performed -- 22 COMMISSIONER CHANG KIRALY: After. 23 CITY MANAGER FUTRELL: -- after. 24 COMMISSIONER CHANG KIRALY: But they would 25 know that they're still responsible. There's -- REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 28 1 CITY MANAGER FUTRELL: If -- if we are 2 successful in our -- 3 COMMISSIONER CHANG KIRALY: Right. 4 CITY MANAGER FUTRELL: -- discussions with 5 OPD, that is correct. But either way, we will have -- 6 COMMISSIONER CHANG KIRALY: And so what if 7 we're not successful? Then -- 8 CITY MANAGER FUTRELL: We have a couple of 9 other strategies to work with OPD and there are some 10 additional sources of funding that we're working on. 11 If we could kind of keep those cards close to 12 our vest, we would appreciate it, but know that we're not 13 going to come back to you unless we have a good solution 14 that works for the Harbor District. 15 COMMISSIONER CHANG KIRALY: Okay. 16 COUNCILMEMBER NORMANDY: Anything further? 17 COMMISSIONER CHANG KIRALY: So we have to, I 18 guess, figure out based on this timeline when our next 19 meeting also should be at some point. 20 CITY MANAGER FUTRELL: Perhaps at the 21 conclusion of this -- 22 COMMISSIONER CHANG KIRALY: Right, right. 23 CITY MANAGER FUTRELL: -- meeting. 24 COMMISSIONER CHANG KIRALY: I know, I know, 25 but I just want to -- just be mind -- mindful of the fact REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 29 1 that there is a timing issue here. 2 COUNCILMEMBER NORMANDY: Okay. Gabriel, next 3 item, please. 4 DEPUTY CLERK RODRIGUEZ: Item 3, Study 5 Session on possible new Joint Powers Agreement, Mike 6 Futrell, City Manager and Steve McGrath, District General 7 Manager. 8 GENERAL MANAGER McGRATH: Thank absolutely. 9 Thank you again committee members, and this is a 10 continuation of the conversation that we have been 11 having. 12 The -- in March 2011 again the City entered 13 into an agreement with the Harbor District. We talked 14 about that, and in February of this year, in furtherance 15 of the goal of what do we do in -- when we started this 16 conversation at the last meeting, It was ten years, now 17 nine years, what do we do in nine years. 18 Our board -- Council has discussed this -- met 19 and discussed direction to staff and the committee to 20 work with the Joint Committee and City Staff on an 21 updated agreement. 22 Whether that's in the same form as a JPA, maybe 23 it's something else, but -- but an agreement that looks 24 at clarifying roles and responsibilities going forward. 25 And the staff jointly recognized the 1977 REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 30 1 agreement that's something to be desired in that regard. 2 So regardless of the timeframe, we'd like very 3 much to receive direction to keep moving in the form of a 4 development of a new agreement that clarifies those roles 5 and responsibilities. 6 Of course the -- the elephant in the room, 7 though, is 2026 and what happens after that point, and 8 currently the District certainly has a five-year capital 9 improvement fund as far as our 2016-17 budget and we're 10 working for one for the '17-'18 budget and beyond, but 11 looks at some of the dock issues that we would like to 12 look at there, and how does that pencil out in the long 13 run. 14 We would very much like to -- regardless again 15 clarifying roles and responsibilities as to that. We 16 look to add pending economic analysis if the agreement -- 17 an agreement between the District and the City -- for the 18 District to operate the marina goes forward and the 19 desired level of capital investment be made, then that 20 term be commensurate with the investment and vice versa 21 with the investment being commensurate with the terms of 22 the agreement. 23 I think that if we were to pencil it out all 24 the way to the point where all docks have been replaced, 25 I think the logical term would be a 49-year agreement REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 31 1 given that was the original term off the original 2 agreement in 1977. 3 AUDIENCE PARTICIPANT: Steve, we're having 4 trouble hearing you. Could you speak up a little bit. 5 GENERAL MANAGER McGRATH: Yes. The 1977 was 6 for a 49-year term, and if we were to extend out to a 7 replacement of all docks, it would seem logical that a 8 49-year term might be the term to look at there. 9 I think that the -- the synopsis of the 10 discussions that the respective staffs have been having 11 is contained in Attachment B to the staff report, and 12 this is very clearly a synopsis, bullet points, and our 13 attempt at trying to figure out how to construct and 14 draft that agreement, water side to the District, land 15 side is the City west of the ferry terminal, the District 16 east of the ferry terminal. 17 Clearly part of the reason that we need to 18 refine this agreement is because some of the terms in the 19 '77 Agreement were vague. 20 When we get to this point, we will do surveys 21 and we will have bright lines that clearly define where 22 the O&M responsibilities and management responsibilities 23 to the respective parties begin and end. 24 Under Term 2, Operations and Maintenance, just 25 as a clarification, if it says: "District to O&M, water REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 32 1 side Marina," that's District operate and maintain, and 2 so you can see how we've got a -- a dock and ramp 3 landings. 4 This is a particularly interesting definition 5 or perspective. We know that the dock and landings will 6 be will need to be adjusted, anyway, as a part of the 7 work that OPD is doing as the land site elevation is 8 increased. 9 We recognize that if such a split is to occur, 10 that it's the District on this side of the line and the 11 City on this side of the line, there are restroom 12 facilities on both sides of that line. There are open 13 spaces, vegetated areas on both sides of that line. 14 Does it make sense for both the City and the 15 District to have maintenance, janitorial crews doing 16 restrooms? Does it make sense for both the City and the 17 District to have landscaping crews? No, it doesn't, 18 really. 19 So we would have a separate agreement -- we 20 would have a separate agreement tied to the new agreement 21 that would define those responsibilities, define the 22 costs allocated for those responsibilities and share 23 those responsibilities. 24 COMMISSIONER CHANG KIRALY: So Steve, just so 25 that I'm clear, this map that is Attachment C is going to REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 33 1 be aligned the Attachment B; is that correct. 2 GENERAL MANAGER McGRATH: Correct. 3 COMMISSIONER CHANG KIRALY: Okay. Just so -- 4 so everyone on the committee knows. 5 GENERAL MANAGER McGRATH: Correct. 6 Under Item 3 in the possible terms, we talk 7 about the capital improvements. These came straight out 8 of the approved or proposed five-year capital improvement 9 plans. 10 I think it's maintenance continues. That's an 11 ongoing obligation to anyone who operates any sort of 12 facility, that you maintain that. 13 If you start losing too much water depth, we're 14 obviously out of business, and in the last five years, 15 the IP the District put forward, we had them look beyond 16 2022, what it might take at that point. 17 The -- Item 4 separated out -- because we know 18 from our earlier discussion, the fuel dock, fuel lines 19 are an issue. 20 So we're trying to define some of the terms 21 there and some of the end state conditions that we will 22 hopefully negotiate towards. 23 5 is Sea Level Rise and Landfill, and the City 24 is taking responsibility for -- responsibility for 25 protecting the land side against sea level rise and REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 34 1 responsibility for any of the effects or impacts of 2 landfill subsidence. 3 The length of the JPA or whatever the -- 4 whatever we may call the future agreement, again, we 5 talked about a 49-year term consistent with the original 6 terms, and sufficient to adequately ensure the District 7 internal investment for any of the capital improvements 8 made and consistent with any economic analysis that the 9 District does. 10 Governance again is very clear. It's the City 11 Council and the District Board of Commissioner's 12 responsibility for governance, and in that agreement, 13 regardless of the term of that agreement, to recognize 14 that future land use planning is -- is -- as per the 2011 15 MOU, the Phase IC and 2C, that already is a part of the 16 City's General Plan. The Oyster Point Specific Plan, as 17 well. 18 There's a listing of the committed land uses 19 that we're looking at, the O Club, the maintenance 20 facility, the Harbor Master's office, so on and so forth 21 and a memorialization again of the 40,000 square feet of 22 district commercial related uses, district office space, 23 boat ramp, so on and so forth. 24 The City is embarking on a Master Planning 25 Program for the area as a whole, and maybe Mike would REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 35 1 like to speak more to this. 2 I think we discussed it very briefly with the 3 committee and it's an opportunity there for the District 4 to weigh in on some of those discussions, as well, as we 5 go forward. 6 That will be something that will be coming back 7 to the Harbor District Board of Commissioners. 8 If there's anything to add? 9 CITY MANAGER FUTRELL: Yes. First recognize 10 this is a Study Session and the beginning of the 11 conversation. 12 Unlike the first item where we need an 13 amendment to the existing JPA at a certain point because 14 we have those obligations, this one is not time 15 constrained, and please recognize that Steve McGrath and 16 myself are also operating at the direction of our 17 respective governing boards. 18 GENERAL MANAGER McGRATH: Yes. 19 CITY MANAGER FUTRELL: Both boards have had 20 Study Sessions and have received direction to explore a 21 new JPA with potentially longer term. 22 I know that the City Council has had at least 23 three Study Sessions, one in particular September of 24 2015, where they consciously said we will not join in the 25 parade seeking dissolution of the Harbor District, but REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 36 1 would instead like to negotiate with the Harbor District 2 to renew our vows, if you will, and find a better working 3 relationship. 4 And so it was in that spirit that Steve and I 5 and a lot of staff have met over the last number of 6 months to try to hammer out what might those terms look 7 like. 8 I do think there is a policy decision that 9 still rests in your hands and the hands of the boards and 10 that is why would we want to do this, why Council has 11 voiced that operation of a harbor is not one of our core 12 competencies, yet it is one of the Harbor District's core 13 competencies and believe to be their mission is a 14 countywide Harbor District. Operating harbors is what 15 you do. That's your governing mission. 16 Then there's the more practical part from the 17 City side, and I think that that will bear this out, that 18 it is a profitable enterprise and it can with the plan 19 that's been laid out by the Harbor District, through its 20 capital improvements, actually be a money-maker for the 21 Harbor District. 22 So I know my staff believes this is a positive 23 relationship for us in the future if we can work out the 24 right terms and we keep things in the right spirit, that 25 we're trying to find a solution here. REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 37 1 So, you know, we can as a group go through each 2 one of these individually or we appeal to you and I don't 3 know if you want to discuss the larger issue of how to 4 operate in the future, but these would be the kind of in- 5 the-weed bones that we recommend if we are to proceed 6 with this relationship. 7 AUDIENCE PARTICIPANT: I have a point of 8 order. 9 COUNCILMEMBER NORMANDY: So can I ask a 10 question? 11 AUDIENCE PARTICIPANT: I'd like to make a 12 point of order, and that is that 13 COUNCILMEMBER NORMANDY: I'm going to -- 14 AUDIENCE PARTICIPANT: Excuse me. I'd just 15 like to make a point of order. The Board of Harbor 16 Commissioners did not vote to approve moving forward with 17 designing a new JPA, but instead what they did was 18 approve moving forward with an agreement. 19 COUNCILMEMBER ADDIEGO: Commissioner Bryan, 20 you're out of order, and -- 21 AUDIENCE PARTICIPANT: If anyone can make -- 22 COUNCILMEMBER ADDIEGO: -- your speaking off 23 the floor is a violation of the Brown Act because there's 24 too many people here present from the San Mateo County 25 Harbor District. REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 38 1 AUDIENCE PARTICIPANT: Anyone can -- 2 COUNCILMEMBER ADDIEGO: I'm going to -- 3 AUDIENCE PARTICIPANT: -- make a point of 4 order. 5 COUNCILMEMBER ADDIEGO: -- to ask you to sit 6 down. 7 AUDIENCE PARTICIPANT: I was making a point of 8 order. 9 COMMISSIONER CHANG KIRALY: Through the Chair, 10 I have one quick question, just a -- 11 COUNCILMEMBER ADDIEGO: Okay. 12 COMMISSIONER CHANG KIRALY: -- very specific 13 question regarding the -- the space. 14 We have the 40,000 square foot of -- of 15 District commercial space. This is under Term 8, and we 16 also have had additional -- well, it says 3,600 square 17 feet of dis -- for the District office. 18 Is that going to be included in the 40,000? So 19 that we've got 36,400 for commercial space use or is it 20 in addition to, so it would be 43,600. 21 GENERAL MANAGER McGRATH: Those are enumerated 22 separately in -- 23 COMMISSIONER CHANG KIRALY: Right. 24 GENERAL MANAGER McGRATH: -- the 2011 25 agreement. REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 39 1 CITY MANAGER FUTRELL: I agree. Those 2 would -- 3 COMMISSIONER CHANG KIRALY: Okay. 4 CITY MANAGER FUTRELL: -- be in addition to. 5 COMMISSIONER CHANG KIRALY: Okay. So -- so 6 the only reason I ask is there's a little piece of land 7 that kind of goes out where the current Harbor Master's 8 office is and -- and it looks like based on Attachment C, 9 this map that said it's going to revert back to the City. 10 Is that correct? 11 CITY MANAGER FUTRELL: That is an area we need 12 to discuss. 13 COMMISSIONER CHANG KIRALY: Okay. 14 CITY MANAGER FUTRELL: That is an area where 15 we've engaged engineers to give us an answer of what is 16 happening out there. 17 COMMISSIONER CHANG KIRALY: Okay. 18 CITY MANAGER FUTRELL: And why at times at 19 King tide is there water coming up over that area and to 20 design a solution. 21 COMMISSIONER CHANG KIRALY: Right. 22 CITY MANAGER FUTRELL: To cost that out for 23 us. 24 COMMISSIONER CHANG KIRALY: Okay. So that was 25 the reason for my question. I understand what the JP REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 40 1 said, but just based on this map, it looks different from 2 what I understood. 3 CITY MANAGER FUTRELL: That is an area that we 4 have debated quite a bit, and my recommendation to my 5 Council, depending upon the cost, if hypothetically we 6 have to put, say, three to five million dollars into that 7 area to shore it up in whatever way is required to 8 protect it against sea level rise, I think we as a city 9 would prefer then it become some public use like a park 10 or an overlook or a nature center where that three to 11 five million of City tax dollars could actually go back 12 to the public at large as opposed to having a parking lot 13 and a Harbor Master's office that may not be the highest 14 and best use. 15 But I will say that because we don't have the 16 engineering study, we don't have the cost study, that is 17 still an open issue, recognizing there must be a Harbor 18 Master's office somewhere out there in the correct 19 location, and this may or may not be the right location. 20 COMMISSIONER CHANG KIRALY: Okay. Thank you. 21 CITY MANAGER FUTRELL: But it's still being -- 22 COMMISSIONER CHANG KIRALY: Discussed. 23 CITY MANAGER FUTRELL: -- worked on. That's a 24 hard issue. 25 COUNCILMEMBER ADDIEGO: Madam Chair, I think REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 41 1 taking a cue from Commissioner Kiraly, I think I'd like 2 to have the macro discussion to some degree on the length 3 of the term -- 4 COMMISSIONER CHANG KIRALY: Right. 5 COUNCILMEMBER ADDIEGO: -- of -- of a new JPA. 6 Because I think I concur with someone who's 7 speaking from the floor in that I'm not certain that the 8 City Council was looking at forty-nine additional years. 9 It's a wonderful thing to be able to cost out 10 your improvements, but then ultimately in 2075 when the 11 City receives Oyster Point back, it could be in worse 12 condition than it is today depending on the commitment, 13 the long-term commitment. 14 So -- 15 COMMISSIONER CHANG KIRALY: Yeah. I -- I 16 agree with that, Mark. So looking at Term 6 -- 17 COUNCILMEMBER ADDIEGO: Uh-huh. 18 COMMISSIONER CHANG KIRALY: Yeah. Length of 19 the JPA. 20 CITY MANAGER FUTRELL: If I can add from 21 staff, our thinking really was if you're going to invest 22 right now a total of nineteen -- roughly nineteen million 23 dollars, if I'm reading that -- sixteen million, that 24 there would be enough time for the Harbor District to 25 recover that investment. REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 42 1 However, how long that is, we're not sure, but 2 it does make sense that if you invest that kind of money, 3 you will need time to recoup those revenues plus some. 4 COUNCILMEMBER ADDIEGO: If it takes fifty 5 years, it's not a good investment on the front end. 6 CITY MANAGER FUTRELL: Right. 7 GENERAL MANAGER McGRATH: I'd also say, too, 8 that it takes some time to invest those funds. We 9 don't feel that -- it's not the same with docks one and 10 two, I don't believe so, but looking forward, we know 11 that at some point in the future, we will need to go 12 through docks one through six, as well. 13 COUNCILMEMBER ADDIEGO: Right. 14 GENERAL MANAGER McGRATH: So it's not sixteen 15 million invested next year. It's over time. 16 COUNCILMEMBER ADDIEGO: So we can -- we can 17 join together and -- and, you know, discuss this on an 18 ongoing basis. I think we need to put all of our heads 19 together. 20 Or ultimately with a 49-year agreement, we're 21 just reenacting what's already occurred. 22 COMMISSIONER CHANG KIRALY: Right. 23 COUNCILMEMBER ADDIEGO: So we're pushing it 24 off so far that it's, you know, for another generation or 25 two to make the big determination. REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 43 1 COMMISSIONER CHANG KIRALY: So Mark, what 2 timeframe do you think would be -- 3 COUNCILMEMBER ADDIEGO: I need -- 4 COMMISSIONER CHANG KIRALY: -- satisfactory? 5 COUNCILMEMBER ADDIEGO: -- to understand 6 the -- the dollars -- 7 COMMISSIONER CHANG KIRALY: That's what -- 8 COUNCILMEMBER ADDIEGO: -- much better. 9 COMMISSIONER CHANG KIRALY: -- I'm thinking, 10 yeah. 11 COUNCILMEMBER ADDIEGO: Exactly. 12 COMMISSIONER CHANG KIRALY: There are no 13 financials in this report. 14 COUNCILMEMBER ADDIEGO: Right. 15 COMMISSIONER CHANG KIRALY: I agree. 16 COUNCILMEMBER ADDIEGO: For both sides to 17 understand what they're committing to. 18 GENERAL MANAGER McGRATH: Again, from a staff 19 perspective, they feed each other. The dollars and the 20 term and the term and the dollars. They have to work 21 together. It may be true to say that from staff 22 perspective, no longer than the conversation. 23 COMMISSIONER CHANG KIRALY: No longer than the 24 forty-nine years? 25 GENERAL MANAGER McGRATH: Yeah. REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 44 1 COMMISSIONER CHANG KIRALY: That's a long 2 time. I mean, because even our -- our forty years in, 3 it's already an obsolete JPA. 4 GENERAL MANAGER McGRATH: Agreed. 5 COMMISSIONER CHANG KIRALY: And so -- 6 GENERAL MANAGER McGRATH: We want to certainly 7 do the best job possible on any agreement, and then if 8 that agreement has to work for both sides financially -- 9 COMMISSIONER CHANG KIRALY: When none of us 10 are left. 11 GENERAL MANAGER McGRATH: Operationally. 12 COMMISSIONER CHANG KIRALY: When none of us 13 are going to be here in this room discussing this. 14 GENERAL MANAGER McGRATH: That is correct. 15 COUNCILMEMBER ADDIEGO: You know, I think it's 16 like from the City side, as soon as it's making, you 17 know, the big dollars, I want it back. 18 Pretty -- 19 COMMISSIONER CHANG KIRALY: I mean -- 20 COUNCILMEMBER ADDIEGO: -- simple, right? 21 COMMISSIONER CHANG KIRALY: -- it's obvious. 22 It would be the same for the Harbor District. 23 COUNCILMEMBER ADDIEGO: Right, right. 24 COMMISSIONER CHANG KIRALY: That's why I would 25 like to see some time. I mean, the only financials here REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 45 1 is that capital improvements section, which is ninety 2 million dollarsish based on our investment for this next 3 five years, so -- and seven million dollars beyond -- 4 2022 and beyond. 5 CITY MANAGER FUTRELL: I will also point out 6 that the City has engaged the economic firm of Keyser 7 Marston to run those numbers, and looking at the proposed 8 capital improvements and when they would come on, and 9 then the scenarios of higher occupancy and proportional 10 fees with those facilities, how would those dollars work. 11 So I think we will have those ready for you at 12 another meeting. 13 COMMISSIONER CHANG KIRALY: At the next 14 meeting in thirty to forty-five days? 15 CITY MANAGER FUTRELL: I don't know that. 16 This one again is not as time constrained. But they've 17 already been engaged by the City. 18 One point is that I will raise that we've 19 raised from the City side, making the Harbor District 20 comfortable, using the City's expert with the Harbor 21 District would peer review those numbers, but just know 22 that that work -- we recognize that it's not here today. 23 We recognize that -- that if you were going 24 forward and you invest these kinds of dollars, you will 25 recoup those dollars, and we will -- we also recognize REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 46 1 that we need to get you those -- those numbers -- 2 COMMISSIONER CHANG KIRALY: Financials. 3 CITY MANAGER FUTRELL: -- for you to have what 4 you need to make a good decision. 5 COUNCILMEMBER ADDIEGO: So recouping the 6 dollars is important, but at the same time, as long as 7 the JPA goes on, then the property tax dollars to some 8 extent are shared as opposed to reverting to the coast. 9 So we -- 10 COMMISSIONER CHANG KIRALY: Right. So I 11 mean -- 12 COUNCILMEMBER ADDIEGO: Ultimately that's a 13 big factor in this, too. 14 COMMISSIONER CHANG KIRALY: Yeah. 15 COUNCILMEMBER ADDIEGO: Not just recouping an 16 investment, but looking forward, if there is a light at 17 the end of the long -- 18 COMMISSIONER CHANG KIRALY: Tunnel. 19 COUNCILMEMBER ADDIEGO: Yeah, and -- and -- 20 and the City has the ability to operate the marina or 21 look for another partner and is willing to release the 22 Harbor District. 23 COMMISSIONER CHANG KIRALY: After we put -- 24 after we've put in about sixteen million -- 25 COUNCILMEMBER ADDIEGO: Sure. REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 47 1 COMMISSIONER CHANG KIRALY: -- dollars 2 COUNCILMEMBER ADDIEGO: Because -- because 3 when you release whatever those tax dollars were -- 4 COMMISSIONER CHANG KIRALY: Well, they'd have 5 to be broken out, too, right? 6 COUNCILMEMBER ADDIEGO: Right. 7 COMMISSIONER CHANG KIRALY: Between enterprise 8 and public funds -- 9 COUNCILMEMBER ADDIEGO: Right. 10 COMMISSIONER CHANG KIRALY: -- which -- that's 11 what I'm saying is that the financials are not here for 12 us to even look at that breakout. 13 I mean, if you look at the macro macro picture, 14 Mark, there could be a benefit to the rest of the town in 15 terms of jobs. 16 There -- there -- those are the easy things to 17 look at, but the dollars and cents are just not here -- 18 COUNCILMEMBER ADDIEGO: Right. 19 COMMISSIONER CHANG KIRALY: -- I don't think 20 for us to make a decision now. 21 COUNCILMEMBER ADDIEGO: No, no. I don't think 22 so, either. We can gather up some of that data. 23 COMMISSIONER CHANG KIRALY: Yeah. 24 COMMISSIONER MATTUSCH: I haven't heard 25 anybody mention the yacht club lately. I don't think REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 48 1 that's something on the property management issues on the 2 coast. We're only talking about Oyster Point here, but 3 then it doesn't make sense to have a facility that pays 4 $300 a month and that runs a bar and a restaurant, and I 5 don't know in this Development Agreement how we can 6 potentially reformulate something and say you know what? 7 We need new agreements because we're developing entirely 8 new project and it's not the same old group of agreements 9 we had before. 10 So at some point, I think that that's one of 11 the very sore points. The Harbor District's been 12 criticized in the past about property management issued. 13 The elephant in the room on this side is that a yacht 14 club and how much they pay for rent. 15 COMMISSIONER CHANG KIRALY: And that would be 16 under -- based on Attachment C under the jurisdiction of 17 the City; correct. 18 CITY MANAGER FUTRELL: No. 19 COMMISSIONER CHANG KIRALY: No? 20 GENERAL MANAGER McGRATH: The District. 21 COMMISSIONER MATTUSCH: Correct. 22 GENERAL MANAGER McGRATH: And being cognizant 23 of the fact -- 24 COMMISSIONER CHANG KIRALY: Because I was 25 looking at the land, okay. REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 49 1 GENERAL MANAGER McGRATH: Being cognizant of 2 the fact that the District does have in place a long-term 3 agreement and lease with the yacht club. 4 COMMISSIONER CHANG KIRALY: Oh, here. 5 CITY MANAGER FUTRELL: Certainly as we look 6 down the road, if a developer were to say to the yacht 7 club "Hey, tell you what. Give us this and we'll build 8 you a nice new facility somewhere," then I think the 9 conversation will be much like we're having here. 10 How does that pencil for us? Do we get a nice 11 new facility? We're going to pay for rent. How does 12 that work? 13 But at this point, we have to be aware of the 14 fact that the yacht club has a lease that has a number of 15 years left on it. 16 COUNCILMEMBER ADDIEGO: Roughly can you share 17 with us? 18 COMMISSIONER CHANG KIRALY: Yeah, I can't 19 remember. 20 GENERAL MANAGER McGRATH: Do you remember 21 John? I know when initially executed, it was twenty-five 22 with a twenty-five option. I believe it was renewed six 23 or seven years ago. 24 COUNCILMEMBER ADDIEGO: All right. 25 GENERAL MANAGER McGRATH: So it's got a ways REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 50 1 to go. 2 COUNCILMEMBER ADDIEGO: Is there an escalator 3 with the rent? 4 COMMISSIONER MATTUSCH: No. 5 COUNCILMEMBER ADDIEGO: Wow. 6 GENERAL MANAGER McGRATH: I was going to say 7 we are looking at that lease fairly closely right now. 8 COUNCILMEMBER ADDIEGO: But it's $300 every 9 month, right? 10 COMMISSIONER MATTUSCH: Yeah. 11 COUNCILMEMBER ADDIEGO: There you go. 12 GENERAL MANAGER McGRATH: Opportunities for 13 enhancing that revenue are improbable under the terms of 14 the existing lease, and we are constrained by that lease. 15 CITY MANAGER FUTRELL: But there -- there's 16 nothing in the Development Agreement that changes that at 17 all, and one of the reasons it's left on the Harbor 18 District's side of the line is because there is a long- 19 term lease with the Harbor District. 20 Then we as the City and I don't know if the 21 Harbor District pretty much can't get out of it. 22 Perhaps I could talk a moment about how we came 23 up with the land split. 