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HomeMy WebLinkAbout2014-09-10 e-packet SPECIAL MEETING SUCCESSOR AGENCY 0 QD OF THE CITY OF SOUTH SAN FRANCISCO P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, California 94083 Meeting to be held at: MUNICIPAL SERVICES BUILDING COUNCIL CHAMBERS 33 ARROYO DRIVE SOUTH SAN FRANCISCO, CA WEDNESDAY, SEPTEMBER 10, 2014 6:30 P.M. NOTICE IS HEREBY GIVEN,pursuant to Section 54956 of the Government Code of the State of California,that the Successor Agency to the City of South San Francisco Redevelopment Agency will hold a Special Meeting on Wednesday,the I0`"day of September,2014,at 6:30 p.m.,in the Municipal Services Building, Council Chambers, 33 Arroyo Drive, South San Francisco, California. Purpose of the meeting: I. Call to Order. 2. Roll Call, 3. Agenda Review. 4. Public Comments—comments are limited to items on the Special Meeting Agenda. CONSENT CALENDAR 5. Motion to approve the Successor Agency Minutes for the meetings of August 13, 2014. 6. Motion confirming payment registers for Redevelopment Obligation Retirement Fund Payments for September 10, 2014. 7, Recommend Oversight Board adopt a resolution approving an amendment to the lease agreement with Sitike Counseling Center at 306 Spruce Avenue. (Armando Sanchez, Housing Consultant) aid 8. Recommend Oversight Board adopt a resolution approving an amendment to the lease agreement with the County of San Mateo for the facility at 306 Spruce Avenue. (Armando Sanchez, Housing Consultant) ADMINISTRATIVE BUSINESS 9. Resolution reviewing and approving the submittal to the Successor Agency Oversight Board of a Recognized Obligation Payment Schedule (ROPE) for the period January through June 2015. (Bertha Aguilar, Management Analyst and Jim Steele, Finance Director) ADJOURNMENT ista Mart' Belli, Oy Clerk SPECIAL SUCCESSOR AGENCY MEETING SEPTEMBER 10,2014 AGENDA PAGE2 SPECIAL MEETING .,. a c 's MINUTES DRAF7 rry SUCCESSOR AGENCY ` rFO ' OF THE CITY OF SOUTH SAN FRANCISCO P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, California 94083 Meeting to be held at: MUNICIPAL SERVICES BUILDING COUNCIL CHAMBERS 33 ARROYO DRIVE SOUTH SAN FRANCISCO, CA WEDNESDAY, AUGUST 13, 2014 6:00 P.M. Purpose of the meeting: 1. Call to Order. TIME: 6:00 p.m. 2. Roll Call, PRESENT: Boardmembers Addiego, Gupta and Normandy, Vice Chair Garbarino, Chair Matsumoto ABSENT: None 3, Agenda Review. Item 9 deferred to later date to be determined. Closed session item 11 heard first, followed by remained of agenda. 4. Public Comments—comments are limited to items on the Special Meeting .Agenda. None. Enter Closed Session: 6:01 p.m. Return to Open Session: 6:45 p.m. CONSENT CALENDAR 5. Motion to approve the Successor Agency Minutes for the meetings of July 23, 2014. 6. Motion confirming payment registers for Redevelopment. Obligation Retirement ]Fund Payments for August 13, 2014. 7. Motion to cancel the regular Successor Agency Meeting of August 27,2014, (Mike Futrell, City Manager) 8. Resolution approving the terms of a Revenue Sharing Agreement and directing staff to negotiate and prepare a Revenue Sharing Agreement for presentation to the Oversight Board and the California Department of Finance. (Armando Sanchez, Housing Consultant) 9. Recommend Oversight Board adopt resolutions approving amendments to the lease agreements with Sitike Counseling Center and the County of San Mateo for the facility at 306 Spruce Avenue. (Armando Sanchez, Housing Consultant) Motion—Vice Chair Garbarino/Second—Boardmember Gupta: to approved the Consent Calendar items 5 through 8. Unanimously approved by voice vote. ADMINISTRATIVE BUSINESS 10. Recommendation of the Successor Agency to the Oversight Board to approve an Exclusive Negotiating Rights Agreement (ENRA) with Miller Cypress SSF, LLC (Bares-Regis), (Armando Sanchez, Housing Consultant) Armando Sanchez gave brief review of staff report and highlighted key components of the FNRA,some of which included:preliminary purchase offer of$11.5 million;a proposed term of eight(8)months from the from the date of approval of the Station Area Plan,with a possible 90 day extension; a deposit of$50,000 that will provide for Successor Agency costs in preparing the purchase and sale agreement. Subsequent approval of the ENRA was required from both the Oversight Board and the State Department of Finance ("DOF). Staff would work diligently to complete the remaining steps. Sares-Regis staff was present Drew Hudacck and other Sares-Regis staff was present to address any comments or questions had