24 COMMISSIONER CHANG KIRALY: Mm-hmm. 25 CITY MANAGER FUTRELL: There were -- there REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 51 1 have been discussions just loosely with Council in their 2 Study Session that the City would take the land side and 3 operate the parks and the land side. We do that, and the 4 Harbor District will do what it usually does best, which 5 is maintain the marinas and the harbor. 6 As we actually got to the map and looked, 7 almost everything on this map that is shown as the 8 District is required for operation of the marina. 9 So you have the yacht club, you have the 10 maintenance area, you've got the boat ramp and the 11 associated parking, the parking which supports the marina 12 and then you have the 40,000 square feet which is 13 promised to the Harbor District for your future 14 development, whatever that is. 15 So pretty much that entire end is Harbor 16 District by design, and so it just didn't make sense for 17 the City to take that -- in fact, it's all yours. 18 Now, we have had discussions, but it also 19 doesn't sense for us both to be out there doing 20 maintenance, and we would come up with a shared 21 maintenance agreement that works for both of us to save 22 money and have one crew out there maintaining the entire 23 area. 24 But that's how we came up with the split. With 25 further discussions to center around the point where the REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 52 1 Harbor District or rather the Harbor Master's office is. 2 COMMISSIONER CHANG KIRALY: Right. 3 COUNCILMEMBER NORMANDY: Thank you, Mike. Any 4 questions for the committee? 5 CITY MANAGER FUTRELL: Well, is the committee 6 comfortable with us proceeding along these geographic 7 lines? 8 What we will do is take these back today and 9 just continue working and just drill a little more deeply 10 and start crafting some practical written documents for 11 you to react to. 12 COMMISSIONER CHANG KIRALY: When you say 13 geographic lines, you're talking about the maps in 14 Attachment C? 15 CITY MANAGER FUTRELL: Attachment C, correct. 16 AUDIENCE PARTICIPANT: Excuse me. As a member 17 of the public, can I make a comment? 18 CITY MANAGER FUTRELL: It's up to the Chair. 19 AUDIENCE PARTICIPANT: Since this is a Study 20 Session. 21 COUNCILMEMBER NORMANDY: Give me one moment. 22 Let me close up the -- the discussion with the committee 23 first and I'll just come are right back to you. 24 AUDIENCE PARTICIPANT: Before you make a 25 commitment, I'd like to make a comment. REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 53 1 COUNCILMEMBER NORMANDY: We're not making a 2 commitment. This is a Study Session. Let me just 3 clarify with the committee. 4 Is there any comments or questions -- 5 COMMISSIONER CHANG KIRALY: No. 6 COUNCILMEMBER NORMANDY: -- from the 7 committee? 8 COMMISSIONER MATTUSCH: You know, I come back 9 to the fuel dock itself, but Mr. Moren has a license to 10 operate vessels and I do -- when I get fuel many times, I 11 might need a five gallon bucket of oil or something. 12 So in the planning and enhancement of that fuel 13 dock, is there any -- has anyone given thought to a small 14 two 400 square foot building -- 15 COUNCILMEMBER NORMANDY: Shop. 16 COMMISSIONER MATTUSCH: -- that would have a 17 small shop-type thing, oil, maintenance? What does a 18 boater need when you pulls up? 19 We've lost our local West Marine. We don't 20 have the 40,000 square foot building yet. 21 Fuel is one thing. Where -- where's the guy 22 going to go get oil? 23 So just -- I'm not asking for it now. I just 24 want to put it out there that at some point we should 25 recognize that gas and oil are not the only two things REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 54 1 that are requisite to operating a vessel. 2 COMMISSIONER CHANG KIRALY: So I have a quick 3 question through the Chair. 4 COUNCILMEMBER NORMANDY: Go ahead, Virginia. 5 COMMISSIONER CHANG KIRALY: Has your City 6 Council approved this Attachment C map configuration? 7 CITY MANAGER FUTRELL: No, they have -- 8 COMMISSIONER CHANG KIRALY: Because our -- 9 CITY MANAGER FUTRELL: They have not. 10 COMMISSIONER CHANG KIRALY: -- board has not. 11 CITY MANAGER FUTRELL: This is the first 12 public outing of this concept. We came to this committee 13 first. 14 COMMISSIONER CHANG KIRALY: Okay. 15 CITY MANAGER FUTRELL: And if we're able to 16 work out some sort of agreement through multiple meetings 17 to where you are comfortable moving it to the larger 18 body, then you will recommend doing so at that time. 19 I -- I personally think it's a little premature 20 and we're just getting your initial reactions today. 21 COMMISSIONER CHANG KIRALY: Thank you for 22 those comments. 23 COUNCILMEMBER NORMANDY: Anything, Mark? 24 CITY MANAGER FUTRELL: Let me point out one 25 nuance, and that would be under Item 2F, recognizing that REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 55 1 whatever the term is, business conditions may change over 2 the course of that term. 3 So we are recommending a second agreement which 4 will be much shorter which would contain the business 5 terms, and that would give this committee and the boards 6 at a minimum every five years, but perhaps earlier, to 7 revisit the cost of maintenance, the economy and change 8 the business terms of the agreement. 9 I do think as smart as both of us are, Steve, 10 it would be hard for us to protect something which we can 11 guarantee will be working properly four years from now. 12 So there is kind of a back door for common 13 sense to allow the bodies to adjust as necessary 14 periodically throughout the term. 15 COMMISSIONER CHANG KIRALY: Right. So that 16 would be the shared cost agreement. That's the F -- 17 that's 2F, right? 18 CITY MANAGER FUTRELL: Right. 19 COMMISSIONER CHANG KIRALY: Which I -- you had 20 mentioned would be kind of separate, anyway, which 21 would -- I'm assuming would be shorter than the fifty 22 years, right? 23 CITY MANAGER FUTRELL: Yes. Because we say -- 24 COMMISSIONER CHANG KIRALY: That's what you 25 just said. REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 56 1 CITY MANAGER FUTRELL: -- at least every five 2 years. We could make it -- 3 COMMISSIONER CHANG KIRALY: Yeah. 4 CITY MANAGER FUTRELL: -- every three years 5 where we will sit down and revisit the business terms and 6 make sure they're still working for both bodies. And not 7 just -- the vagaries of the economy we just don't know. 8 GENERAL MANAGER McGRATH: Or at least have a 9 trigger if not a specific term at least every five years 10 or if a certain trigger occurs that we could revisit 11 based on changing conditions in operation operations and 12 maintenance. 13 COUNCILMEMBER NORMANDY: Thank you. 14 So I'm going to allow the public. Can -- 15 introduce yourself and comment. 16 MS. SLATER-CARTER: Thank you. Kathryn 17 Slater-Carter. I -- I live in Montara, so 18 unincorporated. I am on the Montara Water and Sanitary 19 District Board and on the Sewer Authority Mid-Coastside 20 and I'm speaking as an individual here. 21 But my experience has -- as I see some issues 22 here. 23 One, Sewer Guardian on the Coastside is on JPA 24 with an equal number of votes distributed among three 25 entities. So one entity has two votes and -- or four REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 57 1 votes and the other two entities have between them four 2 votes. 3 This year, SAM has suffered some major sanitary 4 spills because the agenc -- the agency that has the four 5 votes received -- refused to put any money into 6 maintaining our central interpipe pipeline system. 7 You need to have some kind of tie breaker or 8 something written into your JPA about maintenance and 9 repair needing to happen such that it doesn't leave the 10 JPA with -- at any risk for a breakdown. 11 I'm thinking of the fuel dock, for instance, or 12 other things. There's just -- I can't foresee forty-nine 13 years from now. 14 The -- so that's -- I think is something you 15 seriously need to consider. 16 The other is I'm looking at Attachment C, and 17 in looking at the black hashmarks, I see a red flashing 18 neon sign that says Romeo Pier. 19 I don't see easy land access for the Harbor 20 District for what is going to be asked to maintain in 21 good repair the way this map is set up, and I think that 22 needs to be reconsidered. 23 The Harbor District is already suffering from 24 an agreement from years past in which they got a pier 25 with no access to it. REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 58 1 So I think that needs to be seriously worked 2 into this agreement. I'm sure there will be others and I 3 look forward to attending these, but those are what jump 4 up to me first. 5 If you want to have a good JPA, these kinds of 6 things need to be worked at and I think that having these 7 study sessions is very valuable. 8 Thank you. 9 COUNCILMEMBER NORMANDY: All right. Thank 10 you. 11 Any closing comments from this committee and/or 12 Mike Futrell and Steve McGrath? 13 COMMISSIONER CHANG KIRALY: Can I ask one 14 quick question? So it sounds like the fuel dock issue is 15 really more time sensitive than all this other stuff. 16 GENERAL MANAGER McGRATH: Yes. 17 COMMISSIONER CHANG KIRALY: So that's going to 18 basically be Term 4 on this sheet, right? 19 GENERAL MANAGER McGRATH: That will have been 20 resolved by the time we get to -- 21 COMMISSIONER CHANG KIRALY: This year. 22 GENERAL MANAGER McGRATH: Yeah. 23 COMMISSIONER CHANG KIRALY: So then -- so do 24 we want to work on some of these things in terms of terms 25 in tandem or do you want to wait until after the fuel REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 59 1 dock thing gets resolved with OPD? 2 And I'm thinking specifically about 2F, the 3 shared cost agreement. I mean, not that there'd be any 4 set terms or firmed up terms, but things that you all are 5 discussing during this time. 6 I'm assuming that it's happening now or -- 7 because I kind of think that a lot of this has to come to 8 our governing boards, too, before any -- obviously this 9 is a Study Session and no decisions are going to be made 10 here. 11 So -- but I just want to kind of get a sense of 12 where staff is discussing in terms of overlap based on 13 Attachment B. 14 GENERAL MANAGER McGRATH: The -- well -- and 15 speaking specifically -- Mike can jump in if I get this 16 wrong, but 2F, we have talked about that. We've talked 17 about -- 18 COMMISSIONER CHANG KIRALY: In the last 19 meeting, you all talked about possible shared cost. 20 GENERAL MANAGER McGRATH: Right, and -- and we 21 have been talking at -- in preparation for this meeting 22 about wanting to avoid duplication of effort or 23 redundancy. 24 COUNCILMEMBER NORMANDY: Right. 25 GENERAL MANAGER McGRATH: Basically to be as REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 60 1 efficient as we can in the operation and maintenance of 2 the entire site, recognizing that some of the functions 3 on both sides of the right line are duplicate. There is 4 grass on one side, there is grass on the other. 5 COMMISSIONER CHANG KIRALY: Right. 6 GENERAL MANAGER McGRATH: Restrooms on one 7 side and restrooms on the other. How can we avoid 8 duplication of effort and -- and make the maintenance of 9 those as efficient as possible? 10 We've agreed on a staff level that that's a 11 desirable goal outcome. We haven't gone much further 12 than that at this point. 13 CITY MANAGER FUTRELL: I -- I think it -- it 14 will be part of the economic study between now and moving 15 forward more robustly, because understanding the O&M to 16 be part of the puzzle to understand profitability -- 17 COMMISSIONER CHANG KIRALY: Right. 18 CITY MANAGER FUTRELL: -- out there. 19 So we will have much deeper discussions. Where 20 we were at this point is -- 21 COMMISSIONER CHANG KIRALY: When you say "we," 22 you mean your -- your staff and our staff and -- 23 CITY MANAGER FUTRELL: Correct. 24 COMMISSIONER CHANG KIRALY: -- OPD somehow? 25 CITY MANAGER FUTRELL: Again, this is not an REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 61 1 area -- 2 COMMISSIONER CHANG KIRALY: Okay. I just 3 wanted -- 4 CITY MANAGER FUTRELL: So it's just the two of 5 us, but this is really as far as we've gotten, this 6 general understanding that yes, we must work together and 7 we have taken a stab at what we might look at, which is 8 basically the District doing the bathrooms and the 9 showers, and the showers in particular are used by the 10 little boats and other boaters. 11 But we will work this out as part of the 12 economics of -- I think that will come to you with the 13 economics, and then if you agree, then we can later put 14 that into an actual MOU. 15 COMMISSIONER CHANG KIRALY: Okay. 16 GENERAL MANAGER McGRATH: I'd also like to 17 add, too, that when we first talked, we had started the 18 process of developing a split in our budget, public 19 enterprise, and we implemented that toward a '16 and '17 20 year. 21 We did that largely through time accounting as 22 part of our staff and our facility. When we did our 23 '16-'17 budget, we were doing that based on one quarter's 24 worth of data. 25 We've now got a lot more data -- REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 62 1 COMMISSIONER CHANG KIRALY: Right. 2 GENERAL MANAGER McGRATH: -- and our data is 3 better. 4 So we can more accurately hone in on what 5 actually our costs are, and that will help inform how we 6 move forward on this. 7 COMMISSIONER CHANG KIRALY: So how far down 8 would you drill for something down in terms of cost 9 allocation? Would it even come down to time allocation? 10 GENERAL MANAGER McGRATH: Yes. 11 COMMISSIONER CHANG KIRALY: Mm-hmm. 12 GENERAL MANAGER McGRATH: Yes. Absolutely. 13 Absolutely. 14 COUNCILMEMBER ADDIEGO: Generally I think a 15 member of the public mentioned something about a pier, 16 and a pier is what will ultimately be the Harbor District 17 and this is -- it's attached to the land, but are there 18 any problems with the pier and -- 19 GENERAL MANAGER McGRATH: Councilmember, can I 20 can clarify? 21 COUNCILMEMBER ADDIEGO: Yes. 22 GENERAL MANAGER McGRATH: I think what Ms. 23 Carter was referring to was a situation that arose on the 24 coast. 25 COUNCILMEMBER ADDIEGO: Yeah. I know this is REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 63 1 called the Romeo Pier, but not that romantic. 2 GENERAL MANAGER McGRATH: Access to our 3 facilities in order to fully maintain them, and I think 4 that this is one of the things that the City Manager and 5 I have talked about is making sure that we've got that 6 access, where is the actual dividing line on the area of 7 responsibility, but recognizing. 8 COUNCILMEMBER ADDIEGO: So it's not on the 9 map, but it's on your radar. 10 GENERAL MANAGER McGRATH: It's on the radar. 11 COUNCILMEMBER ADDIEGO: Excellent. 12 GENERAL MANAGER McGRATH: We don't want to 13 forget. 14 COUNCILMEMBER ADDIEGO: I'm just going to draw 15 it in so I don't forget. 16 GENERAL MANAGER McGRATH: We don't want it 17 land logged, water logged, and we don't want to get to 18 the point where we can't get to it. 19 COMMISSIONER CHANG KIRALY: Right. 20 Accessibility. 21 COUNCILMEMBER NORMANDY: Anything else, Tom? 22 COMMISSIONER MATTUSCH: No. 23 CITY MANAGER FUTRELL: I will say this is in 24 closing. That the two staffs are working really well 25 together and this has been a very productive process, and REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 64 1 I think while we are still operating under the existing 2 JPA, that cooperation has bled over into that, as well, 3 and at least from a staff to staff, District to City 4 perspective, I think things are going really smoother now 5 than they have been in previous year's time. 6 Very helpful, Steve, thank you -- 7 GENERAL MANAGER McGRATH: Thank you very much. 8 CITY MANAGER FUTRELL: -- for the time 9 committed to this. We have a lot more to go, but I did 10 want you all to know that it is working very smoothly 11 under the existing JPA, as poorly written as it is. 12 COMMISSIONER CHANG KIRALY: Thank you. 13 COUNCILMEMBER NORMANDY: Commissioner Chang 14 Kiraly would like to talk or have this opportunity to 15 discuss the next meeting. 16 COMMISSIONER CHANG KIRALY: Yeah. Schedule 17 it. 18 CITY MANAGER FUTRELL: Okay. I think when we 19 have an update ready on the larger JPA, we'll certainly 20 bring it to that meeting. 21 COMMISSIONER CHANG KIRALY: How much time do 22 you think you'll need, Mike and Steve? I mean, thirty 23 days from today is -- 24 CITY MANAGER FUTRELL: Steve, I would think 25 that the really important thing you need to get to is the REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 65 1 economics. 2 COMMISSIONER CHANG KIRALY: Right. 3 CITY MANAGER FUTRELL: We can bring some 4 numbers to you that you can really chew into, and I -- I 5 don't have staff in the room. I would hesitate to guess. 6 I'll say sixty days. 7 COMMISSIONER CHANG KIRALY: We have the fuel 8 dock thing, too. 9 CITY MANAGER FUTRELL: The fuel dock will be 10 at the next meeting. 11 COMMISSIONER CHANG KIRALY: Because that's the 12 meeting that we have to also schedule. 13 CITY MANAGER FUTRELL: Right. 14 COMMISSIONER CHANG KIRALY: Right. So we're 15 talking about two meetings, different meetings now. The 16 fuel dock meeting that you mentioned out thirty to forty- 17 five days -- 18 CITY MANAGER FUTRELL: No. So the fuel dock 19 issue we should have in the next thirty to forty-five 20 days. 21 COMMISSIONER CHANG KIRALY: Right. 22 CITY MANAGER FUTRELL: But that may be the 23 only item on the agenda. 24 COMMISSIONER CHANG KIRALY: No, I get that. 25 CITY MANAGER FUTRELL: Okay. REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 66 1 COMMISSIONER CHANG KIRALY: But that's the 2 time sensitive meeting. 3 CITY MANAGER FUTRELL: Correct. 4 GENERAL MANAGER McGRATH: That one is time 5 sensitive. 6 COMMISSIONER CHANG KIRALY: Right. So we're 7 looking at two meetings, one for that and one for the 8 financials. The overall Attachment B issue, right? 9 GENERAL MANAGER McGRATH: If we looked at the 10 agenda for today, for example, we had two items, the 11 implementation agreement and the longer term -- 12 COMMISSIONER CHANG KIRALY: Right. 13 GENERAL MANAGER McGRATH: -- agreement. 14 And the implementation agreement is time 15 sensitive. We're looking at -- we think it's thirty to 16 forty-five for that. 17 COMMISSIONER CHANG KIRALY: Right. 18 GENERAL MANAGER McGRATH: And then probably 19 thirty days after that coming back with the next round on 20 this. 21 CITY MANAGER FUTRELL: As soon as you have the 22 numbers, the economics, we'll bring those to the 23 committee. 24 But if we can meet before the end of May, which 25 is about forty-five minutes -- REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 67 1 COMMISSIONER CHANG KIRALY: Right. 2 CITY MANAGER FUTRELL: -- that would be great. 3 COUNCILMEMBER NORMANDY: Is there any date of 4 the week that does not work for anyone's schedule? Does 5 Monday work well, Wednesday? 6 COMMISSIONER CHANG KIRALY: So Monday -- 7 COUNCILMEMBER ADDIEGO: The last week in May. 8 COMMISSIONER CHANG KIRALY: Monday the 29th is 9 Memorial Day. So there'd be the 30th, which is Tuesday 10 or the 31st, which Wednesday. 11 COUNCILMEMBER NORMANDY: Can we do the 31st, 12 Mike? 13 CITY MANAGER FUTRELL: May 31st. 14 MR. MATTAS: We were trying to make that 15 earlier. 16 COMMISSIONER CHANG KIRALY: May 25th. 17 COUNCILMEMBER ADDIEGO: What day of the week 18 is that? 19 COMMISSIONER CHANG KIRALY: Thursday. 20 COUNCILMEMBER NORMANDY: What about Wednesday, 21 the 24th? 22 COUNCILMEMBER ADDIEGO: Fine. That's fine. 23 COUNCILMEMBER NORMANDY: We're looking at May 24 23rd. 25 CITY MANAGER FUTRELL: May 23rd. That is in REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 68 1 our window. 2 COUNCILMEMBER NORMANDY: Okay. Are we good 3 this time, as well? 2:30? Do we need it later? I'm 4 flexible. 5 COMMISSIONER CHANG KIRALY: That's a Tuesday. 6 COUNCILMEMBER NORMANDY: Can we do it May 7 23rd, Tuesday at 3:00 PM for our next Study Session? 8 COMMISSIONER CHANG KIRALY: Yeah. Wonderful. 9 Thank you. 10 GENERAL MANAGER McGRATH: Great. 11 COUNCILMEMBER NORMANDY: So thank you for the 12 City of South San Francisco and our San Mateo County 13 Harbor District Commissioners and Council for being here, 14 and we are then adjourning the meeting at 3:41. Thank 15 you. 16 (The meeting concluded at 3:41 PM). 17 ---o0o--- 18 19 20 21 22 23 24 25 REPORTER'S TRANSCRIPT OF MEETING PROCEEDING'S 04-17-2017 408.275.1122 Uccelli & Associates 650.952.0774 69 1 STATE OF CALIFORNIA ) 2 COUNTY OF SAN FRANCISCO ) 3 4 I, the undersigned, hereby certify that the 5 discussion in the foregoing meeting was taken at the 6 time and place therein stated; that the foregoing is a 7 full, true and complete record of said matter. 8 I further certify that I am not of counsel or 9 attorney for either or any of the parties in the 10 foregoing meeting and caption named, or in any way 11 interested in the outcome of the cause named in said 12 action. 13 14 15 IN WITNESS WHEREOF, I have 16 hereunto set my hand this 17 27th day of April, 2017. 18 19 20 MARK I. BRICKMAN CSR 5527 21 22 23 24 25 MINUTES OYSTER POINT LIAISON COMMITTEE of THE SAN MATEO COUNTY HARBOR DISTRICT and THE OYSTER POINT MARINA LIAISON STANDING COMMITTEE of THE CITY OF SOUTH SAN FRANCISCO serving as THE OYSTER POINT MARINA JOINT POWERS AUTHORITY AGREEMENT LIAISON GROUP P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, California 94083 Meeting will be held at: CITY HALL CONFERENCE ROOM 400 GRAND AVENUE SOUTH SAN FRANCISCO, CA WEDNESDAY, AUGUST 2, 2017 2:00p.m. Court Reporter's Transcript ( the "Transcript") of meeting attached and incorporated by reference into these Minutes . Call to Order: Roll Call: Public Comments: 2:00p.m. Present: South San Francisco: Vice Mayor Normandy and Councilmember Addiego. San Mateo County Harbor District: Commissioner Chang Kiraly and President Mattusch. Absent: None. Comments reflected in Transcript. 1. Motion to approve the minutes from the meeting of April 17, 2017. No Action Taken. Comments reflected in Transcript. 2. Implementation Agreement between the Harbor District and the City of South San Francisco related to the 2011 MOU Approved by the Harbor District, City of South San Francisco and South San Francisco Redevelopment Agency. No Action Taken. Comments reflected in Transcript. Adjournment Being no further business, the meeting was adjourned at 3:35 p.m. Submitted: Approved: Liza Normandy, Mayor City of South San Francisco Tom Mattusch, Commissioner San Mateo County Harbor District JOINT CITY OF SSF HARBOR DISTRICT ST ANDING COMMITTEE MINUTES AUGUST 2, 2017 PAGE2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 CITY OF SOUTH SAN FRANCISCO CITY COUNCIL HARBOR DISTRICT LIAISON STANDING COMMITTEE SPECIAL MEETING REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS WEDNESDAY, AUGUST 2, 2017 2:00 PM CITY HALL, CITY MANAGER'S CONFERENCE ROOM 400 GRAND AVENUE SOUTH SAN FRANCISCO, CALIFORNIA 19 Reported by: Siew G. Ung, RPR, CSR No. 13994 20 21 22 23 24 25 UCCELLI & ASSOCIATES Certified Shorthand Reporters 1243 Mission Road South San Francisco, CA 94080 www.UccelliReporting.com E-mail: Reporters@UccelliReporting.com Tel: 650.952.0774 Fax: 650.952.8688 Silicon Valley: 408.275.1122 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 ATTENDEES 2 THE LIAISON STANDING COMMITEE: 3 LIZA NORMANDY Vice~Mayor, South San Francisco 4 TOM MATTUSCH 5 San Mateo County Harbor District Board President 6 VIRGINIA CHANG KIRALY Commissioner, Harbor District 7 MARK ADDIEGO 8 Councilmember, South San Francisco 9 10 THE SUPPORTING PANEL PRESENT: 11 MIKE FUTRELL City Manager, South San Francisco 12 STEVE McGRATH 13 General Manager, San Mateo County Harbor District 14 STEVE MATTAS Assistant City Attorney, South San Francisco 15 STEVEN MILLER 16 Attorney, San Mateo County Harbor District 1 7 KRISTA MARTINELLI City Clerk, South San Francisco 18 GABRIEL RODRIGUEZ 19 Deputy City Clerk, South San Francisco 20 21 OTHER SPEAKERS: WILLIAM KINNEBREW 22 Fathom Marine 2 3 SABRINA BRENNAN 24 KATHRYN SLATER-CARTER 25 408.275.1122 Uccelli & Associates 650.952.0774 2 1 2 3 4 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 SOUTH SAN FRANCISCO, CALIFORNIA AUGUST 2, 2017; 2:00 P.M. *** VICE MAYOR NORMADY: So good afternoon. It is 5 2:00 o'clock. We're going to call this meeting to 6 order. So just for the record, this is a special 7 meeting with the City Council and Harbor District 8 Liaison Standing Committee. So I'm going to ask our 9 city 10 11 12 13 14 15 16 17 clerk, Krista Martinelli, for a roll call. THE CLERK: President Mattusch. BOARD PRESIDENT MATTUSCH: Here. THE CLERK: Commissioner Chang Kiraly. COMMISSIONER CHANG KIRALY: Present. THE CLERK: Vice Mayor Normandy. VICE MAYOR NORMADY: Present. THE CLERK: Councilmember Addiego. COUNCILMEMBER ADDIEGO: Present. 18 VICE MAYOR NORMADY: Perfect. So there are 19 two speaker cards. I am going to call up William 20 help me with your last name, please. MR. KINNEBREW: Kinnebrew. 21 22 VICE MAYOR NORMADY: Thank you. Do you want 23 to come on up and sit right there. MR. KINNEBREW: Sure. 24 25 Good afternoon. My name is William Kinnebrew, 408.275.1122 Uccelli & Associates 650.952.0774 3 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 and in June of 27---2017, my partner and I, Issac 2 Crawford, started Fathom Marine to continue the services 3 that Drake Marine had previously provided. 4 Together we have over 30 years of combined 5 experience in marine maintenance and repair industry. 6 Some of our certifications include: Yamaha Outboards 7 Issac Crawford is the only certified technician for 8 Yamaha on the peninsula. Volva Penta, Scania, 9 Mercury/Mercruiser and Yanmar. 10 Due to the changes at Oyster Point Marina , 11 Drake Marine stopped operations in May of 2017. Drake 12 Marine had been providing repair services to the Oyster 13 Point Marina and its boaters for over ten years. Some 14 of the customers include: The San Mateo County Sheriffs 15 Department, the South San Francisco Fire Department, 16 Redwood City Fire Department, San Mateo County Harbor 17 District, Vessel Assist, The U.S. Coast Guard and Navy, 18 the Americas Cup Team and countless recreational 19 boaters. 20 Marine maintenance and repair services are 21 essential to the boaters of San Francisco Bay and the 22 Peninsula. The services provided at Oyster Point Marina 23 are the only marine services provided on the peninsula 24 and in San Francisco. 25 In additional to the essential maintenance 408.275.1122 Uccelli & Associates 650.952.0774 4 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 services, Oyster Point Marina is one of only two 2 full-service fuel docks on the peninsula that provide 3 both gas and diesel fuel. Oyster Point Marina also 4 provides services to dispose of hazardous materials 5 related to maintenance and services such as: Fuel, fuel 6 filters, oil filters and antifreeze. 7 If these maintenance serv---if these marine 8 services are removed from the Marina where they belong, 9 the cities in the surrounding areas will have boaters in 10 violation of many city and municipal codes, performing 11 maintenance and services on their boats in the streets 12 in front of their homes. 13 Fathom Marine's goal is to partner with the 14 San Mateo --San Mateo County Harbor District and the 15 City of South San Francisco to continue to provide 16 marine services at competitive prices while providing 17 first class customer service. 18 We are currently working on a business plan to 19 provide to the Harbor District, which will encompass 20 management of the fuel dock and maintaining access to 21 the services that will help Oyster Point Marina to 22 continue to grow and flourish. VICE MAYOR NORMADY: All right. MR. KINNEBREW: Thank you. 23 24 25 VICE MAYOR NORMADY: Thank you, William. 408.275.1122 Uccelli & Associates 650.952.0774 5 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 I'm going to defer the second speaker card to 2 President Mattusch. 3 BOARD PRESIDENT MATTUSCH: Sabrina Brennan, we 4 have a three-minute limit, and I don't know who is 5 timing our speakers. 6 MS. BRENNAN: Yes, thank you. 7 BOARD PRESIDENT MATTUSCH: I presume you are 8 speaking as a member of the public and not a member of 9 the Harbor District otherwise I'm going have to say that 10 your comments 11 MS. BRENNER: I'm Sabrina Brennan, and I'm 12 speaking as a member of the public. 13 Thanks for the opportunity to address this 14 committee. I just wanted to mention that it's been 15 requested that these committee meetings be noticed and 16 agendized as Special Meetings of the City Council and of 17 the Harbor Commission, and that request was made 18 specifically so that the full Board of Harbor 19 Commissioners and the full City Council would be able , 20 if they wished, to attend these meeting and ask 21 questions and learn from the experts that come here 22 and the attorneys and the managers and so forth. 23 These are complex issues, and they impact the 24 Harbor District significantly. We are a small district, 25 so I think it 's valuable to notice these meetings so 408.275.1122 Uccelli & Associates 650.952.0774 6 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 that all Harbor Commissioners and City Council members, 2 if they wish, are able go attend and participate and ask 3 questions. 4 So I would just ask that this committee 5 consider that going forward. Thank you for your time. 6 BOARD PRESIDENT MATTUSCH: And I'd like to 7 state for the record, that as we have three 8 commissioners here, we will not be welcoming any more 9 comments from Sabrina Brennan. 10 MS. BRENNAN: You --you cannot block me from 11 making public comments. Sabrina Brennan. I'd like to 12 get back on the record, and -- 13 14 BOARD PRESIDENT MATTUSCH: Sabrina -- MS. BRENNAN: you cannot block me from 15 making public comment as a matter of the public. 16 BOARD PRESIDENT MATTUSCH: I file for recess 1 7 right now. 18 (Five-minute recess.) 19 BOARD PRESIDENT MATTUSCH: Let's call our 20 meeting back to order. If you don't mind, we have 21 another speaker card. 22 VICE MAYOR NORMADY: So in reference to --I'm 23 going to call Kathryn Slater-Carter in reference to 24 background on the proposal. 25 MS. SLATER-CARTER: Thank you. 408.275.1122 Uccelli & Associates 650.952.0774 7 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 Kathryn Slater-Carter. I somewhat follow 2 things at the Harbor District and have not noticed that 3 this has been a point of discussion for the Harbor 4 District. So I'm curious and would appreciate, when you 5 get to this agenda item, the background on how these 6 documents got so far along without having gotten 7 comments from the Harbor District Board itself . 8 So --and perhaps you could throw in whether 9 South City has been discussing this all along or whether 10 it's somewhat drafted without South City's input too. 11 Thank you. 12 VICE MAYOR NORMADY: Great. Krissy, is there 13 any more public comment? THE CLERK: I don't have any. 14 15 MS. BRENNAN: I turned in a public comment 16 card both for public comment and also for --I don't 17 have the agenda in front of me, but the agenda related 18 to item --item I believe it was two. 19 VICE MAYOR NORMADY: So I have I have item 20 two that you already spoke on, Ms. Brennan, so I'm 21 going -- 22 MS. BRENNAN: I did not speak to two. I you 23 spoke to public comment. 24 VICE MAYOR NORMADY: So unfortunately, due 25 to --due to the study session and there's three 408.275.1122 Uccelli & Associates 650.952.0774 8 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 commissioners, I will not be hearing you on item number 2 two. 3 MS. BRENNAN: You will not be hearing public 4 comment? This is --for this the record, this is 5 Sabrina Brennan speaking. And I just want to make sure 6 I understand what you are saying. Are you saying that 7 there will be no public comment on item 2? 8 BOARD PRESIDENT MATTUSCH: We're closing 9 public comment to you because it's a Brown Act 10 violation. 11 MS. BRENNAN: I put in a --I put in a speaker 12 slip on item two, and I'd like to speak as a member of 13 the public on item 2. It's within the law for me to 14 speak on item 2 . 15 BOARD PRESIDENT MATTUSCH: It's not within the 16 law. 17 MS. BRENNAN: It is within the law. 18 COMMISSIONER CHANG KIRALY: Madam Chair, madam 19 Chair --Liza and Tom, can I ask you a quick question? 20 I thought for special meetings we were only obligated to 21 have one open public comment, and that's it; is that 22 correct? 23 VICE MAYOR NORMADY: I'm going to refer this 24 to our attorney. 25 MR. MATTAS: So the agenda includes a public 408.275.1122 Uccelli & Associates 650.952.0774 9 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 comment section for the items on the agenda, and as long 2 as the speakers are allowed their three minute then the 3 public comment activities are provided. If the speakers 4 want to provide anything further they can provide it in 5 writing to the --to the commission. 6 COMMISSIONER CHANG KIRALY: So we technically 7 close public comment? 8 MR. MATTAS: To --to be clear, I'm advising 9 it. 10 11 COMMISSIONER CHANG KIRALY: Oh, I'm sorry. MR. MATTAS: So --so the Council --the 12 Liaison Committee has already entertained the public 13 comments, so you do not need to entertain further public 14 comments on these i terns. 15 COMMISSIONER CHANG KIRALY: Okay. 16 VICE MAYOR NORMADY: Thank you. 17 MS. BRENNAN: So just --just to be clear, I 18 have a question for counsel. I was able to comment 19 during public comment -- 20 COMMISSIONER CHANG KIRALY: This is the study 21 session. 22 MS. BRENNAN: but I was not able to comment 23 on i tern 2. I am --I want to make sure it's on the 24 record that I'm being blocked from commenting on item 25 two. 408.275.1122 Uccelli & Associates 650.952.0774 10 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 I have a prepared comment that I would like to 2 read. It's under three minutes. I'd like to make it on 3 item two. I would appreciate not being blocked from 4 commenting on item two as a member of the public. 5 BOARD PRESIDENT MATTUSCH: Anything you say 6 and do here is a Brown Act violation because you are a 7 member of the San Mateo County Harbor District, and you 8 are further digging yourself a hole by speaking at this 9 after being warned not to. 10 COMMISSIONER CHANG KIRALY: So can we get to 11 item number 1 and deal with the approval of the 12 amendments from the last meeting? 13 MS. BRENNAN: If you believe if you believe 14 that to be true, let me make my hole, but I'd like to 15 make a public comment on item number two. 16 VICE MAYOR NORMADY: So Sabrina --or 17 Commissioner Brennan, I'm going to close public comment 18 as in your position so we --this is not a violation of 19 the Brown Act so we can continue the study session and 20 --and ensure that we have some time 21 THE WITNESS: You have not gotten to item two 22 yet. 23 I would like to comment on item one. 24 please. 25 COMMISSIONER CHANG KIRALY: Can we do item 1, VICE MAYOR NORMADY: Can we do matters of 408.275.1122 Uccelli & Associates 650.952.0774 11 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 consideration that have item number one? 2 Krista, please. 3 THE CLERK: Motion to approve the minutes from 4 the meeting of April 17th, 2017. 5 BOARD PRESIDENT MATTUSCH: Am I correct then, 6 that the minutes not be approved? There are far too 7 many spelling errors. There's syntax errors. There's a 8 number of things I'd like reviewed and corrected prior 9 to our approving the minutes. 10 COUNCILMEMBER ADDIEGO: I concur with 11 President Mattusch. I --I --I don't always read my 12 minutes. I'm so happy that I did this time. 13 I had attempted to correct an error at the 14 previous meeting, the description of a valve, and the 15 proper terminology for the valve, on page 6, and it 16 doesn't --the correction doesn't appear as I intended. 17 Moving deeper into the minutes, there was --I 18 know sometimes I'm a little incoherent, but I can't 19 believe I'm this bad. So my the transcript is: 20 "Okay. So it 21 necessary." it seems to be --make our even more 22 23 VICE MAYOR NORMADY: Yeah. COUNCILMEMBER ADDIEGO: I don't think that's 24 me. And then Commissioner Mattusch is much better 25 spoken, and his was, "There were a number of docks that 408.275.1122 Uccelli & Associates 650.952.0774 12 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 were operated by Drake Marine or used by them, and their 2 condition has not got much --" 3 COMMISSIONER CHANG KIRALY: Well, so I 4 actually. There were actual I looked at I read 5 the minutes a couple times, and there were comments 6 attributed to the wrong MALE SPEAKER: Yes. 7 8 COMMISSIONER CHANG KIRALY: --member of the 9 committee. So I just want to make sure that all those 10 things are corrected and proofread again. 11 And so I'm with --for commissioner 12 commissioner --Councilmember Addiego and President 13 Mattusch. And so you are suggesting maybe approve this 14 at the next meeting? 15 MALE SPEAKER: Yeah, with corrections. 16 COMMISSIONER CHANG KIRALY: Yeah. With 1 7 corrections. Okay. 18 VICE MAYOR NORMADY: Is that enough? You 19 don't need any corrections? 20 MALE SPEAKER: Yeah. That's fine. I don't 21 need corrections. 22 VICE MAYOR NORMADY: Item number 2, Krista. 23 Thank you. 24 THE CLERK: Item number two. Implementation 25 agreement between the Harbor District and the City of 408.275.1122 Uccelli & Associates 650.952.0774 13 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 South San Francisco related to the 2011 MOU approved by 2 the Harbor District, City of South San Francisco and 3 South San Francisco Redevelopment Agency. 4 MR. FUTRELL: I have a report that I believe, 5 Steve, you'd like to open. 6 MR. McGRATH: I would. I'd like to thank the 7 council members and commissioners and South City staff . 8 This has been a topic of conversation, the 9 relationship between South City and the District. And 10 we started off at the Board of Commissioners talking 11 about the JPA in February of this year --in March of 12 this year . The Oyster Point Committee had a meeting 13 spoke with --talking about the JPA and --and 14 specifically also Drake Marine, both boat storage and 15 the fuel dock. 16 In April of this year, this committee also met 17 again and identified the need for this implementation 18 agreement and had some significant discussion at that 19 time as well about the fuel dock. 20 So I'd like to just recognize the effort that 21 has gone insofar into getting us to this point. I 22 think that the --the agreement itself is a simple 23 agreement to facilitate the completion of the 24 activities. 25 VICE MAYOR NORMADY: Mr. McGrath, I'm going to 408.275.1122 Uccelli & Associates 650.952.0774 14 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 pause really quick. Commissioner Brennan, if I can 2 excuse you from this table and have you sit in the 3 audience. 4 5 i tern 2. 6 MS. BRENNAN: I'm waiting to make comment on VICE MAYOR NORMADY: I'm not opening comments 7 for item 2. 8 MS. BRENNAN: I'm just going to wait till you 9 make comments on i tern 2. 10 VICE MAYOR NORMADY: Then I'm going I'm 11 going to call a five-minute recess, because this is 12 these disruption we are not able to conduct the meeting. 13 MS. BRENNAN: I'm not disrupting the meeting, 14 you are. 15 VICE MAYOR NORMADY: I'm asking you to remove 16 yourself from the table so we can go through the staff 17 report and the presentation. 18 THE WITNESS: I'm sitting at the public 19 comment position waiting for my public comment. I'm not 20 interrupting the meeting, you are. I'm listing to the 21 staff report. 22 COMMISSIONER CHANG KIRALY: Can we clear the 23 chair? Can we clear the chair. 24 VICE MAYOR NORMADY: This is not a special 25 meeting, Commissioner. 408.275.1122 Uccelli & Associates 650.952.0774 15 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 COMMISSIONER CHANG KIRALY: So, very quickly, 2 the optics of this looks like there are three 3 commissioners at this table, which would be a violation 4 of the Brown Act since the public comment period has 5 been closed. 6 So I concur with you. If you'd like to have a 7 five-minute recess, you can do that. It's up to the 8 chairs. 9 VICE MAYOR NORMADY: I'm going to call a 10 five-minute recess. 11 (Recess taken.) 12 VICE MAYOR NORMADY: So we are going to move 13 forward with staff reports. Mr. McGrath, you may 14 proceed. 15 MR. McGRATH: Thank you. 16 To briefly recap, I want to thank the council 17 members and the commissioners for this meeting today. 18 From the District side, we have talked about 19 our relationship with South City, not just in 2016 and 20 before, but in February of this year and again in March 21 of this year when we started talking about the fuel, and 22 in April of this year with this committee 23 committee where we talked about the draft the liaison developing 24 an implementing agreement and specifically focusing in 25 on the fuel as an issue that needed to be addressed. 408.275.1122 Uccelli & Associates 650.952.0774 16 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 As it says in the staff report, this 2 implementation agreement is simply intended to assist 3 the City and the Harbor District in implementing the 4 2011 MOU agreement and proposed Oyster Point development 5 including lC and 2C infrastructure. 6 Certainly, the --the staff will receive input 7 today and bring this back to the respective bodies. I 8 know that City Manager Futrell has prepared a PowerPoint 9 and I'll turn that over to him to show the PowerPoint, 10 ask questions and be prepared for any detailed 11 discussions with the committee and citizens. 12 VICE MAYOR NORMADY: All right. Thank you, 13 Mr. McGrath. 14 15 16 Steve. 17 18 been Mr. Futrell. MR. FUTRELL: Thank you. And thank you, I will, before I start reiterating. It has it seems a lot longer than three months that 19 I've been working on this. It has bit contentious. I 20 think we have reached a place where staff --both 21 staffs, are ready to recommended this agreement to, 22 first, this body and then later to full Commission and 23 full City Council, which clarifies our earlier 2001 24 agreement, which was passed by the City Council at that 25 time. 408.275.1122 Uccelli & Associates 650.952.0774 17 1 2 3 4 5 6 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 MR. McGRATH: 2011. MR. FUTRELL: What did I say? BOARD PRESIDENT MATTUSCH: 2001, 2011. MR. FUTRELL: 2011 agreement. MR. McGRATH: MOU. MR. FUTRELL: --which was passed at that time 7 by the Harbor District Commissioners and by the City 8 Council. 9 So I do have a presentation, the beginning of 10 which I'm trying to put this --what we're doing into 11 some context, and to Kathryn Slater-Carter's comment 12 earlier of trying to understand how this fits in the big 13 picture, what we are doing --and we think it's our 14 worth our time to spend a few minutes to review that 15 before we, again, go into a deep dive into the nitty 16 gritty of this particular detail. 17 So, South San Francisco is the world's largest 18 biotech cluster. 215 biotechnology companies east of 19 101 now coming into west of 101, with four of the -- 20 Four of the five largest pharmaceuticals in 21 the world are in South San Francisco. They are 22 approximately 34 percent of these companies are doing 23 cancer research. A growing number are doing aging -- 24 aging research: Parkinson's, Alzheimer's. We have two 25 Google-backed companies in town also doing life science 408.275.1122 Uccelli & Associates 650.952.0774 18 1 2 3 4 5 6 7 8 9 10 11 12 13 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 work. This is a map of the entire Oyster Point area. Everything in color is biotechnology as it stands today. Now, so you can see in context, this is the Marina and the area currently controlled by the Harbor District under the JPA from 1977. It didn't look like this in 1977, but this map is continuing to turn colors as old warehouses are being torn down and turned into cutting-edge biotechnology. As Mountain View and Sunnyvale may be considered the heart of Silicon Valley, South San Francisco is the heart of biotechnology in the world and the largest cluster. 14 I want to take a minute and just watch 15 something. This was put on by The Cove. You have seen 16 this under construction off 101. But it's worth putting 17 it in context of what we're trying to accomplish. 18 (Video plays.) 19 MR. SOMEBODY: This is just up the street from 20 Oyster Point Marina. So if you are driving north on 101 21 you'll see this campus under construction. We are 22 building seven biotech buildings plus a Marriott hotel. 23 The first two buildings are finished and 24 occupied, there's research ongoing. Buildings two 25 three --three and four will be finished in a couple of 408.275.1122 Uccelli & Associates 650.952.0774 19 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 months and are fully leased to biotech companies. 2 Buildings five and six are under construction, and I 3 understand they are already preleased even though they 4 are not complete. Building seven will likely start next 5 year. The Marriott hotel opens in less than 30 days. 6 This is the world that Oyster Point Marina 7 lives in and that Oyster Point Development that we will 8 talking about will become a part of. 9 If you look at Oyster Point Development, what 10 is the vision for this? It is a 2 billion-dollar remake 11 of the waterfront in South San Francisco. Their current 12 proposal, 1.1 million square feet of biotech labs 13 combined with 1,200 residential units, which will be 14 nestled around the lower marina retail, 30,000 square 15 feet of retail, 2 billion dollar private investment into 16 the waterfront. 17 Now, this will be the new entryway after they 18 tear down the hotel and the eatery out there, providing 19 a main boulevard with views of the bay, new road 20 infrastructure, new bay trail, sea-level-rise 21 protection, new landfill cap, new parks, remodel and 22 reopen the public beach and provide outdoor event space. 23 This will be the view coming from the ferry, 24 and this would be, on the right , the Marina operated by 25 the Harbor District. 408.275.1122 Uccelli & Associates 650.952.0774 20 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 As you go a little further along, there will 2 be outdoor cafes and restaurants. This is --these are 3 the plans that were turned into BCDC last month, Mary? 4 FEMALE VOICE: Yes. 5 MR. FUTRELL: On how to they plan to reshape 6 and remake the bay trail and all of the infrastructure 7 out there in an environmentally sustainable way, a 8 tremendous leap forward in quality of what's currently 9 there. 10 Again, this is still the BCBG presentation. 11 The marina-area improvements, marina lawn area, and you 12 can see on the left again, the marina operated by the 13 Harbor District and a greatly improved public beach. 14 There is a public beach that most people have 15 forgotten about because it's fallen into terrible 16 disrepair, completely reshaping this and making it an 1 7 active beach again. 18 The coastal meadow, this was something that 19 BCBG was particularly excited about, to maintain that 20 ecosystem along the bay trail. Waterfront lounge areas 21 so people can enjoy that San Francisco bay. 22 And again, this is their vision of where they 23 are going out there, the City is very supportive as are 24 our residents , and it's time that our beachfront coastal 25 area was improved. 408.275.1122 Uccelli & Associates 650.952.0774 21 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 This all started in 2011 with a company named 2 Shorenstein. The City and Shorenstein negotiated for 3 several years, the Harbor District was part of those 4 negotiations. The MOU that was mentioned was actually 5 passed in 2009 followed by another agreement with the 6 Harbor District in 2011, which is the one we're dealing 7 with today. 8 For reference, the area in red is what was 9 owned by Shorenstein --is now owned by OPD. The area 10 in blue is the area controlled by the Harbor District 11 under the JPA. The yellow are what's referred to as the 12 King leases. Many, many years ago, the Harbor District 13 leased those properties, I assume, to someone named 14 Mr. King who turned it over to many, many people. 15 Shorenstein, with this deal, bought the King leases, and 16 it's under those leases that Drakes Marine operated as 17 well the small hotel. 18 As part of 2011, there were a series of 19 agreements. Three. The City of South San Francisco 20 entered into a agreement with Shorenstein, Oyster Point 21 Ventures as a DA and a DDA, a development agreement and 22 a disposition and development agreement. The City and 23 the Harbor District also entered into an agreement in 24 2011, the purpose of which was to really try to look 25 into the future and forecast what type problems would 408.275.1122 Uccelli & Associates 650.952.0774 22 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 arise, how would --once construction started here, how 2 would these two entities work together to make this 3 successful. 4 Now we are on the cusp of construction, and as 5 we are working through this 2011 agreement with the 6 Harbor District, now actually looking at real drawings, 7 real numbers, we have found there are some vague 8 elements here, some things that could be tightened up, 9 and that was the genesis of the implementation agreement 10 to tighten up this agreement so that this 11 2 billion-dollar development could move forward and 12 achieve that vision. 13 The 2011 agreement --first, it references the 14 DA and DDA. It ties the two together. It removes land 15 from the JPA, and that should happen September 29th of 16 this year. That's the trigger date when certain parcels 17 will come out of the JPA and be conveyed legally to OPD. 18 They will own the land at ,that point. 19 The City pays the Harbor District $2 million 20 under this deal, and the City has paid this, and it's 21 important to remember that as part of this 2011 22 agreement in Oyster Point development now --yeah, 23 Oyster Point development, the Harbor District has 24 received $2 million cash for this . 25 There's a provision the City will provide, 408.275.1122 Uccelli & Associates 650.952.0774 23 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 under certain circumstances, office space to the Harbor 2 District, and the Harbor District in the agreement 3 retains 40,000 square feet on the waterfront for future 4 lease. And as well appreciated --it may be a ferry 5 village perhaps. But the opportunity to develop and 6 then earn revenue from future leases out there in this 7 40,000 square foot. 8 It dedicates --as Exhibits B & D, which 9 details the site of the ferry village as well as a 10 City-sponsored hotel and recreation space. 11 There we go. 2011 exhibits, just for 12 reference, do show the space for the ferry village here, 13 future hotel and recreational play fields via operation 14 operation by the City. 15 This is also on a big board for future 16 reference, but this is the current drawing from 2017 17 with a lot more detail of what is going to be built out 18 there. Again, it shows the hotel space and the open 19 space, but also shows the rebuilt parking areas, new 20 public and private restrooms. The private restrooms 21 would be for the use of the liver [sic] boards and other 22 visitors to the Marina through the Harbor District as 23 well as the bay trail and the new boulevards --so a new 24 way to get to Oyster Point. 25 The road that is currently used around the 408.275.1122 Uccelli & Associates 650.952.0774 24 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 bottom will be --will go away, and it will have new 2 tree-lined boulevards along with the parks. 3 That was a bit lookahead --so 2016, Oyster 4 Point Ventures changed to Oyster Point Development. 5 Oyster Point Ventures, which was backed by the 6 Shorenstein company sold its interest to Oyster Point 7 Development, which many people call Greenland. 8 Greenland U.S.A. is the largest investor. There are 9 actually four investors in the project, and the 10 technical name for it is Oyster Point Development . 11 In June of 2016, the city council approved the 12 transfer from OPV to OPD, and in that same month, the 13 Harbor District approved the transfer of what we call 14 the King leases from OPD to OPV [sic]. 15 Since that time, since August of 2016, Oyster 16 Point development has hired contractors, designers, 17 landscape architects, and they are on the cusp of 18 beginning construction to make this real. 19 The 2017 implementation agreement we are here 20 today to discuss, again, is meant to massage around the 21 earlier 2011 agreement where there may be some vague 22 terms and things that need to be cleaned up, and it does 23 principally four things: It makes clear that Oyster 24 Point Development has site access to make the 25 improvements --that they can actually go onto the site, 408.275.1122 Uccelli & Associates 650.952.0774 25 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS . 08-02 -2017 1 legally and begin construction. It makes clear that the 2 king leases are terminated. They own the King leases 3 and they will be building buildings in biotech. So 4 those releases are terminated. And it makes clear that 5 the hotel and recreation sites that we saw earlier are 6 removed from the JPA entirely, and the City is pursuing 7 those two as waB the intent. And a few feature provides 8 for a new fuel dock and fuel line system for the Harbor 9 District. 10 That merits a little further discussion. Over 11 the past three months, Harbor District staff has been, I 12 would say, enthusiastically pursuing an opportunity to 13 rebuild and fix the fuel line out at Oyster Point 14 Development. They have --Harbor District staff has 15 made a very compelling case that a fuel line is an 16 essential element of a successful Marina, and we have 17 included it in this implementation agreement. So what 18 it will do --and --this is the best map we had --it 19 does show the fuel line in red . The --there are 20 underground tanks. 21 So first by reference, this is the 22 roundabout out there. The yacht club would be here, if 23 I'm not in the way . Over here there are underground 24 fuel tanks that must be removed by 2025 by state law . 25 There is a fuel line that runs underground, and then 408.275.1122 Uccelli & Associates 650.952.0774 26 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 once it hits the pier area, I think it goes above ground 2 and runs out to a fuel dock here. 3 So what this agreement does, once passed by 4 both bodies is, first, provides $90,000 for immediate 5 repairs --that the City of South San Francisco will 6 provide that money to the Harbor District for immediate 7 repairs. There is an estimate that was provided, that 8 shows it's 69,000, but what's envisioned and again, 9 this this is really the harbor folk's daily work is : 10 What do we need to do to keep it in operation and make 11 it safe until we replace it. No one wants to spend 12 money on parts of a fuel line which a year later we may 13 rip out to bring in a new fuel line, but there is a 14 general recognition that something needs to be done 15 immediately. How do we pay for it? The City will step 16 up and do that as part of this agreement. 