by Council. Councilmember AddieRo stated his initial opposition to housing and preference for commercial development. He now voiced his support for the project and felt this development would be a positive addition to the community. Councilmember Gupta sought clarification as to what was entailed in the request for flexibility in terms of locating the affordable units. What options was the developer looking for? Mr. Hudacek stated this was included simply because the discussion had not happened yet. Sometimes units are placed in one location, and sometimes they could be floated throughout the community,this was just a discussion that had not been had yet. Motion—Vice Mayor Garbarino/Second—Councilmember Gupta:to recommend that the Oversight Board approve an Exclusive Negotiating Rights Agreement (ENRA) with Miller Cypress SSF, LLC (Sares- Regis), Unanimously approved by voice vote. SPECIAL SUCCESSOR AGENCY MEETING AUGUST 13,2014 MINUTES PAGE 2 CLOSED SESSION 11, Closed Session: Conference with Real Property Negotiators: (Pursuant to Government Code Section 54956,8) Properties: 401 & 315 Airport Blvd, 405 Cypress Ave, and 216 Miller Ave Agency Negotiators: Patrick OKeeffe Negotiating Parties: Miller Cypress SSF, LLC (Bares-aegis) and South San Francisco Successor Agency Under Negotiations: Price and terms for disposition of the property Report out of Closed Session: No reportable action. ADJOURNMENT Being no further business, Chair Matsumoto adjourned the meeting at 6-52 p.m. Submitted by: Approved by: Anna M. Brown, Deputy City Clerk Karyl Matsumoto, Chairperson City of South San Francisco City of South San Francisco SPECIAL SUCCESSOR AGENCY MEETfNG AUGUST 13,2014 MINUTES PAGE 3 Listing of Redevelopment Obligation Retirement Fund Payments for Successor Agency Review S Cn IFO I certify that the payments shown on this payment register are accurate and sufficient funds were available for payment.* DATED 9/4/2014 FOANCE DURECTOR *Note: Items below do not include,payroll related payments Checks: Date Amount 08125/14 7,177.54 08126114 366,400.00 08127/14 1,695.00 08/29/14 1,344,774.68 Electronic I!gyMents: Date Amount To Description Total Payments $ 1,720,047.22 Cp M LO LL LL U- LL LL. 0 C> 0 C r o IT � W W W W W C) cT T � ca r W CJ N CV N Crtl C`J N r r r N co r CO CS> LU O 0 4 C> I� Imo- � m () N 0) 'c- �' mot' � � r+ CO CO 0 > r^^ e- r rd CO r- C CO �, C> C� N � 0 0 co co 04 4 N < J L `t CYl W C� W 0 2 W W il? C1� C1 � � Cf) W LY (1) Z LWi _ LWL > > D 0 U) W LL G!) 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ILL LL !Zl! z 0- z C z z j d cc D w w IM C Successor Agency to the Redevelopment Agency ZIP0 A- Ntaff Re on DATE: September 10, 21014 TO: Chair, Vice Chair and Boardmembers FROM: Patrick O'Keeffe, Interim Assistant Executive Director SUBJECT: RECOMMEND OVERSIGHT BOARD ADOPT A RESOLUTION APPROVING AN AMENDMENT TO THE LEASE AGREEMENT WITH SITIKE COUNSELING CENTER FOR THE FACILITY AT 306 SPRUCE AVENUE RECOMMENDATION That the Successor Agency Board recommend that the Oversight Board adopt a resolution authorizing an amendment to the lease agreement with Sitike Counseling Center for the facility at 306 Spruce Avenue and authorize the Successor Agency Executive Director or his designee to execute the Lease Amendments. BACKGROUND The medical facility located at 306 Spruce Avenue/472 Grand Avenue, is a 14,000 square foot parcel containing a three story building and an adjacent parking lot. The facility also has a dedicated parking lot at 468 Miller Avenue. The basement level of the building contains vacant office space, the building's mechanical systems (electrical, fire alarms, HVAC and boiler) and restrooms. The San Mateo County Health Center occupies the second floor and Sitike Counseling Center occupies the first floor. The roof of the building contains cell tower equipment installed by Sprint and the building's exhaust fans. Sitike's tenant space is partitioned into office spaces and counseling rooms, with an entry lobby, kitchen, child care facility, two disabled accessible restrooms, and access to an outdoor patio. Their lease includes four (4) on-site parking spaces and seven(7) spaces at the Miller Avenue parking lot. The Health Center is a primary care medical facility with exam rooms, a large office area, counseling rooms, a lobby, a computer server room, a meeting room and kitchen, and two disabled (men's and women's) accessible restrooms. The Health Center lease includes five (5) parking spaces in the adjacent lot and eleven(11) spaces in the lot on Miller Avenue DISCUSSION