17 Number two, the replacement is funded, 18 actually by OPV, through a community facilities 19 district, which they have agreed to. They will pay a 20 certain amount per square foot of the buildings that 21 they build, and that money is dedicated towards 22 replacement of the fuel system in its --in its entirety 23 at Oyster Point Marina. 24 It's a $2.5 million investment. That again, 25 enures to the benefit of the Harbor District and the 408.275.1122 Uccelli & Associates 650.952.0774 27 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 boat users out there. We do have language in the 2 agreement because there are at least two lawyers in the 3 room licensed to practice in California, and we have to 4 envision what happens if the community facilities 5 district does not occur. 6 Forming a community facilities district in 7 California is a lengthy process. We believe it will go 8 to the City Council October 11th for its first look. 9 And then there's a public process. And depending on how 10 that goes, we will either get that finished in December, 11 or at the latest, April. But we will certainly not have 12 the CFO completely finished by the time there is 13 groundbreaking on October 12th, which is our goal. 14 So if --if, for whatever reason the CFO does 15 not come to pass, it envisions that, of course, the 16 Harbor District could continue to operate the system and 17 could replace it at its own expense if it chose to do 18 so. However, if the Harbor District decides we do not 19 want to operate the fuel system or we do not want to 20 invest the money in that, then the City is willing to 21 step into the shoes of the Harbor District, and the City 22 will, at its expense pay to decommission the fuel 23 system, which really means, remove it. Those 24 underground tanks must come out by 2025 regardless, and 25 the City will take on that obligation as the landowner 408.275.1122 Uccelli & Associates 650.952.0774 28 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 under this particular agreement. 2 So I will say, editorial comment from the City 3 side, it's our belief this is a really Steve McGraw 4 and his team have done a very good job of negotiating 5 with the City to get first, $90,000 from a third source, 6 and then find away to fund 2.5 million in dock and fuel 7 improvements without it costing the Harbor District 8 anything, and then, as a fail safe, the City will step 9 in and decommission at its expense, the fuel system. 10 So but we are not going to get a fuel 11 system stand in the way of a $2 billion-reconstruction 12 of our waterfront, and city staff is recommending to 13 council that we agree to these terms. 14 The benefits of the implementation agreement 15 for the Harbor District, it makes clear the 2011 16 agreement. We don't want disputes or nagging vague 17 questions about how it's supposed to work when OPD is 18 ready to start construction. It does fund the 90,000 in 19 the fuel dock. It does shrink the footprint that the 20 Harbor District is responsible for at Oyster Point on 21 the land side by removing the hotel site and the 22 recreational area from the responsibility of the Harbor 23 District. You no longer have to worry about O&M on 24 those sites, and it does build new infrastructure 25 supporting the Marina, which you saw earlier. 408.275.1122 Uccelli & Associates 650.952.0774 29 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 Much of that infrastructure --well, I'd say 2 all of that infrastructure is old and will be replaced 3 in total. And I hope that does translate to a reduction 4 in the maintenance cost for the Harbor District for the 5 new bathrooms, the new bay trail, the new parking lots 6 et cetera. 7 From the City, it makes clear the 2007 8 agreement, and most importantly, it clears the way for a 9 transformative waterfront development. 10 So that's why we are really here. The staff 11 is presenting to the committee today our draft of that 12 implementation agreement which resolves issues that we 13 have uncovered as staff, and opens the way for Oyster 14 Point Development to begin construction. 15 Look at next steps. We are here at the top, 16 at the liaison committee. Assuming we are successful 17 today or get enough direction to move forward, I'll 18 recommended to the mayor that we present this at the 19 September 6th full City Council meeting. 20 It's my understanding that if things go well 21 and we get it going, that there may be a recommendation 22 to hear this on the September 20th full Harbor District 23 meeting, and that is all in time for just, two and a 24 half weeks later, the actual groundbreaking out at the 25 site. 408.275.1122 Uccelli & Associates 650.952.0774 30 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 So that is staff report, and we are happy to 2 answer any questions. 3 VICE MAYOR NORMADY: Great, so thank you to 4 our city manager, Mike Futrell and our general manager 5 Steve McGrath. 6 I'm going to open this up to the liaison 7 committee for any questions for either of the two 8 representatives. 9 COMMISSIONER CHANG KIRALY: So this is --this 10 is a great PowerPoint presentation. You all have done a 11 lot of work, and I appreciate that. 12 13 anything. My question is probably more fundamental than Looking at and all I have is the 14 electronic copy of the staff report and the attachments 15 and the maps. And it's great that, you know, yeah, we 16 have done things, financially, to make things get --get 1 7 this far, but I didn't see any I still didn't see, 18 you know, projections on what is the Harbor District 19 going to --how are we --I'm not trying --I'm trying 20 to make this sound as diplomatic as I possibly can. 21 Based on the minutes from the last meeting, it 22 sounds like OPD, which is now OPV, right? 23 24 25 Okay. MALE SPEAKER: Other way around. COMMISSIONER CHANG KIRALY: OPV is now OP -- 408.275.1122 Uccelli & Associates 650.952.0774 31 1 2 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 MALE SPEAKER: Yes. COMMISSIONER CHANG KIRALY: My impression is 3 they were actually going to actually be more involved 4 with financing and developing this fuel dock thing as 5 the lessee. So that's one thing. Where --where has 6 that conversation --in my opinion it seems --well, the 7 conversation seems to have fallen through the cracks, so 8 I want to know what happened there. 9 Two, the lessee situation and the sublessee, 10 it sounds like there has been an assignment of the 11 sublease. I don't know, based on today's public 12 comment. And I'm not saying that it's good or bad, but 13 we had a joint --but we had a OPM, Oyster Point Marina 14 committee meeting, Tom and I and Steve on July 24th, and 15 it sounds like --is it Fathom? They were --they were 16 already operating in June of 2017, so --and I don't 17 know if they --if that's the case. 18 I don't even know what's going on there 19 because nothing was discussed at our July 24th meeting 20 at the Harbor District's office. So and it seems 21 like, financially, things are changing, and so while I 22 understand that there's a public benefit for the City of 23 South San Francisco, I'm trying to look at what the 24 public benefit would be for the Harbor District and the 25 rest of San Mateo County tax payers. 408.275.1122 Uccelli & Associates 650.952.0774 32 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 So that's not to say I'm against this, I just 2 don't have the answers, so that's --I want to kind of 3 understand what happened between the last meeting and 4 today because clearly the sublease has also been 5 assigned to a new subleasee, which we didn't know about 6 until today. 7 MR. McGRATH: Mike, yeah. You take the first 8 one and I take the second one? 9 MR. FUTRELL: I'm not sure which you say is 10 the first or the second, but go ahead. 11 MR. McGRATH: Go ahead. The funding for the 12 fuel dock and OPD, and then I'll address the lease 13 issue. 14 MR. FUTRELL: Okay. On the funding, the OPD 15 says we will provide you the money, but we really don't 16 have an interest in designing or building a fuel dock. 17 COMMISSIONER CHANG KIRALY: They --they --so 18 who suggested the CFD? 19 20 City side. 21 22 23 MR. FUTRELL: The CFD came --came from the COMMISSIONER CHANG KIRALY: Right. MR. FUTRELL: Because. COUNCILMEMBER ADDIEGO: It was more than for 24 the fuel line, the concept of the CFD. 25 MR. FUTRELL: That is correct. The total 408.275.1122 Uccelli & Associates 650.952.0774 33 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 package of the CFO goes beyond the fuel line, and what 2 it has been agreed upon is there would be a continuance, 3 it would not include the money for the fuel line --that 4 there would be a continuing CFO for the benefit of the 5 City to pay for continued maintenance of all of the nice 6 amenities that were just shown -- 7 8 COMMISSIONER CHANG KIRALY: Right. MR. FUTRELL: --such as the public beach and 9 the recreational areas. So --so there --the CFO has a 10 bigger component. 11 When the fuel issue came up, then the issue 12 became: Well, it was acceptable to OPD to increase the 13 size of the CFO to accommodate the fuel system, which 14 was not a easy negotiation. COMMISSIONER CHANG KIRALY: Okay. 15 16 MR. FUTRELL: To get them to agree that: Yes, 17 they will pay for the entire system even though they are 18 currently only the holders of the lease, and a lease 19 which, under most circumstances, will end in about 30 20 days. 21 But they are willing to do that. I believe 22 it's more acceptable to --but I'll let Steve speak to 23 Harbor District, and certainly to the City that OPD back 24 out and not have its fingers in trying to tell us what 25 kind of fuel system to build . 408.275.1122 Uccelli & Associates 650.952.0774 34 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 They are not Marina operators, but they were 2 willing to fund it. So I'm not sure if that's 3 dramatically different than the last meeting. Maybe 4 COMMISSIONER CHANG KIRALY: Well, the CFD 5 wasn't even discussed in the last meeting. And so the 6 only reason I --I'm not worried about it. In my --I 7 mean, as you know, I sit on a fire board in Menlo Park, 8 and we have also discussed a community facilities 9 district for different reasons. And I can understand 10 the reasons there. And now that you have expanded 11 now you have explained it, that there is actual an area 12 that is bigger than --which I kind of knew. I didn't 13 know how big this communities facilities district would 14 be. So it sounds like you have --because I think, if I 15 16 17 18 19 20 21 22 23 24 remember correctly from our legal counsel there, you do need to have an initial taxing partner, which sounds like OPD is; is that correct? MR. FUTRELL: There are --there are three land owners involved. COMMISSIONER CHANG KIRALY: Okay. MR. FUTRELL: The City, OPD and a company named Kashiwa. COMMISSIONER CHANG KIRALY: Okay. MR. FUTRELL: It requires two-thirds vote of 25 the three land owners based on square footage of land to 408.275.1122 Uccelli & Associates 650.952.0774 35 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02 -2017 1 pass the CFD. 2 COMMISSIONER CHANG KIRALY: Right. 3 MR. FUTRELL: By our calculations, the City 4 and OPD alone exceeds 80 percent, although we are 5 working with Kashiwa, so we are very confident that the 6 CFD will make its way through the City Council, but 7 there are mandated delays and times. It's not a fast 8 process. 9 10 COMMISSIONER CHANG KIRALY: Right. At all. MR. FUTRELL: I know. But since there are 11 only three parties and two of the parties have already 12 said yes, I think we will succeed. 13 COMMISSIONER CHANG KIRALY: Okay. And that is 14 the April 2018 deadline? Tell me how that fits in 15 because 16 17 MR. FUTRELL: That is correct. COMMISSIONER CHANG KIRALY: So do you intend 18 to have this thing created by that time because in the 19 report --in the --yeah, in the report, the way I read 20 it, is the consideration should have been done by that 21 time, not that the process would be done by that time or 22 there would be a full-fledged CFD. 23 MR. FUTRELL: It's our intention that a 24 full-fledged CFD will be formed no later than April of 25 2018. 408.275.1122 Uccelli & Associates 650.952.0774 36 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 COMMISSIONER CHANG KIRALY: Okay. 2 MR. FUTRELL: And that's a scenario built by 3 our CFO consultants as well as attorneys. We hope and 4 believe it would be earlier but no later than 5 April 18th. 6 COMMISSIONER CHANG KIRALY: Okay. And then in 7 the public comment that we heard from Fathom, and it was 8 an issue that I brought up last time about the fuel dock 9 having an impact. One way or the other, it sounds like 10 there are let us of different entities that could be 11 impacted. And so, with this group in development 12 happening and I'm not saying it's bad or good. I'm 13 just saying, you know, if there's going to be this 14 pretty quick growth, and you know, I think, all over the 15 county we are experiencing that we certainly are down 16 in my neck of the woods --what kind of impact do you 17 think, now, especially based on the public comment, will 18 there be on fuel dock? The fuel dock --the area, I 19 guess because if all of these law enforcements 20 agencies are using this and I brought this up last 21 time, it's --you know, I --I just --and I was told 22 last time there would be no negative impact. And then 23 now it sounds like there could be a negative impact. 24 And that's all in the minutes from the last meeting, so 25 just help me understand if there has been a change in no 408.275.1122 Uccelli & Associates 650.952.0774 37 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 negative impact to any negative impact or more negative 2 impact --if there is more negative impact, what that 3 negative impact is. 4 MR. McGRATH: Okay. So I'll take this. Thank 5 you. 6 COMMISSIONER CHANG KIRALY: Does that make 7 sense at all? 8 MR. McGRATH: Yeah, and you have --the first 9 part of your comments is regarding the lease. We have a 10 lease with Oyster Point Development, and Drake Marine is 11 a sublessee of theirs. And we know that fuel is 12 continuing to be supplied. 13 We have talked amongst internally, about 14 having backup by training our staff with the necessary 15 training in order to be dispensers --marine fuel 16 dispensers. The --the part of your question that 17 related to public safety, we do recognize that fuel is 18 important in a Marina, and that's why the negotiations 19 have been so extensive with South City. We believe that 20 there's a high likelihood that the CFO would be formed, 21 the money would be present, and the fuel system will be 2 2 improved. 23 If that does not happen, then there will be a 24 policy decision for the commission as to whether or not 25 to take on that responsibility or to walk away from 408.275.1122 Uccelli & Associates 650.952.0774 38 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 fuel, at which point, the City, has said, at this point, 2 that they would be responsible for decommissioning the 3 system. 4 COMMISSIONER CHANG KIRALY: Wait. So that 5 begs the question --then that would be even more of a 6 problem if there's more --if there is reliance on the 7 fuel docks, right --or the fuel dock. 8 9 10 then? 11 12 MR. McGRATH: There is fuel COMMISSIONER CHANG KIRALY: So why even do it MR. McGRATH: Why even do what? COMMISSIONER CHANG KIRALY: The fuel dock. I 13 mean 'cause it's --I get --and maybe I'm looking at it 14 in too simplistic of away, but, um, right now, what I'm 15 hearing --and help me understand if I'm misinterpreting 16 this, is that we --we would basically --the Harbor 17 District, we would be responsible for the fuel dock and 18 if the CFD is formed, obviously, the funding, you know, 19 some of that would come from there. 20 If the CFD isn't formed, and I know it's a 21 long process because my fire district has been 22 discussing it since January of 2017, maybe even before 23 then. 24 If it doesn't happen, then the choice is -- 25 the choice would be: The Harbor District can continue 408.275.1122 Uccelli & Associates 650.952.0774 39 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 to do something, based on what you're telling me, or the 2 City can decommission. If the Harbor District decides 3 not to do anything and continue with the fuel dock and 4 it is decommissioned by the City, why even have it in 5 the first place? 6 MR. McGRATH: Again, the City --I mean, the 7 District believes it's an important component of the 8 Marina, right? 9 COMMISSIONER CHANG KIRALY: Well, that's on -- 10 based on what y'all have said, it is so --so if it can 11 be decommissioned that easily, that --is that an 12 essential services that's going to be given up? 13 MR. McGRATH: Let's --let's back away from 14 that easily. We've got fundamentally, three different 15 parts of the process of maintaining the fuel facility. 16 The first is --are the initial and immediate 17 repairs that were identified in, say, Manager Futrell's 18 presentation, that the City will fund the $290,000. We 19 have seen the condition of the fuel dock. We can move 20 forward and make it safe while the CFD is being formed, 21 while we are developing plans, specs, engineering for 22 the replacement of that fuel dock. 23 Then we have got a bright line between what we 24 are calling initial improvements, I guess which is, from 25 the shore out to the fuel dispenser. And then the 408.275.1122 Uccelli & Associates 650.952.0774 40 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 second point is from that point back to the fuel tank. 2 We do have a hard deadline on the fuel tank, again, as 3 City Manager Futrell mentioned. 2025. By 2025, the 4 fuel tank must either be removed completely and the 5 surrounding contrary mitigated or replaced by a 6 dual-walled tank with dual -walled lines connecting it to 7 the dispensing system. So we've got two separate 8 compartments. 9 COMMISSIONER CHANG KIRALY: And who pays for 10 that? 11 MR. McGRATH: At this point, the CFO would pay 12 for that. 13 14 one . 15 16 COMMISSIONER CHANG KIRALY: Assuming there is MR. McGRATH: Assuming there is one. And as Mr. Futrell mentioned, a two-thirds 17 vote of the property owners within a CFO is required to 18 make that happen -- 19 COMMISSIONER CHANG KIRALY: Uh-huh. 20 MR. McGRATH: --and currently, OPD and the 21 City controls 80 percent of the area, so? 22 COMMISSIONER CHANG KIRALY: So you have three 23 of the three organizations, if you will --so are those 24 the only taxpayers that would be affected, or do you 25 have to -- 408.275.1122 Uccelli & Associates 650.952.0774 41 1 2 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 MR. FUTRELL: Correct. COMMISSIONER CHANG KIRALY: --go to 3 residential areas to -- 4 MR. FUTRELL: There's no residential, and only 5 through taxpayers. 6 MR. McGRATH: And two control more than 7 sufficient votes to form the district. The language 8 that is included in the implementation agreement that 9 addresses the potential for the lack of formation of a 10 CFD is there because it did behooves us to at least 11 address that potentiality, but 12 COMMISSIONER CHANG KIRALY: Yeah, I would say 13 that's a big thing if there is more demand for the use 14 of a fuel dock. 15 MR. McGRATH: Yeah, and so that's why the --I 16 believe that the City has worked hard with OPD to ensure 17 that the funding is there and that the CFD is sized in 18 such away to ensure the majority of the votes necessary 19 to form it. 20 COMMISSIONER CHANG KIRALY: So I understand 21 that. So I --so I'm just trying to under --I'm just 22 trying to wrap my hands around this a little better so 23 that I can financially figure this out. 24 So in some ways, the City of South San 25 Francisco is the lead agency on this kind of 408.275.1122 Uccelli & Associates 650.952.0774 42 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 negotiation, right, with OPD and dealing with the 2 development of Oyster Point. 3 And if you --so --the special district, 4 which is what we are, you know, you are kind of 5 representing us in terms of your negotiations with 6 Oyster Point Development, right? 7 MR. FUTRELL: It remains my personal opinion 8 that that was all done and signed and sealed and 9 delivered in 2011. 10 COMMISSIONER CHANG KIRALY: Right. But we are 11 dealing with a fuel dock issue now too. 12 MR. FUTRELL: There are many on my side that 13 believe the 20,000 --the 2011 agreement -- 14 15 16 17 18 19 20 21 COMMISSIONER CHANG KIRALY: That was okay. MR. FUTRELL: is sufficient to do everything we need to do. And you're right. The fuel line is not in there. COMMISSIONER CHANG KIRALY: Right. MR. FUTRELL: And I find it very hard to connect the fuel line to Oyster Point Development and what we are doing. 22 The fuel line has been under the constant 23 control, maintenance, operation of the Harbor District 24 since 1977. All monies made on the fuel line have 25 enured to the benefit of the Harbor District. I have a 408.275.1122 Uccelli & Associates 650.952.0774 43 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 very hard time explaining to my council why we care at 2 all about the fuel line. 3 COMMISSIONER CHANG KIRALY: No, no, I --I 4 understand. 5 MR. FUTRELL: Why should the City contribute 6 anything to a money-making enterprise which the Harbor 7 District has had control for the last forty years? But 8 in the interest of not throwing a wrench into a 9 2 billion waterfront development, we are willing to 10 listen and then --and at least recommended to council 11 that we play and try to make the Harbor District 12 satisfied vis-a-vis the fuel line. 13 COMMISSIONER CHANG KIRALY: No, I understand. 14 And don't get me wrong. I appreciate that. My thing 15 was last --at the last meeting, I thought there would 16 be more involvement by the lessee since they --this is 17 under their --their control, essentially, of their 18 funding the repair of this. And it sounds like that is 19 not going to happen, which is why are you now resorting 20 to a CFO, which is not necessarily a bad thing, but it's 21 usually not the it's almost like sometimes it's the 22 last resort, because they are already paying property 23 taxes, these taxpayers 24 25 MR. FUTRELL: I respectfully disagree. COMMISSIONER CHANG KIRALY: Okay. 408.275 .1122 Uccelli & Associates 650.952.0774 44 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 MR. FUTRELL: But for what they --what Oyster 2 Point Development is doing is raising their rental rates 3 on their future tenants. 4 5 COMMISSIONER CHANG KIRALY: Okay. MR. FUTRELL: And instead of keeping that 6 money themselves, they are going buy a fuel line with 7 it. So they are, in fact, out of their own pocket, 8 contributing $2.5 million from their bottom line towards 9 this. 10 Again, they had the same trouble I do that 11 they, in total, would be the holders of this lease for 12 12 months, how does that make me responsible for 13 $2.5 million worth of replacement. 14 Certainly an argument can be made that as the 15 holders of the lease, they have some obligation to 16 maintain and repair that is far shy of digging up the 17 tanks and replacing them. So I would say that Oyster 18 Point Development also, in the spirit of wanting to move 19 forward, not delaying the groundbreaking, has 20 capitulated and said: Okay, we will fund the 21 2.5 million. Can we please just move on? 22 COMMISSIONER CHANG KIRALY: And they view that 23 as their contribution to the public benefit side; is 2 4 that correct? 25 MR. FUTRELL: It is not phrased as that, but 408.275.1122 Uccelli & Associates 650.952.0774 45 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 they certainly could call it that because there's no 2 direct benefit to them. 3 COMMISSIONER CHANG KIRALY: No. That's why 4 it's called a public benefit. 5 MR. FUTRELL: But I --the term "public 6 benefit" is not a term of art used in land negotiations 7 so I would not call it that, personally. 8 COMMISSIONER CHANG KIRALY: Okay. Okay. So 9 why didn't we know about the reassignment of the 10 sublease in our June July 24th meeting? 11 MR. McGRATH: The July 24th meeting was held 12 to discuss the scope only of the District's Oyster Point 13 committee. And as far as we are concerned, we still 14 have a lease with OPD, and OPD has a sublease with Drake 15 Marine, and if Drake Marine has worked an arrangement 16 with another entity, then that would happen. 17 COMMISSIONER CHANG KIRALY: So you are saying 18 there is no assignment of the sublease. Okay. 19 MR. McGRATH: There is no assignment of a 20 lease to which we are a party. 21 COMMISSIONER CHANG KIRALY: There is a 22 sublease . Because that's what --they are not a party 23 for a lease, necessarily. They are the sublessee, so 24 basically, there is no assignment to --for the 25 sublease. 408.275.1122 Uccelli & Associates 650.952.0774 46 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 MR. McGRATH: That would be. Our agreement 2 MR. MILLER: Can I offer some help? 3 MR. McGRATH: Thank you. 4 MR. MILLER: Unless I am wrong and that there 5 has been some notification that I don't know about, the 6 lease between the Harbor District and its tenant, OPD, 7 requires notice and approval of any subleasing. 8 The District has, for many years now approved 9 a sublease between OPD and Drakes Marine. As far as I 10 know, no one has asked the District --OPD has not asked 11 the district permission to assign --or Drake has not 12 asked for permission. We have no knowledge of any 13 assignment of the sublease between OPD and Drakes to 14 some other entity. 15 COMMISSIONER CHANG KIRALY: Wait, but Drakes 16 just stopped operating in May of 2017. 17 MR. MILLER: Well, I don't --what I heard 18 today, and it may be 19 COMMISSIONER CHANG KIRALY: Based on public 20 comment today. 21 MR. MILLER: Based on public comment that I 22 heard, it's not quite as clear as that. I don't know 23 whether these folks are operating it for Drakes Marine 24 or pursuant --I don't know anything about their 25 agreement, but the Harbor District has not approved an 408.275.1122 Uccelli & Associates 650.952.0774 47 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 assignment of any sublease. 2 3 COMMISSIONER CHANG KIRALY: Okay. Thank you. MR. FUTRELL: If I can add, on our side, we 4 can confirm. 5 COMMISSIONER CHANG KIRALY: Sure . 6 MR. FUTRELL: On our side, we'll confirm 7 we're not aware of any assignment of the sublease by 8 OPD, but that is something we should certainly ask them. 9 Under this implementation agreement, if approved, on 10 September 29th, when the land transfers take place, all 11 of these leases are canceled. 12 13 COMMISSIONER CHANG KIRALY: Right. MR. FUTRELL: And they go away. What that 14 effectively means is that control of the fuel line in 15 that in that area goes back to the Harbor District as it 16 was originally in the beginning. Then the Harbor 17 District would have the option at that point to 18 negotiation with a future operator and enter into a new 19 lease and earn revenue off that if they choose to do so. 20 This is how this is originally. 21 COMMISSIONER CHANG KIRALY: Okay. 22 VICE MAYOR NORMADY: So that's another 2 3 conversation. 24 COMMISSIONER CHANG KIRALY: Thank you. Yeah, 25 I know. I just wanted to ask. 408.275.1122 Uccelli & Associates 650.952.0774 48 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 MR. McGRATH: Internally, that's why there was 2 a short-term provisional activity permit for an RFP for 3 a longer-term arrangement --what --we started having 4 this conversation. 5 COMMISSIONER CHANG KIRALY: Okay. 6 MR. McGRATH: And that will be coming back to 7 the board. 8 COMMISSIONER CHANG KIRALY: When --because 9 this was a surprise to me today. 10 MR. FUTRELL: It will have to be soon. 11 COMMISSIONER CHANG KIRALY: Okay. Thanks, 12 Liza and Tom. Thank you. 13 VICE MAYOR NORMADY: Thank you, Commissioner 14 Chang Kiraly. 15 President Mattusch. [sic] 16 COUNCILMEMBER ADDIEGO: So yeah. Liza, 17 following up on Commissioner Chang Kiraly, is there any 18 obligation to make the deficiencies of that fuel docking 19 system --make the current operator, whoever they might 20 be, aware of it some of its deficiencies. 21 MR. McGRATH: The current operator is aware. 22 The current leaseholder is aware. 23 COUNCILMEMBER ADDIEGO: But we don't know if 24 that's trickled down, but that would be up to them. 25 MR. McGRATH: Correct. 408.275.1122 Uccelli & Associates 650.952.0774 49 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 COMMISSIONER CHANG KIRALY: Well, that's a 2 good question, Mark. Is that the reason why we are 3 going through a CFO process now, because last time I 4 thought that they were -- 5 6 process. 7 8 through VICE MAYOR NORMADY: We're going through a CFO COMMISSIONER CHANG KIRALY: Y'all are going that's right. But it affects what --how 9 this plays into the fuel dock, right? So if they know 10 --if OPD understands the deficiencies, is that why you 11 are resorting to a CF---I mean, one of the things --I 12 don't know the other parts, what condition things are in 13 or what. I'm just asking. So I don't know. 14 COUNCILMEMBER ADDIEGO: No, I mean, I'm not in 15 a position to answer that question. 16 COMMISSIONER CHANG KIRALY: Okay. 17 COUNCILMEMBER ADDIEGO: I mean, I think that 18 I'll challenge you as a commissioner of the Harbor 19 District, you might want to ask the question of how did 20 it get to this point? 21 COMMISSIONER CHANG KIRALY: No, I'm fully with 22 you on that. So I'm just trying to understand the whole 23 picture. 24 25 VICE MAYOR NORMADY: Anybody else? COUNCILMEMBER ADDIEGO: So I appreciate that 408.275.1122 Uccelli & Associates 650.952.0774 50 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 City Manager Futrell has found a mechanism to keep OPD 2 at the table and involved in solving this problem that 3 we have all inherited, and I think the CFO, if it's 4 acceptable to OPD, then that's just the natural course, 5 and it's a wonderful outcome. And short of that, if I 6 understand the city manager, short of that, if I 7 understand the city manager --short of that, if it 8 wasn't to come to be, we are the provider of funds of 9 last resort to correct that? 10 11 12 MR. FUTRELL: No, if if all fails COUNCILMEMBER ADDIEGO: I suspect we might be. MR. FUTRELL: --the world comes to an end, we 13 are committed to paying for whatever environmentally 14 responsible -- 15 COUNCILMEMBER ADDIEGO: Yes. 16 MR. FUTRELL: --way to cease operation. COUNCILMEMBER ADDIEGO: Right. 17 18 VICE MAYOR NORMADY: I believe at the last 19 meeting, I think, between myself and President Mattusch, 20 we were pretty adamant about the need for a fuel dock 21 out there, without further need for going into 22 discussion. 23 Before we move on to the staff recommendation, 24 I am aware that Commissioner Brennan has something 25 written. I want to provide her the opportunity to turn 408.275.1122 Uccelli & Associates 650.952.0774 51 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 in that something --that document to us for the minutes 2 without reading it, so therefore there is not a 3 perception of the violation of Brown Act. Otherwise, I 4 leave that up to you. What would you like to do about 5 it. I would you like to at least accept her --accept 6 your --or you can email it to City Manager Futrell to 7 then turn it into the minutes as well. 8 That I do not see any other blue cards --so I 9 want to at least provide you that option. 10 THE WITNESS: So Code Section 54954 states 11 that every agenda for regular meeting and special 12 meeting shall provide an opportunity for members of the 13 public to directly address the legislative body on any 14 item of interest to the public before or during the 15 legislative body on any item of interest to the public, 16 before or during the legislative body's consideration of 17 the item and within the subject matter jurisdiction of 18 the legislative body provided that no action shall be 19 taken on any item not appearing on the agenda unless the 20 --bla, bla, bla, bla, bla. 21 Basically, I have the right, as a member of 22 the public to make a public comment verbally here, and 23 so does anybody else as a member of the public on item 24 two . 25 By denying me the right to make my public 408.275.1122 Uccelli & Associates 650.952.0774 52 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 comment, this committee is violating the law, and so I 2 am asking to make my public comment verbally. I did not 3 intend to disrupt the meeting. My intention is not to 4 be disruptive. I have appreciated everything that I've 5 heard here, and I appreciate everybody's time, but I 6 would like to make my comment, and it is within the law 7 for me to make my public comment. 8 VICE MAYOR NORMADY: So Commissioner Brennan, 9 I --I absolutely understand the law and public comments 10 without a doubt. 11 However, perception and visual is that you are 12 here as a commissioner of the Harbor District. So 13 therefore I provided an option for you to turn in your 14 written documentation and/or please email it to City 15 Manager Futrell so we can have it in our records and 16 minutes. 17 However, I'm not going to stop you from 18 wanting to reading your --your minutes or your three 19 your three minutes of speech. However, the perception 20 to me, there's three commissioners in the meeting, 21 and --and it's --it could be --it could visually look 22 like a violation of Brown Act. 23 Before we go into a recommendation for --for 24 both the City the City and the Harbor District. 25 So, I mean that's all I'm going to say. 408.275.1122 Uccelli & Associates 650.952.0774 53 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 MS. BRENNAN: I appreciate your concerns about 2 that, and I can understand where those are coming from. 3 I don't agree because I'm here speaking as a member of 4 the public. I'll just keep it really short, and then I 5 will --I will -- 6 COUNCILMEMBER ADDIEGO: I have a question of 7 this. This affects more than the commissioner who is at 8 the end of the table. 9 10 COMMISSIONER CHANG KIRALY: I agree. COUNCILMEMBER ADDIEGO: There are two other 11 commissioners here that have to consider, and I guess 12 their counsel is here. They should get some advice. 13 MR. MILLER: Well, we've already surpassed the 14 commissioner. 15 MS. BRENNAN: Counsel is here. Why don't we 16 ask our counsel. 17 COMMISSIONER CHANG KIRALY: Actually, public 18 comment has been closed, so why are we opening up public 19 comment? 20 BOARD PRESIDENT MATTUSCH: How about some 21 comments here from our attorney. 22 MR. MILLER: Sure, I have advised my council, 23 I've advised you. I've advised my entire council that 24 notwithstanding the Brown Act section that Commissioner 25 Brennan has quoted, that the Attorney General has 408.275.1122 Uccelli & Associates 650.952.0774 54 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 emphatically opined that when a majority of the Board is 2 present at the committee meeting, the member who is not 3 on the committee, such as Commissioner Brennan may 4 attend the committee hearing but may do so, not as a 5 member of the public with limited rights --more limited 6 than any member of the public, may sit in the room, may 7 not speak in public comment as Commissioner Brennan is 8 seeking to do and that to do so would be a violation of 9 the Brown Act pursuant to the Attorney General's 10 published opinion. 11 So that is the advice that I have given and 12 I'm giving again here today. It is not my 13 recommendation that Commissioner Brennan may be 14 permitted to provide a public comment. 15 COMMISSIONER CHANG KIRALY: Okay. Thank you. 16 MS. BRENNAN: So I'd still like to make a 17 public comment, and as a member of the public. 18 BOARD PRESIDENT MATTUSCH: On advice of 19 counsel --you have been asked not to, and because you 20 want to does not make it so. 21 We respectfully ask that, following 22 Councilmember Normady's recommendation, you email it, 23 and it will appear in the record. 24 MS. BRENNAN: How will it --will --How will 25 it appear in the record? 408.275.1122 Uccelli & Associates 650.952.0774 55 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 VICE MAYOR NORMADY: Exactly the way you 2 MS. BRENNAN: It's not going to get into the 3 transcript, and that's why I want to --it's not going 4 to get into the video, which is the transparency factor 5 here. 6 The public isn't going to be aware of it 7 because it's not going to be in the meeting video 8 published on YouTube. It's not going to be in the court 9 reporter's transcript, so what's happening here is 10 you're actually stifling a member of the public's 11 opportunity to make public comment. 12 I drove here a distance because I wanted to 13 make a public comment, and I'm being denied that. And I 14 would like --my right, as a member of the public, to 15 make my three-minute public comment. 16 VICE MAYOR NORMADY: Let me Commissioner 17 Brennan. So I'm going to defer to Steve Mattas, and 18 then we can get clarification from our city clerk to 19 ensure that that your email statement is on the record. 20 MR. MATTAS: We --we can include the 21 statement verbatim in --in the record, so if you can 22 email it to us, we will include it, and it will be in 23 there with all comments. So any member of the public 24 who wishes to look at the minutes, who wishes to look at 25 the documents associated with this meeting will be able 408.275.1122 Uccelli & Associates 650.952.0774 56 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 to see your comments. 2 MS. BRENNAN: It is going to be in the court 3 reporter's transcript? I don't see how it could be 4 because only what's happening at the meeting should be 5 in the transcript. 6 MR. MATTAS: The transcript is of the 7 narrative. I would advise our representatives. I have 8 no objection to it being in the transcript. We can 9 include it and incorporate it as an attachment so it 10 becomes part of the record and be reflected in the 11 minutes that the commission will --that the 12 subcommittee would consider at their next meeting. 13 14 have -- 15 VICE MAYOR NORMADY: Okay, you know, I don't MS. BRENNAN: I don't know if it will be or 16 not. I would just like to make my comment. That's all 17 I'm asking is I'd like to make my comment. 18 BOARD PRESIDENT MATTUSCH: Well, we just 19 represented to you that --that it will be, absent 20 objection from the liaison committee, but it is --it 21 will be included, and so -- 22 MS. BRENNAN: Is the committee committing to 23 make sure that my comment, provided via email regardless 24 of the length of it, is going to be in the transcript? 25 VICE MAYOR NORMADY: As noted by our city 408.275.1122 Uccelli & Associates 650.952 .0774 57 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 attorney, it will be in there verbatim. 2 COMMISSIONER CHANG KIRALY: Well, the thing 3 you want to submit, not something new after this 4 meeting. What you have today that you want to comment 5 on, I'm not willing to accept something that you go off 6 after this meeting and write, and it's going to be a 7 five-page document. So whatever you have today that is 8 within the three minute constraint, I would be happy to 9 include that in the transcript, but not a thesis on 10 something else later where we have to waste hundreds of 11 pages of paper. So if you'd like to 12 MS. BRENNAN: So it sounds like I'm being 13 denied. I'm being denied. 14 COMMISSIONER CHANG KIRALY: So --so I'll like 15 to comment to the chair. I'm willing to accept whatever 16 the public comment that she has --Commissioner Brennan 17 has currently, if she's ready to submit it today, she's 18 ready to read it, so why can't she just submit it to 19 this committee and have it put into the transcript? 20 VICE MAYOR NORMADY: Will you be able to do 21 that, Commissioner Brennan? 22 MS. BRENNAN: No. I would like to give me 23 comment verbally. 24 COUNCILMEMBER ADDIEGO: Commissioner Normandy, 25 I have --you know, I have watched this game for 20-plus 408.275.1122 Uccelli & Associates 650.952.0774 58 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 years, and I think a more clever and resourceful 2 commissioner might have found an underling to read your 3 comments, if they be so important, into the record. 4 But apparently, it has to be your voice. I'm 5 tired of the gamesmanship, and I'm excusing myself from 6 the meeting. 7 8 9 MS. BRENNAN: Had I -- BOARD PRESIDENT MATTUSCH: So -- COMMISSIONER CHANG KIRALY: I'm going to 10 excuse myself too because this is a bunch of games, and 11 it's actually --quite frankly, for the record, one 12 person is not more important than 704---750,000 other 13 people in this county. So if the commissioner wants to 14 be selfish and play games, you are doing a disservice to 15 the rest of the county, not just to this committee. 16 MS. BRENNAN: All I'm asking to do is make a 1 7 three-minute public comment. 18 COMMISSIONER CHANG KIRALY: So to the 19 Chairman, I'm going to be excusing myself too. 20 VICE MAYOR NORMADY: Thank you, Chang Kiraly. 21 President Mattusch, thank you. 22 23 Mike Futrell. MR. FUTRELL: Well, we had hoped for a 24 positive endorsement of this draft from the committee. 25 VICE MAYOR NORMADY: Me too. 408.275.1122 Uccelli & Associates 650.952.0774 59 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 MR. FUTRELL: Absent that, I don't think we 2 can recommended that there is one or represent there is 3 one unless, subject to changes, but -- 4 MR. McGRATH: I think when we go to our 5 respective bodies, there will be a staff recommendation 6 absent a representation from the committee. 7 8 MR. FUTRELL: Okay. Beautiful. Thanks. VICE MAYOR NORMADY: Thank you to both parties 9 and counsel. I'm going to adjourn this meeting. 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 (Proceedings conclude at 3:35 p.m.) 408.275.1122 Uccelli & Associates 650.952.0774 60 REPORTER'S TRANSCRIPT OF MEETING PROCEEDINGS 08-02-2017 1 STATE OF CALIFORNIA 2 COUNTY OF MARIN 3 4 I, Siew Ung, a Certified Shorthand Reporter, do 5 hereby certify: 6 That said proceedings were taken before me at the 7 time and place therein set forth and were taken down by 8 me, in shorthand, to the best of my ability, and 9 thereafter transcribed into typewriting under my 10 direction and supervision; 11 I further certify that I am neither counsel for, 12 nor related to, any party to said proceedings, nor in 13 any way interested in the outcome thereof. 14 In witness whereof, I have hereunto subscribed my 15 name. 16 17 September 14, 2017 18 19 20 of. ~ 21 22 Siew Ung CSR No. 13994, RPR, CSR 23 24 25 408.275.1122 Uccelli & Associates 650.952.0774 61 Call to Order: 12:01 p.m. Roll Call: Present: South San Francisco: Mayor Normandy and Councilmember Addiego. San Mateo County Harbor District: Commissioner Robert Bernardo and Commissioner Mattusch. Absent: None. Public Comments: None. MATTERS FOR CONSIDERATION 1. Study Session on possible new agreement between Harbor District and City of South San Francisco. (Mike Futrell, City Manager and Steve McGrath, District General Manager) Board members agreed for the two agencies to pursue a new agreement. MINUTES OYSTER POINT LIAISON COMMITTEE of THE SAN MATEO COUNTY HARBOR DISTRICT and THE OYSTER POINT MARINA LIAISON STANDING COMMITTEE of THE CITY OF SOUTH SAN FRANCISCO serving as THE OYSTER POINT MARINA JOINT POWERS AUTHORITY AGREEMENT LIAISON GROUP P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, California 94083 Meeting will be held at: CITY HALL CONFERENCE ROOM 400 GRAND AVENUE SOUTH SAN FRANCISCO, CA TUESDAY, APRIL 17, 2018 12:00 P.M. JOINT CITY OF SSF HARBOR DISTRICT STANDING COMMITTEE APRIL 17, 2018 MINUTES PAGE 2 2. Discussion on meeting procedures. (Mike Futrell, City Manager and Steve McGrath, District General Manager) Staff recommended action minutes going forward and moving away from transcription style minutes. All Board members concurred with the recommendation. Adjournment. Being no further business, the meeting was adjourned at 12:52 p.m. Submitted: Approved: Gabriel Rodriguez, Deputy City Clerk Liza Normandy, Mayor City of South San Francisco City of South San Francisco Tom Mattusch, Commissioner San Mateo County Harbor District City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:19-996 Agenda Date:12/12/2019 Version:1 Item #:4. Discussion of Annual Review and Report due First Quarter of 2020 (in accordance with 2018 agreement). City of South San Francisco Printed on 12/6/2019Page 1 of 1 powered by Legistar™ This agreement, dated and made effective as of ^ 2018 (the "Effective Date") is entered into by and between the City of South San rand o, a municipal corporation (the "City"), and the San Mateo County Harbor District, a special district and political subdivision of the State of California (the "District") and is hereinafter referred to as the "Agreement." The City and the District are hereinafter collectively referred to as the "Parties" and sometimes individually referred to as "Party." RECITALS 1. The City is the owner real property located in the City, east of Highway 101 and east of the intersection of Oyster Point Boulevard and Marina Boulevard, comprising a portion of an area commonly known as the Oyster Point Marina (the "n/larina Property"), and as shown on Exhibit A attached hereto and incorporated herein. For purposes of this Agreement, the Marina Property consists of the Marina Area and Landside Area. 2. Marina Area: The Marina Area is that area generally located between the northern mean high water mark and extending to the northerly edge of the breakwater, as shown on Exhibit A. The Marina Area comprises: A. 7 in the west basin; 8) in the east basin; An approximately 428-berth recreational boat marina spread over: i. 6 public dock strings (Docks 1 through 6) and one reserved Dock ii. 4 dock strings (Docks 11, 12, 13 and 14) and a guest dock (Dock iii.A Ferry Terminal operated by the San Francisco Bay Area Water Emergency Transportation Authority (WETA) under a long term lease agreement with the District (WETA Lease); iv. Ramps leading to the above referenced Docks. B. Fuel utility lines, fueling docks and fueling station; C. Boat launch ramp; s D. Fishing pier. 3. Landside Area: The Landside Area includes those components of the Marina Property generally located east of Oyster Point Boulevard and inland of the high water mark of the perimeter of the peninsula, as shown on Exhibit A and comprises: A.East Landside: The East Landside Area includes: i. Approximately 40 parking spaces, a publicly-accessible overlook, seating and bike lockers in support of the Ferry Terminal described above; ii. The strip of land by which the harbormaster office, the guest dock and the fuel dock are accessed (the "spit"); 1 12252.9315030261.1 iii. Harbormaster office, maintenance building, the Oyster Point Yacht Club, public and Marina comfort stations; boat launch ramp; B. iv. Parking lots in support of the general public, the Marina and the v. Open space and trails, vi. Underground fuel lines and two underground fuel tanks West Landside: The West Landside Area includes: i. Parking lot, with 16 spaces reserved for Marina uses; ii. Marina Serving Facilities, which currently include two public comfort stations and two marina comfort stations; dispensers iii. Approximately 260 linear feet of underground fuel line from tank to iv. Trails and beach area; v. A future public sports/recreation area; vi. A future hotel site. 4. Fueling Infrastructure: The Fueling Infrastructure is described in both Marina Area and East Landside Area above, and collectively consists of: A. shoreline. B. Marina Area: i. Dock gate, gangway and fuel dock; ii. Two fuel dispensers; iii. Marine pump out; iv. Approximately 300 linear feet of fuel lines from dispensers to East Landside Area: i. Approximately 520 linear feet of underground fuel lines; ii. Two (2) 10,000 gallon underground fuel storage tanks. 5. The Parties entered into a Joint Powers Agreement effective November 11, 1977 and recorded on October 15, 1984 as Document No. 841 11706 in the Official Records of San Mateo County, as amended by Agreement Amending the Joint Power Agreement dated October 11, 1979 and adopted by resolution Dated October 3, 1979 and by Second Agreement 12252.9315030261.1 Amending Joint Powers Agreement dated November 27, 1985, (the "JPA"), pursuant to which the District is authorized to manage, maintain and operate the Marina Property, and to construct, manage, maintain and operate marina development. 6. The Parties and the former Redevelopment Agency entered into that certain agreement entitled 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" effective March 25, 201 1 (the "2011 Agreement"), which is attached hereto as Exhibit B. 7. The Parties entered into that certain agreement entitled "Implementation Agreement By and Between the City of South San Francisco and the San Mateo County Harbor District Related to the 201 1 Agreement by and Among the City, District, and the City's Former Redevelopment Agency" effective September 6, 2017 (the "2017 Implementation Agreement") in order to further implement the 2011 Agreement, which is attached hereto as Exhibit C. 8. In an effort to clarify the Parties' respective rights and obligations with regard to the Marina Property to reflect changed circumstances and facilitate the mutual desired improvement, operation, and maintenance of the portions of the Marina Property that remain under the Parties' control, the Parties met and conferred on several occasions during 2018. The Parties desire by this Agreement to establish, among other things, the following: A. A clear demarcation of the geographical boundaries of the Marina Property that remain under the ownership or control of the Parties; B. The Parties' respective rights and obligations with respect to the following: i. Construction of replacement Docks ii. Operation and maintenance of the Marina Area. iii. Operation and maintenance of the Landside Area. iv. A framework for implementation, annual monitoring, making recommendations, and planning for future development. 9. The Parties wish to enter into a new agreement to supersede and replace the JPA, while retaining the 201 1 Agreement and the 2017 Implementation Agreement. 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: AGREEMENT 1. Incor oration of Recitals. The foregoing recitals are true and correct and are incorporated into and form a material part of this Agreement. 2. Effect of Prior A reements. The Parties acknowledge and agree that this Agreement supersedes the JPA which wilt automatically expire and be of no force as of the 12252.9315030261.1 effective date of this Agreement. The 2011 Agreement and the 2017 Implementation Agreement remain in effect as per their own terms. 3. Term. This Agreement will remain in full force and effect for a period of fifteen (15) years from the Effective Date (the "Initial Term"), unless terminated otherwise as provided for in this Agreement. The Agreement will automatically renew for two (2) additional periods of ten (10) years each (each, a "Renewal Term") unless one party gives the other notice of its determination not to renew. The determination not to extend the Initial Term or Renewal Term must be made by the legislative body of either Party at least two (2) years prior to the expiration date of the Initial Term or any Renewal Term and is considered a termination subject to the provisions of Section 9. The Initial Term and any Renewal Term are collectively referred to as the "Term." 4.Obli ations of the District. A. Re lacement of Docks 1213 and 14. The Parties agree that Docks 12, 13, and 14 in the east basin, including the docks and ramps, are beyond their useful life and require substantial repair and replacement. The Parties further agree that the replacement of Docks 12, 13 and 14 is a material provision of this Agreement. The District, at its sole cost and expense, is responsible for such replacement and repair of Docks 12,13, and 14 in the east basin, including the docks and ramps (collectively, the "Marina Infrastructure Project"). i. Pro eot Schedule. The District wil! take all reasonable steps within its control to complete the Marina Infrastructure Project by December 31, 2024. The City Manager and District General Manager, or their designees, will meet and confer at least once a year to provide status updates on the project schedule. ii. Permits and A rovals. The District is responsible for obtaining all necessary permits and approvals for the Marina Infrastructure Project. The City will cooperate with the District in order to expeditiously obtain approvals by all governing agencies having jurisdiction over the Marina Infrastructure Project. iii. Total Pro'ect Costs. The District estimates that the total . anticipated cost for the Marina Infrastructure Project is less than $5 Million Dollars ("Total Project Costs"). The District will be responsible for timely funding the Total Project Costs in order to complete the Marina Infrastructure Project prior to December 31,2024. B. Re lacement of Docks 1-6. No later than December 31,2023,and sooner if deemed necessary by the District General Manager, the District will commission and obtain a report on the condition of Docks 1-6. Prior to issuing a final report, the District will provide a draft report to the City for its review and comment. If the final report required by this paragraph recommends thereplacement of any of Docks 1-6, the District General Manager must prepare and present for Commission approval a plan for the replacement of the docks identified in the report. A failure to approve any such plan will not be considered a Default under this Agreement unless at the time the plan is considered by the Commission, the occupancy rates at the Marina Area are below the threshold set forth in the applicable Operational Performance Indicators, attached hereto as Exhibit D, and incorporated herein. In the event the District does not commence replacement of Docks 1-6 by 2024, then prior to every term extension, the District will commission a new report and present the report to the Commission in the same manner as set forth in this subsection. 12252.9315030261.. 