The San Mateo County Health Center and Sitike Counseling Center have held leases for 17 years and IS years respectively. The Lease Agreements for both tenants require the Lessees to pay for all their utilities and to provide janitorial services while landscaping and all maintenance and repairs are the responsibility of the Successor Agency (Lessor). On August 20, 2013 the Oversight Board approved one year lease extensions for Sitike and the Health Center and the California State Department of L__ I Staff Report Subject: Sitike Lease Amendments for 306 Spruce Avenue Page 2 Finance (DOF) affirmed the lease extensions. Sitike's current lease expires on August 31, 2.014 and the County's lease will expire on October 31, 2014. The property at 306 Spruce Avenue is still subject to the provision of AB 1484 which requires the DOF's approval of a Long Range Property Management Plan (LR_PMP). Until DOF approves the LR-PMP, the Successor Agency may not take actions that affect the long term uses of 306 Spruce Avenue. Therefore, staff recommends that the Oversight Board approve one-year Lease Amendments for both Sitike and the Health Center, Market rent conditions have not significantly changed from last year; therefore staff recommends that the Oversight Board maintain the tenants' rent at their current rates. Sitike will continue to pay $1.03 per square foot for a total payment of$5,858.64 per month, The County will continue to pay $1.34 per square foot for a total payment of$8,370.89 per month. Staff believes that the rental rate of$1.03 to $1.34 per square foot is reasonable for an older building in the downtown core. Both tenants will continue to have lease provisions giving them 6-month notices to vacate. This is a reasonable provision given the complexities of moving large operations and the difficulty involved in securing a suitable space that meets their size and accessibility requirements. CONCLUSION: Staff is recommending that the Successor Agency Board recommend to the Oversight Board that it approve one year lease extension amendment with a six-month notice to vacate without cause for Sitike Counseling Center. Sitike will continue to pay $5,858.64 per month and the Health Center $8,370.89 per month. Combined, the tenants will generate $170,754.40 per year in revenues. Funds will be deposited into the Redevelopment Property Tax Trust Fund (RPTTF) to pay for expenditures approved in the City's Recognized Payment Obligation Schedule (RODS). It is recommended that Successor Agency Board by motion recommend to the Oversight Board that it adopt a resolution authorizing an amendments to the Lease Agreements with Sitike Counseling Center for the facility at 306 Spruce Avenue and authorize the Successor Agency Executive Director or his designee to execute the Lease Amendment. The final form of the sublease agreement, however, is subject to Successor Agency Attorney approval. By: R By: Patrick ke Futrell e Interim Executive Director i Executive ctor Attachments: Resolution Sitike Lease Amendment 2123836. 1 AMENDMENT TO, LEASE AGREEMENT THIS AMENDMENT TO LEASE AGREEMENT ("Amendment") is entered into effective as of September 1, 2014 ("Effective Date"),by and between the Successor Agency to the City of South San Francisco Redevelopment Agency, a public entity ("Lessor") and Sitike Counseling Center, a California nonprofit public benefit corporation ("Lessee"). Lessor and Lessee are hereinafter collectively referred to as the "Parties". RECITALS A. The Lessee and Janet Siniora entered into that certain Retail Lease Agreement dated December 2, 1996 (the "Lease") pursuant to which Lessee leases the entire first floor(the "Premises") of that certain building located at 306 Spruce Avenue, South San Francisco, CA (the "Building"), B. On March 13, 2013, the Lessor acquired fee ownership of that certain real property located at 306 Spruce Avenue in South San Francisco, California("Property") from the City of South San Francisco pursuant to Resolution No. 6-2013. C. The original term of the Lease expired February 28, 2007. D. Lessee exercised its option to extend the term of the Lease for an additional period of five (5) years commencing March 1, 2007, through February 28, 2012. E. In 2012 the Lease was amended to extend the term thereof for one year, commencing on September 1, 2012, through August 31, 2013. F. In 2013 the Lease was amended to extend the term thereof for one year, commencing on September 1, 2013,through August 31, 2014, G. The Parties now desire to further amend the Lease pursuant to the terms and conditions set forth in this Amendment. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1. Term of the Lease. Notwithstanding anything to the contrary contained in the Lease, as amended from time to time, the term of the Lease shall be extended for one (1) year, commencing on September 1, 2013 and continuing through August 31, 2014 under the same terms and conditions as contained in the Lease and any amendments)thereto except as specifically set forth herein. 2. Rent. Commencing on September 1, 2014 the monthly rental payment shall be $5,858.64. 1 3. 6-Month Notice to Terminate. Notwithstanding anything to the contrary contained in the Lease, commencing on March 1, 2015, Lessor may terminate the Lease six (6) months after delivery of a written notice to vacate the Premises. Termination of the Lease will be effective six (6) months after Lessee's receipt of written notice. 4. Amendment. The Lease may be further amended or modified only by a written instrument executed by the Parties. 5. Construction. The section headings and captions used herein are solely for convenience and shall not be used to interpret this Amendment. 6. Action or Approval. Whenever action and/or approval by Lessor is required under this Lease as amended hereby, Lessor's Executive Director or his or her designee may act on and/or approve such matter unless specifically provided otherwise, or unless the Executive Director determines in his or her discretion that such action or approval requires referral to Lessor's Governing Body for consideration. 7. Counterparts. This Amendment may be executed in one or more counterparts, each of which shall be an original and all of which taken together shall constitute one instrument, 8. Severability. If any term, provision, or condition of this Amendment is held by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Amendment shall continue in full force and effect unless an essential purpose of this Amendment is defeated by such invalidity or unenforceability. 9. No Third Party Beneficiaries. Nothing contained in this Amendment is intended to or shall be deemed to confer upon any person, other than the Parties and their respective successors and assigns, any rights or remedies hereunder, 10. Entire Agreement. This Amendment contains the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior oral or written agreements between the Parties with respect thereto. 11, Authorization. The undersigned each hereby represent and warrant that each is duly authorized to execute this Amendment. 12, Effectiveness of Lease. Except as expressly set forth in this Amendment, the Lease remains unmodified and in full force and effect. SIGNA TURES ON FOLLOWING PA GE 2 IN WITNESS WHEREOF, Lessor and Lessee have executed this Amendment as of the date first written above. Successor Agency to the Redevelopment Agency of the City of South San Francisco, a public entity By Its: ATTEST; By City Clerk APPROVED AS TO FORM: By City Attorney Sitike Counseling Center, a California nonprofit public benefit corporation By Its 2123849.1 3 FOR INFORMATION ONLY OVERSIGHT BOARD RESOLUTION NO OVERSIGHT BOARD FOR THE SUCCESSOR AGENCY TO THE CITY OF SOUTH SAN FRANCISCO REDEVELOPMENT AGENCY RESOLUTION OF OVERSIGHT BOARD APPROVING AN AMENDMENT TO THE LEASE AGREEMENT WITH SITIKE COUNSELING CENTER FOR THE FACILITY AT 306 SPRUCE AVENUE WHEREAS, on May 2, 2011, the City of South San Francisco ("City") acquired that certain real property located at 306 Spruce Avenue in South ',San Francisco, California("Property") from the former City of South San Francisco Redevelopment Agency ("Agency"); and WHEREAS, the Property succeeded to and was acquired by the Successor Agency to the City of South San Francisco Redevelopment.Agency ("Successor Agency") pursuant to ABx1 26 and AB 1484; a WHEREAS, a portion of the Property is leased to the Sitike Counseling Center ("Lessee") pursuant to that certain Retail Lease Agreement dated December 2, 1996, as amended from time to time ("Lease Agreement"); and WHEREAS, in 2007 Lessee exercised its option to extend the term of the Lease Agreement for five (5) years through February 28, 2012, continuing month to month thereafter; and, WHEREAS, on August 14, 2012, the Oversight Board for the Successor Agency approved an amendment to the Lease Agreement extending the term thereof for one year, to and including August 31, 2013; and WHEREAS, on August 20, 2013, the Oversight Board for the Successor Agency approved an amendment to the Lease Agreement extending the term thereof for one