1 C. 0 eration and Maintenance. The District is responsible for the operation and maintenance of the Marina Area, the East Landside, the Marina Serving Facilities in the West Landside, and the Fueling Infrastructure, including any portion that may be in the West Landside (District 0 and M Area). The District will have control and possession of all property and improvements within the District 0 and M Area and the City may not, without written approval of the District, take any actions that, directly or indirectly, prevent or interfere with the District's exercise of control or possession of property and improvements within the District 0 and M Area. The District will operate and maintain the District 0 and M Area in accordance with best practices for marinas and public spaces and in accordance with the applicable Operational Performance Indicators, attached hereto as Exhibit D, and incorporated herein. The City Manager and District General Manager will meet and confer as necessary with regard to alt specific maintenance and operation issues in order to ensure that the Marina Property is well managed. The District's failure to operate and maintain the District 0 and M Area may be a Default of this Agreement as set forth in Section 9 below. In particular, the District's failure to substantially meet the Operational Performance Indicators may constitute a Default under this Agreement. Without limitation to the general obligation to operate and maintain the District 0 and M Area, the District has the following specific obligations: i. Harbor Master's Office. In addition to its obligations to operate the District 0 and M Area, the District will operate and maintain the East Landside in order to provide access to the District's existing harbormaster office (the 'spit') as well as in order to operate and maintain the harbormaster office ). The District's obligations under this subsection are not a limitation on the City's responsibility as set forth in Section 5 and nothing in this section is intended to limit the City's obligations with regard to sea level rise, land subsidence, and water quality, as set forth in Section 5. D, 5.E, or 6.C. Should the City improve the spit and/or appropriately mitigate against tidal inundation, the City and the District agree to determine the best and highest use of the existing harbormaster's office that may include District office space and/or other public use. In furtherance of its obligations under Section 5, the City may require the District to vacate the harbormaster office, only if the City provides the District with continued access to the Docks and suitable harbormaster office space at a mutually agreed upon location, and at the City's sole expense. ii. Dredging. The District is responsible for all required dredging and related maintenance activities necessary for the operation of the Marina. iii. Re lacement of Facilities. The District must operate and maintain facilities within its control such that the District 0 and M Area is kept in a state of good repair and meet the Operational Performance Indicators set forth in Exhibit D. Such operation and maintenance may require replacement of facilities or portions of facilities in order to meet the District's obligations under Exhibit D. The Parties agree to meet and confer if circumstances unforeseen at the time of the Effective Date compel the replacement of capital infrastructure such that it would be unreasonable for the District to bear the sole cost of replacement. D. Develo ment and Leases. District is responsible for all leases within the District 0 and M Area. All District development will be consistent with the City's adopted Oyster Point Specific Plan, and subject to normal City Planning and Building Department review and approval. In addition, the District agrees to consult with the City prior to the execution of any leases and must obtain written consent from the City prior to the execution of any leases that are either longer than ten years or have a term beyond any Initial or Renewal Term then in effect. 12252.9315030261.1 E. Revenues from District 0 erations. The District may charge fees in connection with its operation of the District 0 and M Area. The District will receive and retain one hundred percent (100%) of such operating revenue. The District will provide the City with reports, at least annually, detailing the operating revenue. 5.Obli ations of the Cit A. Utilities at Marina Pro ert . The City will maintain the existing pump station and the District will maintain the existing sewer vacuum and sewer ejection system. The City will provide a sanitary sewer collection system. Upon installation of the new sewer lines, the City will continue to be responsible for the maintenance of collection main lines; the District will continue to be responsible for maintenance of laterals to points of connection. B. Police and Fire Protection at Marina Pro ert and fire protection services to the Marina Property. The City will provide police C. 0 erations & Maintenance . The City is responsible for the operation and maintenance of the West Landside, except for the areas within the West Landside that are within the District 0 and M Area (the City 0 and M Area). The City will have control and possession of all property within the City 0 and M Area and the District may not, without written approval of the City, take any actions that, directly or indirectly, prevent or interfere with the City's exercise of control or possession of the City 0 and M Area. The City will operate and maintain the City 0 and M Area in accordance with best practices for public spaces. The City Manager and District General Manager will meet and confer as necessary with regard to all specific maintenance and operation issues in order to ensure that the Marina Property. The City's failure to operate and maintain the City 0 and M Area may be a default of this Agreement as set forth in Section 9 below. In particular, the City's failure to substantially meet the Operational Performance Indicators may constitute a Default under this Agreement. D. Sea Level Rise. The City is solely responsible for monitoring and protecting against landside inundation caused by sea level rise. E.Landfill Subsidence. i. The City is solely responsible for monitoring and protecting against landside inundation caused by landfill subsidence. ii. The City is solely responsible, including taking corrective actions, for damages caused by landfill subsidence. iii. The City is not responsible for damages caused by landfill subsidence to new construction or new improvements affixed to the land by the District. iv. The District is responsible, including taking corrective actions, for damages caused by landfill subsidence caused solely by its Default. v. In the event of concurrent responsibility for damages caused by landfill subsidence under the standards set forth in subsections ii through iv above, the City and District will meet and confer to determine acourse of action to address the damages. 12252.9315030261.1 vi. Regardless of the allocation of responsibility set forth in this Section 5.E, the City, and not the District, is responsible for meeting all standards regarding landfill subsidence imposed by any governmental agencies, and is solely responsible for compliance with any actions ordered by any court or governmental agency regarding landfill subsidence. F. No Assi nment. Prior to the sale or assignment of its interest in any portion of the District 0 and M Area, the City must obtain the prior written consent and approval of the District, which approval will not be unreasonably withheld. G. Revenues from Cit 0 erations. The City may charge fees in connection with its operation of the City 0 and M Area. The City will receive and retain one hundred percent (100%) of such operating revenue. The City will provide the District with reports, at least annually, detailing the operating revenue. 6. Obli ations of Both Parties. A. Coo eration of the Parties. Notwithstanding the Parties' separate obligations set forth in this Agreement, the Parties desire to cooperate in all matters involving the implementation of this Agreement. Each Party will allow access by the other to the Marina Property to carry out the performance of this Agreement. Neither Party may, without written approval of the other, take any action that, directly or indirectly, prevents or interferes with the other Party's exercise of control or possession of the property identified in this Agreement as within that Party's control or possession. B. Authorit of Cit Mana er and District General Mana er. The City Manager and District General Manager will meet periodically as necessary to discuss and agree on the administration and implementation of this Agreement. At a minimum, the City Manager and District General Manager will prepare the Annual Report described in Section 8. In addition to their obligation to prepare an Annual Report, the City Manager and District Manager have the authority to modify Exhibit D, including the Operational Performance Indicators, and to take the following actions in furtherance of this Agreement. i. Shared Maintenance. The City Manager and District General Manager may, without the need for separate authorization by the Parties' legislative bodies, enter into yearly agreements for the shared provision of maintenance services despite the separation of maintenance obligations discussed otherwise in this Agreement, if such shared provision of maintenance will avoid duplication of effort and maximize the efficient use of public funds and proper maintenance of common areas in the Marina Property. Shared maintenance obligations subject to this section may include, but are not limited to, the arrangement for solid waste collection, janitorial services, and the construction, operation, and maintenance of any future shared capital improvements. Notwithstanding the preceding sentence, if the cost of any such shared yearly agreement exceeds the delegated authority of the City Manager or District General Manager pursuant to District or City policies, approval by the Parties' legislative bodies will be a condition of any such yearly agreement. ii. Maintenance Checklist. In support of such shared maintenance obligations, the City Manager and the District General Manager will approve a checklist for evaluation of joint maintenance objectives. The checklist will provide for the evaluation of the condition, cleanliness, and general upkeep of the public facilities. The checklist will also be a 12252.9315030261.1 way of measuring the Operational Performance Indicators and will be maintained as an attachment to Exhibit D. C. Water Qualit . Each party will be responsible for water quality as it relates to each Party's obligations and responsibilities as follows: i. Marina Area. The District will take all appropriate, and if necessary immediate, remediation and/or protective actions for any material spill or discharge within the Marina Area or the East Landside, but is only responsible for the costs of such efforts to the extent the need for such efforts is caused by District (or its tenants', employees', or contractors') activities or inactivity. The City will reimburse the District for its costs related to remediation and protective actions taken related to material spill or discharges that are not caused by District (or its tenants', employees', or contractors') activities. The District will implement marina operation and maintenance activities and suitable best management practices consistent with industry standards (i.e. the California Clean Marinas Guidebook, produced by the California Coastal Commission and the Clean Marina Clean Facility Program) and the District's Health and Safety Regulations (Chapter 3.30). Unless caused by District's, (or its tenants', employees', or contractors') activities or inactivity, the District is not responsible for meeting any standards regarding water quality imposed by any governmental agency, and is not responsible for taking any actions ordered by any court or governmental agency regarding water quality. ii. Landside. The City is responsible for monitoring groundwater, and for protection of water quality, including but not limited to water quality related to leachate discharge and storm water discharge at the Marina Property not caused solely by District (or its tenants', employees', or contractors') activities within the District 0 and M Area. The City will reimburse the District for its costs related to water quality remediation and protective actions taken that are not caused by District (or its tenants, employees, or contractors) activities. The District will implement marina operation and maintenance activities and suitable best management practices consistent with industry standards (i.e. the California Clean Marinas Guidebook, produced by the California Coastal Commission and the Clean Marina Clean Facility Program) and the District's Health and Safety Regulations (Chapter 3:30). Unless caused by District's, (or its tenants', employees', or contractors') activities or inactivity, the District is not responsible for meeting any standards regarding water quality imposed by any, governmental agency, and is not responsible for taking any actions ordered by any court or governmental agency regarding water quality. D. Governance. Each Party's legislative body will establish a standing committee made up of two members of the legislative body to receive reports from the City Manager or the District General Manager and to make recommendations to their legislative bodies regarding this Agreement. At least once each year, the two standing committees will convene a joint meeting to receive the Annual Report discussed in Section 8. The Parties' legislative bodies may, but are not required, to meet to consider the Annual Report. E.Indemnities. i. Except to the extent subject to subparagraph iii and iv, and to the fullest extent allowed by law, each Party must defend, indemnify and hold harmless the other Party and their officials, officers, employees, agents, and volunteers from and against any and all losses, liability, claims, suits, actions, damages, and causes of action arising out of any personal injury, bodily injury, loss of life, or damage to property, or any violation of any federal, 8 12252.9315030261.1 state, or municipal law or ordinance, to the extent caused by, or alleged to have been caused by, the negligence or willful misconduct of the indemnifying Party. The foregoing obligationwill not apply when the injury, loss of life, damage to property, or violation of law arises solely from the negligence or willful misconduct of the Party or its officers, employees, or agents. It is understood that the duty to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. ii. In the event that either party engages a third party to provide services that require entry onto the Marina Property, each Party will require that any third party contractor will, to the fullest extent allowed by law, defend, indemnify and holdharmless both Parties and their officials, officers, employees, agents, and volunteers from and against any and all losses, liability, claims, suits, actions, damages, and causes of action arising out of any personal injury, bodily injury, loss of life, or damage to property, or any violation of any federal, state, or municipal law or ordinance, arising out of the performance of any contract by a third party contractor or its employees, subcontractors, or agents. The foregoing obligation of the contractor will not apply when the injury, loss of life, damage to property, or violation of law arises solely from the gross negligence or willful misconduct of the Party or its officers, employees, or agents. It is understood that the duty of contractor to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. In addition to the foregoing indemnity, any contractwith a third party contractor will require the contractor to name both parties as additional insured to any insurance policies required by the contract. iii. Notwithstanding subparagraph (i), the City must indemnify the District, its officials, officers, employees, agents, and volunteers from and against any and all losses, liability, claims, suits, actions, damages, and causes of action arising out or related to incidents of sea level rise, land subsidence, and water quality, including issues related to any leachate discharge at the Marina Property. The City's indemnity obligation does not apply to losses, liabilities, claims, suits, actions, damages, and causes of action to the extent the District is responsible for the damages under Section 5.E or 6.C. iv. Notwithstanding subparagraph (i), the District must indemnify the City, its officials, officers, employees, agents, and volunteers from and against any and all losses, liability, claims, suits, actions, damages, and causes of action arising out or related to incidents of land subsidence and water quality, including issues related to any leachate discharge at the Marina Property, but only to the extent that the District is responsible for damages under Section 5.E or 6.C v. The indemnities in this section will survive expiration or termination of this Agreement. 7. Detailed Surve . The Parties agree to meet and establish a timeline by which a detailed survey that will establish precise legal descriptions for all the property designations used in this Agreement will be prepared. The Parties agree that the description of defined geographic areas used in this Agreement may change over time as the use of the Marina Property is developed and the exhibits defining the areas within the Agreement may be amended from time to time. The City Manager and the District General Managers are authorized to amend the exhibits to reflect the results of the completed survey. 8. Annual Review and Re ort. The Parties will conduct an annual review of the Agreement beginning in the first quarter of 2020. To initiate the annual review, the City Manager 9 12252.9315030261.1 and the District General Manager will coordinate and review compliance by the City and the District with the obligations under this Agreement and jointly prepare a written report ("Annual Report") to be presented to the joint meeting of the Party's standing committee described in Section 6.D. The Annual Report must, at a minimum, identify compliance with existing Operational Performance Indicators as set forth in Exhibit D, provide an update on the progress made by each of the Parties toward implementing this Agreement, including budgetary information for the Fueling Infrastructure and Marina Infrastructure, address any future planning for the Marina Property, and identify recommendations to improve performance and additional performance indicators to be added as part of this Agreement. In the event the Parties are unable to agree on the status of the Operational Performance Indicators in the Annual Report, the Annual Report will include a report from an independent third party agreeable to both parties to conduct an inspection of the facilities in order to assess the status of the performance of the Operational Performance Indicators, as set forth in Exhibit D. No later than in the tenth year of the Agreement Term, and also in the seventh year of any Renewal Term, the Parties will also engage in a thorough review of the Agreement and identify any provisions that require negotiation and possible amendment. Any proposed amendment will be presented to a joint meeting of the Party's standing committees and then to the Parties' legislative bodies for action as necessary. A. As part of the Annual Report, the District will provide the City with financial reports that detail the Operating Revenue and Expenses attributed to the District 0 and M Area. B. In order to determine initial cost, useful life and current value, the District will include in the Annual Report the fixed asset schedule related to its capital assets at the Marina Property ("Asset Schedule"). The Asset Schedule will notinclude the following items: proceeds. any Fueling Infrastructure that has been funded from CFD; ii. any assets paid for with funds other than Harbor District funds, for which the District has no ongoing obligations for repayment. 9.Termination. A. Termination b Either Part Either Party may terminate this Agreement by determination of a Party's legislative body not to renew the Agreement as set forth in Section 3. B. Termination b the Cit for Cause. If the District fails to perform any material provisions of this Agreement, the City may find the District to be in Default. If the District does not cure such Default within 60 days after receipt of written notification from the City that such failure has occurred, or provide a plan to cure such default which is acceptable to the City in the reasonable exercise of its judgment, then the City may, by written notice of Default, terminate this Agreement for cause, effective 365 days after notice of termination, or earlier if agreed by both parties. The parties agree that not every violation of a provision of this Agreement is grounds for Default. A reasonable materiality standard will apply. In addition, the term "Default" for purposes of this Section also includes the following: Failure of the District to substantially meet the Operational Performance Indicators, as set forth in Exhibit D. If the District disputes the City's finding of 10 12252.9315030261.1 such failure, the District may at its sole expense commission an independent third party agreeable to both parties to conduct an inspection of the facilities to assess its performance of its obligations as set forth in Exhibit D. Unless the parties agree to a different time, the report of the inspection must be completed within 30 days of the notice of Default and will be shared with both Parties. The City must withdraw its notice of Default if the inspection report finds that the District has substantially met the Operational Performance Indicators set forth in Exhibit D. Unless the parties agree to a different time, the Districtwilt have the longer of (i) 30 days from completion of the report of inspection or (it) 60 days from the notice of Default to cure any deficiencies, or provide a plan to cure any deficiencies that is acceptable to the City in the reasonable exercise of its discretion. ii. Failure of the District to operate the Marina Area for a period of more than 30 calendar days. iii. Notwithstanding the above, the District will not be in Default if its failure to perform is caused by reasons reasonably outside its control. Such failures expressly include, but may not be limited to: failure caused by the default or delayed performance by a third party contractor of work to replace any of the Docks or other improvements that are not a result of District's actions; failures caused by labor unrest or work stoppages; failures resulting from a Casualty Event in which damage, destruction, or loss of property due to an event that is sudden, unexpected, or unusual makes it impossible or impractical for the District to perform its obligations under this Agreement; a change in law that prohibits the District's performance hereunder; interference in possession or performance of materials or services by a governmental entity in connection with a public emergency or any condemnation or other taking by eminent domain of any material portion of the Marina Property. C. Termination b the District for Cause. If the City fails to perform any material provisions of this Agreement, the District may find the City to be in Default. If the City does not cure such Default within 60 days after receipt of written notification from the District that such failure has occurred, or provide a plan to cure such default which is acceptable to the District in the reasonable exercise of its judgment, then the District may, by written notice of default, terminate this Agreement for cause effective 365 days after notice of termination or earlier if agreed by both parties. The parties agree that not every violation of a provision of this Agreement is grounds for Default. A reasonable materiality standard will apply. In addition, the term "Default" for purposes of this Section also includes the following: i. Failure of the City to substantially meet the Operational Performance Indicators, as set forth in Exhibit D. If the City disputes the District's finding of such failure, the City may at its sole expense commission an independent third party agreeable to both parties to conduct an inspection of the facilities to assess its performance of its obligations as set forth in Exhibit D. Unless the parties agree to a different time, the report of the inspection must be completed within 30 days of notice of Default and will be shared with both Parties. The District must withdraw its notice of Default if the inspection report finds that the City has substantially met the Operational Performance Indicators set forth in Exhibit D. Unless the parties agree to a different time, the City will have the longer of (i) 30 days from completion of the report of inspection or (ii) 60 days from the notice of Default to cure any deficiencies, or provide a plan to cure any deficiencies that is acceptable to the District in the reasonable exercise of its discretion. ii. Notwithstanding the above, the City will not be in Default if its failure to perform is caused by reasons reasonably outside its control. Such failures expressly 11 12252.9315030261.1 include, but may not be limited to: failure caused by the default or delayed performance by a third party contractor that are not the result of the City's actions; failures caused by labor unrest or work stoppages; failures resulting from a Casualty Event in which damage, destruction, or loss of property due to an event that is sudden, unexpected, or unusual makes it impossible or impractical for the City to perform its obligations under this Agreement; a change in law that prohibits the City's performance hereunder; interference in possession or performance of materials or services by a governmental entity in connection with a public emergency or any condemnation or other taking by eminent domain of any material portion of the Marina Property. D.Obli ations U on Termination- Procedures The Parties agree, that upon termination, the following principles should apply to the termination procedures: 1 In the event of termination for convenience, neither party should receive an unreasonable benefit of property, assets, or funds disproportionate to the Party's investment. 2 On termination for cause, the non-defaulting party may incur damages caused by the defaulting party. It is difficult as of the Effective Date to determine with any precision what those damages will be. In addition to the provisions set forth below, the parties therefore agree to submit any claim for damages to binding arbitration. The arbitrator may not award damages that are punitive in nature, or result in a recovery that is disproportionate to the default that caused the termination. 3 Regardless of whether termination is for convenience or cause, the Parties agree that between notice of termination and the effective date of actual termination, the Parties will make best efforts to cooperate in achieving a smooth transition to City control of the Marina Property. The Parties will need to cooperate on issues including but not limited to: transitions as may be necessary related to any tenancies at the Marina Property, appropriate notice to District or City employees, transition/assignment of any existing third party contracts, notice to the public of a transition in responsibility. i. Upon termination of this Agreement by City for convenience (non-renewal of Term: Section 3), the following principles are subject to agreement by the parties, and in that case, the termination process will follow these general steps: a. The City will have possession of and take title to the entire Marina Property, including all Docks and other improvements affixed to the land. b. The District will have possession of and take title to all of its personal property at the Marina Property (for instance vehicles). c. The City may elect to be the successor in interest to all District permits, leases, and other agreements for operation and maintenance at the Marina Property. d. Subject to DBW approval, the City will be the successor in interest to any DBW Grant Agreements still in effect as of the effective date of termination. 12 12252.9315030261.1 e. For any permits, leases, and other agreements that the City has elected to continue, the City will retain all operating revenue from the Marina Property asof the effective date of termination. For any permits, leases, and other agreements that the City does not wish to continue, the District will endeavor to terminate those permits, leases or agreements prior to the effective date of the termination. f. The City will pay the District, on an agreed upon schedule, at an annual rate no less than the annual depreciation established in the District's fixed Asset Schedule (which schedule will be kept up to date and included in each year's Annual Report), an amount equal to the variable "D" in the following formula: D = A x (B/C) A= Actual cost paid by District for replacement of Docks, or other improvements affixed to the land that the District has built or replaced during the Term. B= Remaining useful life of existing Dock or improvement C= Initial useful life of existing Dock or improvement Useful Life is defined as the estimated lifespan of a depreciable fixed asset, during which it can be expected to contribute to District operations, as detailed in the most recent Annual Report. g. The Parties agree to identify any other actual and reasonable costs necessary to effect the termination and will apportion those costs according to the objectives set forth in this subsection D. In the event that the parties do not agree on the amount of reimbursement, or in the event that either party has additional claims against the other for damages resulting from the termination of this agreement that are not resolved by the procedures in sections a-e above, the parties agree to submit to third party arbitration any additional termination claim either may have against the other. The arbitration will be administered by the Judicial Arbitration and Mediation Services ("JAMS") under its rules thenin effect. It will be conducted by a single neutral arbitrator agreed to by the parties, or if the parties cannot agree upon an arbitrator, before one assigned by JAMS. In reaching a decision, the arbitrator must consider the termination procedure objectives set forth in this subsection D and prepare a written decision that includes findings of fact, the reasons underlying the decision, and conclusions. Each party will bear its own costs and fees in connection with the arbitration. ii. Upon termination of this Agreement by City for Default by District the following principles are subject to agreement by the parties, and in that case, the termination process will follow these general steps: a. The City will have possession of and take title to the entire Marina Property, including all Docks and other improvements affixed to the land. b. The District will have possession of and take title to all of its personal property at the Marina Property (for instance vehicles). 13 12252.9315030261.1 c. The City may elect to be the successor in interest to all District permits, leases, and other agreements for operation and maintenance at the Marina Property. d. Subject to DBW approval, the City will be the successor in interest to any DBW Grant Agreements still in effect as of the effective date of termination. e. For any permits, leases, and other agreements that the City has elected to continue, the City will retain all operating revenue from the Marina Property as of the effective date of termination. For any permits, leases, and other agreements that the City does not wish to continue, the District will endeavor to terminate those permits, leases or agreements prior to the effective date of the termination. f. The City will pay the District, on an agreed upon schedule, at an annual rate no less than the annual depreciation established in the District's fixed Asset Schedule (which schedule will be kept up to date and included in each year's Annual Report), an amount equal to the variable "D" in the following formula: D = A x (B/C) A= Actual cost paid by District for replacement of Docks, or other improvements affixed to the land that the District has built or replaced during the Term. B= Remaining useful life of existing Dock or improvement C= Initial useful life of existing Dock or improvement Useful Life is defined as the estimated lifespan of a depreciable fixed asset, during which it can be expected to contribute to District operations, as detailed in the most recent Annual Report. g. The Parties agree to identify any other actual and reasonable costs necessary to effect the termination and will apportion those costs according to the objectives set forth in this subsection D. In the event that the parties do not agree on the amount of reimbursement, or in the event that either party has additional claims against the other for damages resulting from the termination of this agreement that are not resolved by the procedures in sections a-e above, the parties agree to submit to third party arbitration any additional termination claim either may have against the other. The arbitration will be administered by the Judicial Arbitration and Mediation Services ("JAMS") under its rules then in effect. It will be conducted by a single neutral arbitrator agreed to by the parties, or if the parties cannot agree upon an arbitrator, before one assigned by JAMS. In reaching a decision, the arbitrator must consider the termination procedure objectives set forth in this subsection D and prepare a written decision that includes findings of fact, the reasons underlying the decision, and conclusions. Each party will bear its own costs and fees in connection with the arbitration. iii. Upon termination of this Agreement by District for convenience the following principles are subject to agreement by the parties, and in that case, the termination process will follow these general steps: 14 12252.9315030261.1 a. The City will have possession of and take title to the entire Marina Property, including all Docks and other improvements affixed to the land. b. The District will have possession of and take title to all of its personal property at the Marina Property (for instance vehicles). c. The City may elect to be the successor in interest to all District permits, leases, and other agreements for operation and maintenance at the Marina Property. d. Subject to DBW approval, the City will be the successor in interest to any DBW Grant Agreements still in effect as of the effective date of termination. e. For any permits, leases, and other agreements that the City has elected to continue, the City will retain all operating revenue from the Marina Property as of the effective date of termination. For any permits, leases, and other agreements that the City does not wish to continue, the District will endeavor to terminate those permits, leases or agreements prior to the effective date of the termination. f. The City will pay the District, on an agreed upon schedule, at an annual rate no less than the annual depreciation established in the District's fixed Asset Schedule (which schedule will be kept up to date and included in each year's Annual Report), an amount equal to the variable "D" in the following formula: D = A x (B/C) A= Actual cost paid by District for replacement of Docks, or other improvements affixed to the land that the District has built or replaced during the Term. B= Remaining useful life of existing Dock or improvement C= Initial useful life of existing Dock or improvement Useful Life is defined as the estimated lifespan of a depreciable fixed asset, during which it can be expected to contribute to District operations, as detailed in the most recent Annual Report. g. The Parties agree to identify any other actual and reasonable costs necessary to effect the termination and will apportion those costs according to the objectives set forth in this subsection D. In the event that the parties do not agree on the amount of reimbursement, or in the event that either party has additional claims against the other for damages resulting from the termination of this agreement that are not resolved by the procedures in sections a-e above, the parties agree to submit to third party arbitration any additional termination claim either may have against the other. The arbitration will be administered by the Judicial Arbitration and Mediation Services ("JAMS") under its rules then in effect. It will be conducted by a single neutral arbitrator agreed to by the parties, or if the parties cannot agree upon an arbitrator, before one assigned by JAMS. In reaching a decision, the arbitrator must consider the termination procedure objectives set forth in this subsection D and prepare a written decision that includes findings of fact, the reasons underlying the decision, and conclusions. Each party will bear its own costs and fees in connection with the arbitration.. 15 12252.9315030261.1 iv. Upon termination of this Agreement by District for Default by City the following principles are subject to agreement by the parties, and in that case, the termination process will follow these general steps: a. The City wilt have possession of and take title to the entire Marina Property, including all Docks and other improvements affixed to the land. b. The District will have possession of and take title to all of its personal property at the Marina Property (for instance vehicles). c. The City may elect to be the successor in interest to all District permits, leases, and other agreements for operation and maintenance at the Marina Property. d. Subject to DBW approval, the City will be the successor in interest to any DBW Grant Agreements still in effect as of the effective date of termination. e. For any permits, leases, and other agreements that the City has elected to continue, the City will retain all operating revenue from the Marina Property as of the effective date of termination. For any permits, leases, and other agreements that the City does not wish to continue, the District will endeavor to terminate those permits, leases or agreements prior to the effective date of the termination. f. The City will pay the District, on an agreed upon schedule, at an annual rate no less than the annual depreciation established in the District's fixed Asset Schedule (which schedule will be kept up to date and included ineach year's Annual Report), an amount equal to the variable "D" in the following formula: D = A x (B/C) A= Actual cost paid by District for replacement of Docks, or other improvements affixed to the land that the District has built or replaced during the Term. B= Remaining useful life of existing Dock or improvement C= Initial useful life ofexisting Dock or improvement Useful Life is defined as the estimated lifespan of a depreciable fixed asset, during which it can be expected to contribute to District operations, as detailed in the most recent Annual Report. f. The Parties agree to identify any other actual and reasonable costs necessary to effect the termination and will apportion those costs according to the objectives set forth in this subsection D. In the event that the parties do not agree on the amount of reimbursement, or in the event that either party has additional claims against the other for damages resulting from the termination of this agreement that are not resolved by the procedures in sections a-e above, the parties agree to submit to third party arbitration any additional termination claim either may have against the other. The arbitration will be administered by the Judicial Arbitration and Mediation Services ("JAMS") under its rules then in effect. It will be conducted by a single neutral arbitrator agreed to by the parties, or if the parties 16 12252.9315030261.1 cannot agree upon an arbitrator, before one assigned by JAMS. In reaching a decision, the arbitrator must consider the termination procedure objectives set forth in this subsection D and prepare a written decision that includes findings of fact, the reasons underlying the decision, and conclusions. Each party will bear its own costs and fees in connection with the arbitration.. 10. Dis ute Resolution. The Parties agree to try in good faith to resolve all disputes. In the event of a dispute that cannot be resolved through a meet and confer process between the City Manager and the District General Manager, the Parties may, if mutually agreed, engage in an alternate dispute resolution process such as mediation or arbitration. The parties will mutually agree upon all terms associated with such a dispute resolution process and will each bear their own costs associated with such a dispute resolution process. As part of its commitment to try and resolve disputes, in addition to the independent third party process identified in Section 9, the Parties may agree at any time to commission an independent third party to conduct an inspection of the facilities to assess the Parties' performance of the obligations as set forth in Exhibit D. The report of the inspections will be shared with both Parties and any deficient Party will make a good faith effort to correct deficiencies within 30 days, with confirmation of the correction documented in a follow-up report. Any such inspection report will be included in the Annual Report provided for in Section 8. 11. Notices. All notices or communications to be sent pursuant to this Agreement must be made in writing, and sent to the Parties at their respective addresses specified below or to such other address as a Party may designate by written notice delivered to the other Party in accordance with this Section. All such notices must be sent by: (a) personal delivery, in which case notice is effective upon delivery; or (b) 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. If to the City: If to the District: City of South San Francisco 400 Grand Avenue Attn: City Manager Phone: (650) 829-6623 Facsimile: (650) 829-6623 San Mateo County Harbor District 504 Avenue Alhambra, 2nd Floor P.O. Box 1449 El Granada, CA 94108 Attn: General Manager Phone: (650)583-4400 Facsimile: (650) 583-4611 Either Party may change its address by providing written notice to the other Party in the manner set forth above. 12. Authorit . By executing this Agreement, the signatory for each Party warrants and represents that he/she has the authority and/or has obtained all necessary approvals to enter into this Agreement on behalf of and bind the Party on whose behalf he/she has executed this Agreement. 17 12252.9315030261.1 13. Severabilit . If any term or provision of this Agreement or the application thereof is, to any extent, held to be invalid or unenforceable, such term or provision will 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. 14. Entire A reement-Amendments in Writin -Counter arts. 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 Parties or their successors in interest after approval by the legislative bodies of both Parties. This Agreement may be executed in multiple counterparts, each of which will be an original and all of which together constitute one agreement. 15. Successors and Assi ns-No Third-Part Beneficiaries. This Agreement is binding upon and inure to the benefit of the Parties and their respective successors and assigns; provided however, that except as authorized herein neither Party may 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 is void. Subject to the immediately preceding sentence, this Agreement is not intended to benefit, and does 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. 16. Governin Law. This Agreement will be governed by and construed in accordance with the laws of the State of California. Venue will be in a court of competent jurisdiction in San Mateo County. 17. Ca tions. The captions used in this Agreement are for convenience only and are not intended to affect the interpretation or construction of the Agreement. SIGNATURES ON THE NEXT PAGE 18 12252.9315030261.1 IN WITNESS WHEREOF, the Parties have executed this Agreement, effective as of the date first written above. CITY CITlr OF SOUTH SAN FRANCISCO, a municipal corporation By: / Name: Ij^-^- City Manager DISTRICT SAN MATED COUNTS HARBOR DISTRICT, a political subdivision of the State of Californi By: Name: ^Vt^^T C General Manager ^ ATTEST:ATTEST- By: City Clerk By: District Secretary APPROVED AS TO FOR APPROVED AS TO FORM: By Attorney By: District Counsel Exhibit List Exhibit A - nflarina Property Exhibit B - 2011 Agreement Exhibit C - 2017 Implementation Agreement Exhibit D - Operational Performance Indicators 19 12252.9315030261.1 IN WITNESS WHEREOF, the Parties have executed this Agreement, effective as of the date first written above. cmc CIPf OF SOUTH SAN FRANCISCO, a municipal corporation By: l<<Name: ^ ^ City Manager T<-^ DISTRICT SAN MATEO COUNTf HARBOR DISTRICT, a political subdivision of the State of Californiiliforni By: Name : <^~^e General Manager ^ ATTEST:ATTES By: City By: District Secreta APPROVED AS TO FORM: By City Attorney APPROVED AS TO FORM: By /^^ District Counsel Exhibit List Exhibit A - Marina Property Exhibit B - 2011 Agreement Exhibit C - 2017 Implementation Agreement Exhibit D - Operational Performance Indicators 19 32675.3 15022670.2 EXHIBIT A Marina Property 20 12252.9315030261.1 »-^Landst^e.-.i^-1Exhibit AOyster^PointOperations/MaintenanceResponsibility Map309002.*».*»»-...«.»,»LegendCity ofSSF Operations/MaintenanceHarbor District Operations/MaintenanceLand Boundary........ Water Boundary EXHIBIT B 2011 AGREEMENT 21 12252.9315030261.1 .^Vt^iy-V^,-- .: ^ »THg^W^WNTyHAR@C^il(St^ ^;^.1%^JSl^^l^^^^?^nf.^^ ?8^^^^%f^^^^L!6i!ffi^^ an^ fltaicKe @ffe^ «s of M^ 25, ^t ^ *@lfe^;l|at0^1is efii^ Sof &ntfeSan(ssw^amynie^ Fr^c^^^jl^,(»^^^^ ^^^i^^iWW^^^^^^^^^^ RECffiAl.S ,^ C,^^ Q^teTPoSnt^ttwes, ww irispeiiy^^wit^i^ilt^,: ("Pi^ecB. lOW^n^^W^i ^.adjEiitjon,.) ^.^.;^.;:'<:;^?:>W<i;^M@s;8rttieN^-gtafli |^|!Gtio ^nwS;g 1fil341&3 ^.r^^ k^^^^S^i'E:.'^..^^^:S:':Kt'l^:l^^^M^^.S-'I^S?^'^^^f:m^'.m^:l&t^^ii^i^^l^^MJiO.i^'luy;I..e*::.;^::.%;^ SN^e^telo^ $19/)83^.03. Agency wiU^^ SOT^nttrf tSininum »nt(as <tefin^in the^ng [.ease^, iridudingNl^n NjrisN^ s^ fRith in N ^l^^s, that Distei&^Ny ertitl^ to under ^^^ a^t^Nti9tt^^^lj @^ar)deQnflft^ agr^e i^ not later ia9 DeNiNr % 20N. ^efl^ wiW (NFgte any iunds iM&vyedMBBWif the N11^ Leased 9% (emrinated idydng a pottioh ota )^ar, Ri3ir^uH}ose$ of e^iffi^e i^ tthie K & fc^^ WnJnst^ Fe&ita^^.^%^N>^ $21l.656,NiK^^W^anteNoynt.De l(W^jss^ ^c((i$nt ..^.y^ ^ODBRlflOhS. dmroo^ements. .(2fty |^ fuind!n^^i(fed ^ tt^^A^ oommit grt, <@r^neeNng;,perhaing^^^ two neWidocksalN ^ tm an ^moantFiEitte exceed ^ MSIIion Dol(@Fs($2^,00{M)Q}?i|^^toNtffi9dewttt}(hth^ Cl|%||@l^p ^&lie^Wfe ^et»^fi^<^6oi]^^16n3m^ dollars i»iiS^on % (it) prints 0^ <S(MTW^(^1 ^oitiicis;j i:itffl^^^.: ^^"^^^fiis^e^i^tebi'o^^ ^l&pGy's obligotkwJtQ pay fur^s ^r^oac^teVem^^^^ ^M. QO^S^ wriN uNve^ ^igoaemrRehfSoioi^'als.i :^-t;;:.^:'^-.'' ..\^ BisiricfOffice^fiafi®. 'reroMffaw£!iffioe^ie. '..^m ^^nina w(rffti}tBW W3^«,S^,;^'': I^s*'^^.'^',g^^""'^^^.N;1S!i>S::S*S:S betowofio sii(^ o^asldress^a Par^maydNpa^ ^tivefetfte theothef Psrties in accoFdaric^with ftjs Section TMIN^N^ aewuht, (fi} Nttenaliy iiecegnizerfoyemlght ^un&r, .^tty^.^:.^:^..^atty;pf:S »j SanFiSriGise0'i:;:^ ..40Q,6raF Ave,:. .;:.":'-.::::.:-'-;-;?^:'^^-.::- ^::::-:::'1:;:?:';':-:... ^)u^8Effi^rie^eANW ; ^^^ ^ '::aQf^^:8^w'':.:^';;.-:;.^;:.'-:^^^ F9esi <65f8M23 Aiiency: .(^cle^cpi^nfais^ei^^ W^s^ie.^ ^^'.,;,. ^..', ':-'}:.':':.. ^'. ... .. .:i:^:-^ .:'la^.Sarr^?wi$G{fceA 04080^ ^';^''.::.,^- ^. ':.-::.::^,'. :;^/-^:^.-'."-^-^::^®?^^NN ::,:.:-^-^^/^ With a copy to: l»Ntict: Facsitnj^^8^^3 ^hFsantei^lSAN^ ^ ^Stev6MF.^8t{^ . ^^^2^^,^ SScgffiHtes^W»f67 4(%^tefN?NW-»^N^W ^ t^n^uv^,^AS498Q ^onK'^0)^^0& Y Fa^mife:(6^^|^1<( Sefrftohia SOTerabHitv. M^i^{<f^^i('NN(N^^^^J^ siN^o ^(ms^^ AN^@nt^We^ ^;thi^ffie^a8:ite:i?i|il t^:i8 ^il^ teffifs action "N; filftiitejteB m^eiif^^^ jBie@tiii^^|^^ioffte^^ ^^sul^TOa|^1INs^f^^ntN^^a(^^the W9W2 l^|^%\^^u6ce^%te<nfe(^t. ^8C|l<wi 15 ^treep8 i^^ffid^^i|ifls;^ ^iip^ b^ sdve $y es$(»$ and asslQiis; PK^S^ ^eettpti ^6 ^(Hir6mb»ttVtM(. the.laws^fteSftiteQf^lKornfe, ^eeon 17 Kfi}fl*Jo(»trii»<^(»attles ^<s^»» ^ ^Sa^ftfc iFhe tn^leti^^cttRgjr in »a;Qnslaro?e wjih M N$ ^wwWs igtsxted jo ^e(weni^c^^y;a f«-6in@f 1^3418.3 MWITN6SS WHEREOF, the Parties haveexecytedftiis Memorandum otUnderstarKfBig effective asof'thrdateflrstwriten.atsyve. . " -::' .'.'::-: . , :. '.'.;,:.'.'..:^. ^.;^.';.-;^^^..-.^';- °ITY'. ...'-.;: '.'i^^. CftY OF SOUTH SAN FRANCISCO, a municipal c0rp9»Ktlon By;.^:M:^ Name: ..- ©ty Man r AniST:.;-^::;.''.:;-..':;,;i: t w^<_ / ;: ;' : . . . .'....:.':.. ".^\;,':\: : /M3PRQ ^T^B5RM: ^ '^:::}:' ey.t.''^:^^^:.^^-::'^:':v:^'.^ ;',\,';.:Cjty,^tfi!roey. ^'^:;:.''[,';'\~'-. .;;;;;;.',:' .Ql STRICT./:..'::'.;^:,^..;;;1.:;^ SA^NATEGGOUN'n'HAWR^S'miCT, aNlittsutitf' W^t ; Nift»"i' J ^^: Nanie:^^ ^^K'^" ':A©ENCY'^ --, .:........ s'^-^.^:;.::.-.-^.' RgDEmOPMEWAeENOyOFTOEttrTY OF ^3ynt$^jriw^$G©, ^yQiW^^f^w^f^n^ijiOQE By^ NNK ^^^^^ .i. r:: t.. :'. . , .. AA.AM6>Cl^ Ixet^thnsWNcir .ATTEST:-";:^i:.^;..\.'-';:. By:t ^/^^^ ;A ^PROWER^W: W^ By:/:/'.\,<.'/-.:-": :'. ''^-^- . ^gncy^r^dal ©fiunsef ATTM. '^K:. ^p^^^^ ^ ^^1^^.:<.!;.?:J:?/.:II.:-.:.^ ^Ocwisef 16^3418.3 ^T:..}^^Ws^fiStWfW^^; SteteofCalifemto CotsatyofSaffNJSteo ) Qtt llAaKA^^^^^^^^ ^ ^} sp^ce&S^^Mflasael^ l s^^^aatui^<%Ki§i»^Wii^t ^ w^:j^)^;i^be^<3if^l>^ Npg'iM ,SigBa&^^A._^~',:''<;::'..^...^.^,^D ;iGww^N9iriii:?iB^:. ^j|li^1i^^^(l|^nl»'. tS^nmi.lxiria*^ < ^ : ^ PiQ^erly .Address ^ Name; p^3ifexaMniaffi>oinrfs NffS'l^uy^iwWywtow^Mteeiniait ins? fl^A?;(2)49is 3/25/2M1 State of (Ni^roia County of Saa Matep Gta March 35,2011, 1^^^ ]36n^MOc^^ No^^^l^ .Eq^cped Saay^^e^et ^9 pFOV@d,to mie!;<m;t3|» jbasi^ of^itisfiuslDryevidiaj^^ the i:»e. Ns^i^^sig tfw^^ Tl^^^.^fSSl^.^X!^^^^^^ WrT'NESSmyJ^N^dofSeial sNl> ^ ^t^SfG ^ ^/::.;. .;. .;'-' -;:;.: '.-, .'.-..; i,::.;.. , .' ^ ^;tl ;T^^f;;r,^;-;,;l'l--^:, m:;-;"rr'::^;:;./.:;'-'''^-''v^ iiessorNatei e: ^(^m:^ :''1!w^*^'»;'faMC6$7-;::l ((e^l^.C»( »<»ia -;:-.,SaB'<il|ttttipW«Bt]|F;,;-;' Cffnm. Qct920»4 FfSks laMnrtyOsianB's StufiRiNotBytartny if^tBOTiNl^nein we nffindtt(2).d(fc 3BS 01^ A^KNOWt.Kl?^|N<r §tate:ef-Ca ES t8..^_.f.:-:,;'.':.;'.': ^'..;;.: . ^uri&^^tS^,/p6 ^.^^.:.;.^;:.;':',..':,;^^.,. ^..:. NS^WG^;';^.^'^;;'.'^^W^^^MM^.^.^, ':j»fereimsitiy^^pe»n6ci. ;^^F<^^to t^^n:th bNN^isW8ta<^1^ .isubs^t^to^.M^^.^ift^^it^ same. lr» 'p8 )^:{g3,:^the:^li^'tji|^Mb@tfi@f^^ ,):,ee^..yt^;e@**<^^i^ ,;IMTM|i^;t^ ftae<;t;^o @a^@al., ll15t@ft6ture,<a®ai} MAP OF THE PROPERTY 16134^ faftibitUst EXyiBiTA 161N18.3 Haffeor DistiiRt AgreenBEiht {3-24.11) S? ^..^''^-.^."..^^^%-;;;.;-.-:;.^'*:..'.' .'.'. 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EXHIBIT C 2017 IMPLEMENTATION AGREEMENT 22 12252.9315030261.1 IMPLEMENTATION AGREEMENT BY AND BETWEEN THE CFTY OF SOUTH SAN FRANCISCO AND THE SAN MATEO COUNTY HARBOR DISTRICT RELATED TO THE 2011 AGREEMENT BY AND AMONG THE CITY, DISTRICT, AND THE CITY'S FORMER REDEVELOPMENT AGENCY *y^7S^t^ This agreement, dated and made effective as ofAu^sfr^?, 2017 (the "Effective Date"), is entered into by and between the City of South San Francisco, a municipal corporation ("City"), and the San Mateo County Harbor District, a political subdivision of the State of California ("District") and is hereinafter referred to as "AGREEMENT." City and District are hereinafter collectively referred to as the "Parties," and sometimes individually as "Party." RECITALS A. Whereas, 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 Exhibit I attached hereto. City and District have entered into a Joint Powers Agreement, dated July 6, 1977, related to the development, operations, and maintenance of the Marina Property pursuant to Government Code section 6500 et seq. ("JPA"). B. Whereas, District entered into certain long-tenn leases with King Ventures for certain portions of the Marina Property ("King Leases"), as shown generally on Exhibit 2. The King Leases were subsequently acquired by Oyster Point Development, LLC ("Developer") pursuant to an assignment from the previous developer Oyster Point Ventures, LLC. C. Whereas, pursuant to the terms of the Disposition and Development Agreement by and among the City, the Redevelopment Agency of South San Francisco ("Redevelopment Agency") and Oyster Point Ventures, LLC, dated March 23,201 1 ("DDA"), portions of the Marina Property ("Conveyed Property") as shown in Exhibit C to the 2011 Agreement are to be conveyed by the City to the Developer and the Developer's interest in some of the King Leases are to be conveyed from Developer to City and others related to the Conveyed Property are to be extinguished. D. Whereas, on March 25, 2011, the Parties and the Redevelopment Agency entered into an agreement ("2011 Agreement") which fonnalized and superseded the points of agreement contained within a 2009 Memorandum of Understanding between the Parties and set forth the Parties and Redevelopment Agency's rights and obligations related to implementation of the DDA and amendment to JPA related fo Conveyed Property. E. Whereas Recitals D and E and Exhibit B to the 2011 Agreement provides that development of the Marina Property including the Conveyed Property will include in specified locations office/research and development life science campus, commercial development (including retail, restaurants and hotel uses) and public amenities including specifically public recreational uses and a hotel on property easterly of the Conveyed Property. F. Whereas, pursuant to Sections 6.1 and 6.2 of the 2011 Agreement, the District provided to the City a Capital Improvement and Management Plan and the Redevelopment Agency and City paid the District $2,600,000 for dock improvements and wave attenuators which the District has installed at Oyster Point Marina. 2846008.1 I City and Harbor District Agreen^ent (August 2017)-8/10/17) G. Whereas, pursuant to Section 9 ofthe 2011 Agreement, the Redevelopment Agency agreed to pay and did pay the District $31,173.17 to reimburse District costs incurred in negotiating the 2011 Agreement. H. Whereas, the District has infonned the City that the District has paid off the debt owed to the California Department of Boating and Waterways as referenced m Recital B and Section 5 of the 2011 Agreanent. I. Whereas, pursuant to Section 4 ofthe 2011 Agreement, upon conveyance of the Conveyed Property, and without further action by the City and District, the Conveyed Property will be automatically removed from property covered and subject to the JPA and all rights and obligations of the Parties set forth in the JPA related to Conveyed Property will terminate. J, Whereas, Developer is proceeding with construction authorized in the DDA and referred in Recital E of the 2011 Agreement and the Parties desire to enter into this Agreement to implement the 2011 Agreement in furtherance of construction of the Phase 1C, ID and [1C on the Marina Property including the Conveyed Property. K. Whereas the Marina Property includes property on which improvements will be made as part of construction of Phases 1C, ID and IIC. L. Whereas, the King Leases provide for the installation, maintenance and rq)air of fiieling facilities in and adjacent to the area identified as parcels E-3 and E-4 on Exhibit 2 and whereas the facilities were installed and operated by the various lessees and sub-lessees of the King Leases and are in need of repair. M. Whereas, the Parties desire to enter into this Agreement to implement the improvements referenced in the 2011 Agreement and to confirm that the recreation parcel and the hotel parcel portions of the Marina Property will be removed from the property covered by the JPA and that as a result of that removal the District's rights and obligations including specifically theobligation for maintenance for those properties will terminate upon conveyance of the Conveyed Property to the Developer. N. Whereas, the District desires to retain access to and usage of the fueling system on the dock and the related fuel lines and fuel tanks on the Marina Property and desires to have a license agreement providing such access and usage rights for portion of the fueliag system that is not now or subsequently authorized by the JPA. 