year, to and including August 31, 2014; and WHEREAS, the Successor Agency and Lessee desire to extend the term of the Lease Agreement for an additional year, to and including August 31, 2015, pending the Successor Agency's preparation of a.Long Term Property Management Plan("LTPMP") and approval of the LTPMP by the Oversight Board and the California Department of Finance; and WHEREAS,the Successor Agency recommends amending the Lease Agreement, including extending the term of the Lease Agreement for one (1) year at the current rent, and permitting the Successor Agency to terminate the Lease Agreement without cause upon six months' written notice to Lessee. NOW, THEREFORE, the Oversight Board, does hereby: I Approve an Amendment to the Lease Agreement with the Sitike Counseling Center, conditioned on Lessee's timely execution and submission of all required documents. 2. Authorize the Successor Agency's Executive Director or designee to (i) execute the Amendment to the Lease Agreement on behalf of the Successor Agency and Oversight Board, (ii) subject to the approval of the Successor Agency Attorney, make revisions to the Sublease that do not materially or substantially increase the Successor Agency's obligations thereunder; and (iii) take such other actions reasonably necessary to carry out the intent of this Resolution. I hereby certify that the foregoing Resolution was regularly introduced and adopted by the Oversight Board for the Successor Agency to the City of South San Francisco Redevelopment Agency at a meeting held on the 23rd day of September, 2014 by the following vote-. AYES: NOES: ABSTAIN: ABSENT: ATTEST: City Clerk 2123800.1 ry+ " sq Successor Agency to the Redevelopment Agency trPa ' Staff Rgoft DATE: September 10, 2014 TO: Chair, Vice Chair and Boardmembers FROM: Patrick O'Keeffe, Interim Assistant Executive Director SUBJECT: RECOMMEND OVERSIGHT BOARD ADOPT A RESOLUTION APPROVING AN AMENDMENT TO THE LEASE AGREEMENT WITH THE COUNTY OF SAN MATEO FOR THE FACILITY AT 306 SPRUCE AVENUE RECOMMENDATION That the Successor Agency Board recommend that the Oversight Board adopt a resolution authorizing an amendment to the lease agreement with the County of San Mateo for the facility at 306 Spruce Avenue and authorize the Successor Agency Executive Director or his designee to execute the Lease Amendments, BACKGROUND The medical facility located at 306 Spruce Avenue/472 Grand Avenue, is a 14,000 square foot parcel containing a three story building and an adjacent parking lot. The facility also has a dedicated parking; tat at 468 Miller Avenue. The basement level of the building contains vacant office space, the building's mechanical systems (electrical, fire alarms, HVAC and boiler) and restroorns. The San Mateo County Health Center occupies the second floor and Sitike Counseling Center occupies the first floor. The roof of the building contains cell tower equipment installed by Sprint and the building's exhaust fans. Sitike's tenant space is partitioned into office spaces and counseling rooms, with an entry lobby, kitchen, child care facility, two disabled accessible restrooms, and access to an outdoor patio. Their lease includes four (4) on-site parking spaces and seven (7) spaces at the Miller Avenue parking lot. The Health Center is a primary care medical facility with exam rooms, a large office area, counseling rooms, a lobby, a computer server room, a meeting room and kitchen, and two disabled (men's and women's) accessible restrooms. The Health Center lease includes five (5) parking spaces in the adjacent lot and eleven (11) spaces in the lot on Miller Avenue DISCUSSION The San Mateo County Health Center and Sitike Counseling Center have held leases for 17 years and 18 years respectively. The Lease Agreements for both tenants require the Lessees to pay for all their utilities and to provide janitorial services while landscaping and all maintenance and repairs are the responsibility of the Successor Agency (Lessor). On August 20, 2013 the Oversight Board approved one year lease extensions for Sitike and the Health Center and the California State Department of 1L_ 11 Staff Report Subject: Health Center Lease Amendments for 306 Spruce Avenue Page 2 Finance (DOF) affirmed the lease extensions. Sitike's current lease expires on August 31, 2014 and the County's lease will expire on October 31, 2014. The property at 306 Spruce Avenue is still subject to the provision of AB 1484 which requires the DOT's approval of a Long Range Property Management Plan (LRPMP). Until DOF approves the