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 Tei;®. The tenn of this Agreement (the "Term") shall commence on the Effective Date, and shall tenninate on the later of November 1 I, 2026, or the satisfaction by the City of its funding obligations set forth in Section 6, unless extended or earlier terminated by mutual consent of the parties. For avoidance of doubt, if the City has not satisfied its funding obligations set forth in Section 6, the parties intend this agreement to remain in place even if the JPA is temiinated, unless otherwise determined by mutual consent of the Parties. 2846008.1 City and Harbor District Agreement (August 2017)-8/10/17) Section 2 Termination of E E-l E-2 E-3 and E-4 Parcel Kin Leases. The District will consent to a request by Developer and City to assign all existing King Leases pertaining to Parcels E, E-I, E-2, E-3, and E-4 to the City. Upon the close of escrow for conveyance of the Conveyed Properties from the City to Developer, any and all existing King Leases pertaining to Parcels E, E-l, E-2, E-3 and E-4, or portions thereof, shall be temiinated and shall be of no further force and eflfect. Section 3 Removal of Land Sub "ect to the JPA ObU ations. Upon close of escrow for the conveyance of the Conveyed Properties from the City to Developer pursuant to the DDA, Section 2 and Section 3 of the JPA, and those incorporated exhibits (JPA Exhibits 1 and 2) are hereby amended to remove from the terms of the JPA the land designated in Exhibit 3 and the rights and obligations set forth in the JPA shall no longer apply to land designated m Exhibit 3. Section 4 Aecws to :Marma PrQ e1,". Kurln' . and fer Coastructtun 1<»1' Pilose .JC and Phase IIC Im rovements. District and City agree that City, Developer and their contractors shall have access to the Marina Property under the control of District during construction of the Phase 1C and Phase IIC improvements set forth in the DDA. The Phase 1C and Phase IIC improvements are shown on Exlubit 4 attached hereto. City agrees that it shall require any contractors retained by the Developer or the City (either on behalf of the City or on behalf of the Successor Agency) to maintain at all times vehicular and pedestrian access routes to District- related operations (including but not Iimit«i to docks, fueling facilities, boat ramps, parking lots, bathrooms, ferry terminal, harbor master's office and the yacht club). District agrees that Developer, City or theircontractor may install fences and restrict access to construction areas necessary to construct the Phase 1C and IIC improvements. City shall require that Developer or City contractors shall defend, indemnify and hold hannless the City, Successor Agency and District and their officials, officers, employees, agents, and volunteers from and against any and all losses, liability, claims, suits, actions, damages, and causes of action arising out of any personal injury, bodily injury, loss of life, or damage to property, or any violation of any federal, state, or municipal law or ordinance, to the extent caused, in whole or in part, by the willful misconduct or negligent acts or omissions of contractor or its employees, subcontractors, or agents. The foregoing obligation of the contractor shall not apply when (1) the injury, loss of life, damage to property, or violation of law arises wholly from the gross negligence or willful misconduct of the City, Successor Agency, District or their officers, employees, or agents and (2) the actions of contractor or its ehiployees, subcontractor, or agents have contributed in no part to the injury, loss of life, damage to property, or violation of law. It is understood that the duty of contractor to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. Sections Fuelin Infrastructure 0 erations and License. In addition to the rights conferred to District in the JPA to maintain and operate a fueling service for users of the Oyster Point Marina, City agrees to grant District a non-exclusive license for the land shown in Exhibit 5 ("License Area"), for a tenn not to exceed to the term of the JPA (current or as amended), to continue to operate and maintain the fuel utility lines, fuel tanks with up to 20,000 gallon capacity (which are currently constmcted as two underground tanks), fueling docks, and fueling station, as well as any other related facilities or improvements appurtenant to the fading service 2846008.1 City and Harbor District Agreement (August 2017)-8/10/17) at the marina (collectively, "Fueling Infrastructure"). The City farther agrees that as part of this license, the City will cooperate with District to allow District and its fuel suppliers and fuel system contractors access across City roads and parking lots to the extent necessary for District to continue to maintain and operate the Fueling Infrastructure. Subject to the Districts' rights set forth in Section 6, the District shall operate, or cause to be operated, the Fueling Infrastructure (existing and as repaired or replaced pursuant to Section 6 below) for the term of the JPA. District shall at District's sole cost, operate and maintain the Fueling Infrastructure (as repaired or replaced pursuant to Section 6 below) in accordance with all government permits and federal, state, and local laws and regulations. District shall also hold harmless, defend and indemnify City for claims or damage that arise from District's maintenance and operation of the Fueling Infrastructure. Nothing herein prevents the District from temporarily or permanently ceasing operating fhe Fueling Infrastmcture existing as of the Effective Date as deemed necessary by the District in its sole discretion to comply with any regulatory requirements, or unanticipated circumstances affecting the condition of the Fueling Infrastructure, or as necessary to accomplish the Improvements described in Section 6 of this Agreement. Section 6 Fuel Dock and Fuel Line Re air. In order to facilitate the continued provision of fueling services at Oyster Point Marina and only if the Oyster Point area community facilities district ("OPCFD") referenced herein is established and the necessary funds have been paid to the City from the OPCFD, the City shall provide the District with the necessary funding so that the Distarict can commence and complete the repair and replacement of the Fueling Infrastrucfaire, and any necessary remediation required by such rq)air and rqilacement, consistent with proposed improvements set forth in Exhibit 6 (the "Improvements"). The Improvements are contemplated to be completed in two phases, the Initial Improvements and the Land Side Improvements as set forth and defined in Exhibit 6. The maximum amount offimding fhe City will provide to the District for design and construction of the Improvements, with all such funding originating exclusively from the OPCFD, shall not exceed the total amount collected by the OPC^D for facilities purposes, less administrative costs. This not to exceed amount is $2,500,000, subject to a two (2) percent annual increase for each calendar year commencing in 2019. The design and engineering plans for the Improvements shall be subject to approval by District's General Manager and City's City Manager. A. To fund the Improvements, the City intends to form the OPCFD. The City agrees to take all actions necessary and within its reasonable control to consider formation of the OPCFD not later than April 30, 2018. If the OPCFD is formed later than April 30,2018, (1) the dates for funding and performing the Improvements set forth in sub-paragraphs B and C, below, will be extended by the same amount of time as delay in formation of the OPCFD, and (2) the parties will meet and confer to establish the exact schedule for funding and performing the Improvements, with the District ultimately retaining all rights set forth in sub-paragraph D. B. Following and only upon formation of the OPCFD, the City will provide the District with the necessary funding to enable the District to design, commence and complete the Initial Improvements. If the OPCFD is formed, the City will provide funding for the District to complete the design and engineering phase of the Initial Improvements no later than December 31,2018. The total amount payable for the design and engineering phase of the Initial 2846008.1 4 City and Harbor District Agreement (August 2017)-8/10/17) Improvements is estimated at $75,000. If the OPCFD is formed, the City will provide funding for the District to complete the construction phase of the hutial Improvements no later than December 31, 2020. The total amount payable for the constmction phase of the Initial Improvements is estimated at $1,175,000. The City will only provide fiinding for the District to complete the Initial Improvements in the total not to exceed amount of $1,250.000, subject to a two (2) percent annual increase for each calendar year commencing in 2019 until the Initial Improvements are complete consistent with the completion deadlines set forth herein. In the event that actual costs for the Initial Improvements exceed the amount the City is obligated to fund pursuant to the previous sentence, the parties agree to meet to consider any reasonable request by the District to allocate costs from the Landside Improvements funding set forth in sub-paragraph C to the Initial Improvements, so long as the City's total funding obligation for the Improvements is not increased beyond the $2,500,000 (as adjusted) described in the first paragraph of this Section 6. Assuming that the City provides funding pursuant to the schedule set in this sub-paragraph B, the District will make best efforts to ensure that the Initial Improvements are complete no later than December 31, 2020. Nothing herein prevents the District from completing the Initial Improvements prior to the City providing funding, subject to reimbursement by the City, up to the not-to-exceed amounts set forth in this sub-paragraph. If the Initial Improvements are not complete by December 31, 2020, the parties will meet and confer in good faith regarding Ae continued operation of the Fueling Infrastmcture and the related obligations of one or both parties. C. Following and only upon fonnation of the OPCFD, the City will provide the District with the necessary funding to enable the District to design, commence and complete the Landside Improveanents. If the OPCFD is formed, the City will provide funding according to a schedule that will allow the District to complete the Landside Improvements no later than December 3 1, 2025. The parties will meet and confer as to the exact schedule for funding and performing the Landside Improvements. Assuming that the City provides funding pursuant to the schedule agreed to by the parties, the District will complete the Landside Improvements no later than December 31, 2025, unless otherwise agreed to by the parties. The total amount payable for the Landside Improvements shall not exceed the total not-to exceed amount specified in the first paragraph of this Section 6, less amounts already paid by the City for the Initial Improvements. Nothing herein prevents the District from completing the Landside Improvements prior to the City providing funding, subject to reimbursement by the City, up to the not-to-exceed amount set forth in this sub-paragraph. D. [n theevent that the OPCFD is not established by April 30, 2018, the parties agree to meet and confer in good faith regarding the continued operation of the Fueling Infrastmcture and the related obligations of one or both parties, in particular if necessary to make minor schedule adjustments as contemplated in sub-paragraph A. The City and District further agree that if the parties are unable to agree to mutually acceptable tenns related to continued operation of the Fueling Infrastmcture and the related obligations of one or both parties, the District may elect, at its sole discretion, and upon written notice to the City, the following: i. The District may cease operation and maintenance of the Fueling Infrastructure and will have no further obligations to do so. 2846008.1 City and Harbor District Agreement (August 2017)-8/10/17) ii. The City will assume sole and complete responsibility for the operation and maintenance of the Fueling Infrastmcture. The City may choose to operate and maintain the Fueling Infrastructure, but is under no obligation to do so and may instead choose to take whatever action it deems appropriate to limit and/or cease operation and maintenance of the Fueling Infrastructure, as consistent with applicable law. The District will cooperate with any such action taken by the City, provided that the parties will meet and confer to minimize the impact of any City action on District operations. Whether or not it operates and maintains the Fueling Infrasfructure, the City will be solely responsible for compliance with all government pennits and federal, state, and local laws and regulations associated with the Fueling Infrastructure, including without limitation compliance with state law related to the continued operation or decommissioning of the underground fuel tanks and fuel lines. The City shall hold hannless, defend and indemnify the Disti-ict for claims or damages that arise from City's maintenance and operation (or non-operation and non-maintenance) of the Fueling Infrastmcture after the effective date of this Implementation Agreement. iii. The City will have no obligations to provide funding to the District for the Improvements as set forth in this Agreement and the District will halve no obligations to complete the Improvements as set forth in this Agreement. E. The City will reimburse the District $90,000 to be used for repairs that the City and District agree are necessary for operation of the current fueling infrastructure system. This reimbursement obligation terminates upon commencement of construction of the new fuel dock. F. The City is applying for a Boating Infirastructure Grant from the California Division of Boating and Waterways that may be used to pay m part for the Improvements (the Grant). Notwithstanding anything to the contrary in this Section 6, in the event that the City receives funding for the Improvements from the Grant, it will dedicate all such funding for the Improvements and, upon making Grant funding available to the District, may reduce proportionately the amount it funds the Improvement from the proceeds of the OPCFD so long as the City's total obligation to fund the Improvements remains in the amount set forth in this Section 6. Section 7 Reimbursement of District Costs. Upon submission of an invoice with reasonable supporting information. City agrees to reimburse the District for its actual and reasonable costs of negotiating this Agreement in an .amount not to exceed $35,000. Section 8 2011 A cement. Except as stated herein, the 2011 Agreement remains in force and effective between the Parties and the Successor Agency to former Redevelopment Agency. Section 9 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 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: (a) personal delivery, in which case notice is effective upon delivery; or 2846008 1 City and Harbor District Agreement (August 2017)-8/10/17) with a copy to: (b) 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)877-8501 Facsimile: (650) 829-6623 Meyers Nave 555 12th Street, Suite 1500 Oakland, CA 94607 Attn: South San Francisco City Attorney Phone:(510)808-2000 Facsimile: (510) 444-1108 District: San Mateo County Harbor District 504 Avenue Alhambra, 2nd Floor El Granada, CA 94018 Attn: General Manager Phone: (650) 583-4400 Facsimile: (650) 583-4611 Section 10 Severabili . If any term or provision of this Agreanent 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 tenns and provisions to circumstances other than those as to which it is held invalid or unenforceable unless an essential purpose of fhis Agreement would be defeated by loss of the invalid or unenforceable provision. Section 11 Entire A cement'Amendments in Writin 'Counter arts. 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 maUer. This Agreement may be amended only by a written instrument executed by the 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 12 Successors and Assi s' No Third-Par Beneficiaries. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and assigns; provided however, that except as authorized herein 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 Ayeement is not intended to benefit, 2846008.1 7 City and Harbor District Agreement (August 2017)-8/10/17) and shall not run to the benefit of or be enforceable by, any other person or entity other than the Parties and their pennitted successors and assigns. Section 13 Govemine Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. Section 14 Relationshi 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 15 Ca tions. The captions used in fhis Agreement are for convenience only and are not intended to affect the interpretation or construction of the provisions hereof. SIGNATURES ON THENEXT PA GE 2846008.1 8 City and Harbor District Agreement (August 20l7)-8/IO/l7) IN WITNESS WHEREOF, the Parties have executed this Agreement, effective as of the date first written above. ££OC CITY OF SOUTH SAN FRANCISCO, a municipal corporation By: Name: J^/llK^ 'f^ 4 City Manager DISTRICT SAN MATEO COUNTY HARBOR DISTRICT, a political subdivision of the State of California By: Name: General Manager ^TTgST: Ci. M y ATTEST: By: District Secretary APPROVED AS TO FORM: By: .tf -y. APPROVED AS TO FORM: By: .."_.. District Counsel Exhibit List Exhibit 1 - Map showing Marina Property Exhibit 2 - King Leases Exhibit 3 - Additional Property to be Removed from JPA Exhibit 4 -Phase 1C and Phase IIC Improvements Exhibit 5 - License Area Exhibit 6 - Conceptual Scope of Improvements 2846008.1 City and Harbor District Agreement (August 2017)-8/10/17) IN WFTNESS WHEREOF, the Parties have executed this Agreement, effective as of the date first written above. crrv OF SOUTH SAN FRANCISCO, a municipal corporation By: Name; City Manager DISTRICT SAN MATEO COUNTY HARBOR DISTRICT, a political subdivision of the State of . Cdifj^ ^ ^ By: ll^i^&A_M5.^ Name:^A_Mii^L General Manager ATTEST: By: City Clerk APPROVED AS TO FORM: By: City Attorney ATTEST: - c DioU'iut Gturctafy APPROVED AS TO FORM $tBy: District Counsel (. tie^-ro^ o^ fpn«>A/. >ve.s. Exhibit List Exhibit 1 - Map showing Marina Property Exhibit 2 - King Leases Exhibit 3 - Additional Property to be Removed from JPA Exhibit 4 - Phase 1C and Phase IIC Improvements Exhibit 5 - License Area Exhibit 6 - Conceptual Scope of Improvements 2846008.1 City and Harbor District Agreement (August 2017)-8/10/17) EXfflBITl (Map Showier Marina Property) 2846008.1 10 City and (larbor District Agreement (August 2017)- 8/10/17) c'-...-...-ILEariDs/ OYSTER POINTS BUSINESS\ -/-,rPARK / /'PARCEL 1Irfl OYSTERPOINT *§ . BUSINESS *PARK^ PARCEL 2I« BUSINESS nm fiionim UKwaress PAW ffiopsirTUUU* IWPBlTt WtUMSMA PBOPEmTOYSTER POINT, BUSINESSPARKPARCELS/, ^^/j'js./'/^/!^cffG<y9y.^./.' ^s.^^ss^fe,/\-'-' " -.PARCEL ACREAGESPARCELAA-BBcD-ln-eEE-ls-eE-3E-4r0G-lR-BHREMAINDERUND ACREACEB.28*1.2fl±2.8B±1.04*1.18±Z.Bl*3.ei±1.9B*e.ie±D.09*o.a**i.ez*o.ea*0.13±0.71*ai.aa±K / PAKCE.1^'1[^.^..^'._^LZ,^.&!>%^REMAINDER PARCEL-y^2,^^^^. /' y;7/MTy^^.s^^^ .^^.^".^^Tl^^:/:y^£^sy:^^^^^^^^^^S&iSS^'SS:^-^^;-;%?^^il%^^ ^^i//,' \/ /' ..'''^'7^~'y /'^.:/^'^.^i./''./''/'/' /'''/ /'/'",. ':'KS<'i'^VK-r''^we'-^ '~~v\. ..f,/,'' ,-"' ./ /.''. y / / Rp;^K;0»^ifcLi: ^/ /-" -$--ri:Exhibit 1 EXHIBIT 2 (King Leases) 2846008.1 11 City and Harbor District Agreement (August 2017)- 8/10/17) ..-I/f OYSTERPOINTS BUSINESSPARK. PARCEL 1 /\ i ^..^.--. 'OYSTER POINTBUSINESS: PARKPARCEL 3^j\^l OYSTERSfcj POINT Sggl BUSINESS (;K| PARKPARCEL 2 .IlitEGENBBUSINESS PJUiK FliOfEIirr UNEBUSINESS F*RK PBOfERrYVMWt PtfflOfri IWEUARIIU PSOKKHKINS LEASES"Y.mSMAtH6 PARt&.'PARCH. ACREAGESAA-BBcD-lo-sEE-lB-EE-3E-4FGC-lG-2HLAND ACREAGE8.28*i.aa±2.89*1.0**1.IS*2-8l±3.81 ±1.98*2.1210.09*0.84*1.82*0.62*o.iai0.71*REMAINDER J 21.231.c^«/'-^ y^-REMAINDHl PARCEL.\ ^''7T /.^^ ^ AI^R^^ t, - -^-" ., .,^ - _ ",.'" .'-^.'r ^/^^:;S:^S::ftr^==''=-i/'=? T-yc-5<--/<r'^ ,/ ^v ?^o .?.iu.E4:-'^rT-..- ,-.}^^,t/^y..--^^^:PA8^Z. " -//f^.';s^/';:,^'.>''r'I^^-,<:t.^1"^^4^-/&-.?' .'' / .:.'' w.A»G'"..KC^LP" ~Kl;<gU't,.P<?_ _^'y-^1.' ^'.^ " -.'" ~-'/..~ ''>;""^~'53^^^../p/-?tf£t-<'./'...1 ,^A'/ ..-' T'^^f^.""''"'^^^.^.'^^-.^-^.^ ' "'^y^^^-^ ,^.7''?^^.^', / ^/'/'/-.f^..^-^'^^^ ^/',?~~i'°:'~fr'"y / / .' / / /..""'''".^ /' ' ^/ y /.' , ,.'/ ^/'s-^wlw^y*'^(-/ , ''"..; y /y':^t wyi^t>6c^ / / ^==:::"c-:s=- ::-KAExhibit 2 EXHIBirS (Area removed from JPA) 2846008.1 12 City and Harbor District Agreement (August 2017>- 8/10/17) OWNER'S STATEMENT*E, IKE UNaCTSntB, HEBE«l CTATC nuT WE ADt 1NE IWmERS OF OR KIMtSIME iiimr, mu MB/OB wmiar in .NB TO TIIC .BU. nupcBn wcuBtti.!7iim_mi;ann«iaoii simn ni nm wip «i« waiK uxntww'fasoB »mi)SE^a»roiT is.iinESMT.n F*SS a£M TiiiE ra SUD KULficnmi u» »E Hcnm COIUBU TO mE MMW Mm FIUNB a- uu IUP MOSUBMVtStON AS aWWN WTMIK me INSTINCtlVC BQNOEN.WJSSK A»tE HO HEW CASCNCTTS TO QCTttATrev; cny OF SOUTH SAN FMHCISCOOWNER'S ACKNOWLEDGEMENTON --- -...-"_._ strwe uc* NOMfn PUBUC, PERSOHALLr.pfEMimWHO PfiOXEO tt NC OM INE BASIS OT aWSFACTOKT EVIOEWE TO ec T»|Cresso»t(s) iirwase KAM^S) t5/*((c SUBSCRTBBU TO nt WSVMM iwsTRuron ANDACTWNB^DCCO TO NE THXT HE/SHE /THET CXECUTCB Ttff: SWE IN WS/Htt/mClltAUWORBED WACinCTCS) AW SV HtS/HCT/ntEffi Sl»un)BE(Si) OH TH£NsmNUT me KISWI, wi THE bnmr ww BO.M.F of micH IKEKftson(s) ACTED, KCCUfTC? 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I* . 80PARCEL MAP 17-0002OYSTER POINT.f"~~r~~^.,-.T--J:KUM *» BUKBKtt BUI ll«n« uuiinWILSEY5IHAMEnginwring, Svnn^'ng A Planning^^-flt^t^-s^s.'-S''-^.rt^y^.-'-::^^%t,^^-.^fit^'^/^i^jn^,;-,fc.'(,-'i<.,^»iit,,JOB (1016-0083UOU S*. SlnM, 8N« <(Bs<]itiiu».c»««in6S034»^151wtneyhafn cornExcluded ParcelsExhibit 3 -2 EXfflBIT4 (Phase 1C and Phase DC Improvements) 2846008.1 13 City and Harbor District Agreement (August 2017>- 8/10/17} ^, . TMASEIW -.-.>-t*»«.,»iR,a, i .; .»iy» l-..;.--^--ln(* UP TO SOa.CMO QSF OF OFFICBRtD SPACE CLAY CAP REPAIR AT PHASE ID CLEANUP OF SUMP I METHANE MmGATION SYSTEMS RELOCATION OF RERJSE PHASES HD-IVD ® UP TO 1.7W.230 QSF OF OFFICBRtD SPACE ® STREETS t UTILmES IN BUSINESS PARK '°? RaOCATION OF SEWER PUMP STATON LANOSGAPING AT BCDC PHASES 110-IVD PHASE SC STREETS & UTIUT1ES AT HUB 0 STREETS &UTIUnES TO POINT ® CLAY CAP REPAIR AT PMASE 1C ^ RECONFIGURED PARKING AT NIARINA RECREATION AREA W FUTURE HOTEL SITC ® BEACWPARK ® BAYTOAIL&PALMPROMENDADE PHASE t!C ® REPAVINO OF PARKING PHASE DC LANDSCAPING AT PARKING PHASE IIC LANDSCAPINQ AT BCDC PKAS6S IIC 1 PHASE I!D ® PHASE I lE Exhibit4 EXHIBIT 5 (License Area) 2846008.1 14 City and Harbor District Agreement (August 2017)- 8/10/17) ©CISTtNS PB-E (IS PLCS) s s ^ ^. _1j ^^^.^1%^^ EXISTING FUELOISPENSERS EX18TIN60ANeWAy AND PLATFORM (4PLCS) v !Ii" ; EXIST1N6 DOCKS AND APPURTENANCES (tS.451 ;>,'-. I ' \ t , -_\ '-~ EXISTING SHACK AND APPURTENANCES (*130 SF) i ''Ui'/r . ('.---'] ^.'-/ -^ ''..^..^-^-^ v-~ . ^r^^^-ft'-^ / ^ '\!~:\ .l w "^.<^ \,:,~\^'\^, ^" -^ .-/ ^\ , \" ..' i ', ' '^ *'. ,/ /^ ' A J . * i^-*- .. " '^/' ;^ ^,-'v ' ^ ^ y<~%-~'-i'.^ .wf'i-^^^ u%, ^^ .' .^^.- J^r'^^tfe '.s? wsi.ffw,i ^J^\-ttWi r'\' '^-^.'i *License Area includes location of existing fiiel line and five (5) feet on either side of the fiiel line Exhibit 5 EXHIBIT 6 ' (Conceptual Scope of Improvements) Described below are potential Initial Improvements and Landside Improvements as referenced in the agreement and the Anchor Report, dated May 26, 2017. Initial Improvements 1, Potential minor repairs include: Replace deck on existing fuel dock (if appropriate) Repairing broken cleafs and loose rub rails on existing fuel dock Relocate/secure electrical utility wire/conduit on existing fuel dock Replace/repair approach structure girders Replace/repair gangway walking surface 2. Fuel dock and on-dock utilities replacement Landside Improvements Fuel system replacement in conformance with current codes and regulations. Components of the system includes: Double-walled underground fuel tank(s) Double-walled pipes Sump vaults Fuel pumps Dispensers EXHIBIT D 0 erational Performance Indicators. Both Parties will carry out their maintenance obligations in accordance with best practices for public spaces and marinas. Barring a Casualty Event, or other circumstances that reasonably prevent the Parties from carrying out their respective operational and maintenance obligations, the Parties agree that the following Operational Performance Indicators (OPIs) will be used to guide the Parties' performance under this agreement. These OPIs may not reflect all conditions or circumstances, and may be amended from time to time by mutual agreement of both the District General Manager and City Manager. The OPIs are intended to govern the upkeep and maintenance of all facilities, address chronic conditions and not to address short term situation or matters outside of the Parties' control. 1) Marina Occupancy (District only) a) The District will endeavor to maintain occupancy at greater than 80% of the mean of Bay Area marinas as measured over eight consecutive quarters 2) Streets and parking areas: a) The Parties will keep the streets and parking areas in a state of good repair b) The parties will endeavor to maintain a Pavement Condition Index (PCI) greater than 80 but in no event less than 45 as measured over four consecutive quarters. c) Ponding water on impervious surface. Areas greater than 32 sq.ft. with water ponding greater than 1" in depth shall be remediated within 120 days of initial observance. 3) Landscaping Maintenance: a) Edges shall be trimmed, and areas mowed as necessary b) Weeds, dead plants shall be removed as part of regular maintenance schedule c) Irrigation is in functional condition, with heads and drip systems maintained 4) Solid waste a) Solid waste shall not be allowed to accumulate b) Trashcans will be emptied on a schedule to prevent repeated overflowing c) Recycling containers are adequately distributed 5) Restrooms a) All fixtures are operational b) Supplies are present in sufficient quantity c) A maintenance log is maintained in each facility 23 12252.9315030261.1 d) Each facility is checked at least daily 6) Building shells a) Roofs shall be maintained without leaks b) Windows shall be maintained without breaks c) Exterior paint shall be maintained with no/minimal fading/peeling 7) Trails and Public Areas a) Trails and Public Areas shall be maintained in a state of good repair 8) Stormwater (City only) a) Maintain compliance with City's Stormwater Pollution Prevention Program (SWPPP) 9) Environmental Protection a) The District shall maintain Clean Marina certification (www.cleanmarina.or - or equivalent. 24 12252.9315030261.1 City of South San Francisco Legislation Text P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, CA File #:19-997 Agenda Date:12/12/2019 Version:1 Item #:5. Discussion of Capability of Adding or Accommodating Additional Docks for the Projected Growth of Private Ferry/Water Taxis. City of South San Francisco Printed on 12/6/2019Page 1 of 1 powered by Legistar™