LRPMP, the Successor Agency may not take actions that affect the long term uses of 306 Spruce Avenue. Therefore, staff recommends that the Oversight Board approve one-year Lease Amendments for both Sitike and the Health Center. Market rent conditions have not significantly changed from last year; therefore staff recommends that the Oversight Board maintain the tenants' rent at their current rates. Sitike will continue to pay $1.03 per square foot for a total payment of$5,858.64 per month. The County will continue to pay $1.34 per square foot for a total payment of$8,370.89 per month. Staff believes that the rental rate of$1.03 to $1.34 per square foot is reasonable for an older building in the downtown core. Both tenants will continue to have lease provisions giving them 6-month notices to vacate. This is a reasonable provision given the complexities of moving large operations and the difficulty involved in securing a suitable space that meets their size and accessibility requirements. CONCLUSION: Staff is recommending that the Successor Agency Board recommend to the Oversight Board that it approve a one year lease extension amendment for the County Health Center. Sitike will continue to pay $5,858.64 per month and the Health Center $8,370.89 per month. Combined, the tenants will generate $170,754.40 per year in revenues, Funds will be deposited into the Redevelopment Property Tax Trust Fund (RPTTF) to pay for expenditures approved in the City's Recognized Payment Obligation Schedule (ROPS). It is recommended that Successor Agency Board by motion recommend to the Oversight Board that it adopt a resolution authorizing an amendment to the Lease Agreement with the County of San Mateo for the facility at 306 Spruce Avenue and authorize the Successor Agency Executive Director or his designee to execute the Lease Amendment. The final form of the sublease agreement, however, is subject to Successor Agency Attorney approval. Q By: By: Patfick O'Ke Mike Futrell IR Interim A 1 Executive Director Executive rector Attachments: Resolution San Mateo County Lease Amendment 2123836.1 AMENDMENT TO LEASE THIS AMENDMENT TO LEASE ("Amendment") is entered into effective as of October 1, 2014 ("Effective Date"), by and between the Successor Agency to the City of South San Francisco Redevelopment Agency, a public entity ("Lessor" or"Successor Agency") and the County of San Mateo, a political subdivision of the State of California ("Lessee"). Lessor and Lessee are hereinafter collectively referred to as the "Parties". RECITALS A. On March 13, 2013, the Lessor acquired that certain real property located at 306 Spruce Avenue in South San Francisco, California("Property") from the City of South San Francisco pursuant to Resolution No. 6-2013. B. The Property is subject to that certain Lease Agreement ("Lease") dated April 4, 2000 by and between the Agency and the County of San Mateo ("County") pursuant to which the County leased the second floor of that certain building located on the Property ("Premises") f to operate a health services clinic. C. On March 13, 2013, the Successor Agency assumed the Lease from the City of South San Francisco pursuant to Resolution No. 6-2013. D. The original term of the Lease expired on September 30, 2011 and was extended for one year through September 30, 2012. E. The term of the Lease was extended a second time for one year through October 31, 2013. F. The term of the Lease was extended a third time for one year through October 31, 2014. G. The Parties now desire to further amend the Lease pursuant to the terms and conditions set forth in this Amendment. NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1. Term of the Lease. The Term of the Lease shall be extended for one (1) year, commencing on November 1, 2014 and continuing through October 31, 2015 under the same terms and conditions as contained in the Lease and any amendment thereto except as specifically set forth herein. 2. Rent. Commencing on the Effective Date,the Base Rent shall be $8,370.89 per month. 3. Parties. The term "Agency" as used in the Lease shall mean the Successor Agency as the 2123859.1 1 Redevelopment Agency's and City's successor in interest. 4. Amendment. The Lease may be further amended or modified only by a written instrument executed by the Parties. 5. Construction. The section headings and captions used herein are solely for convenience and shall not be used to interpret this Amendment. 6. Action or Approval. Whenever action and/or approval by Lessor is required under this Lease as amended hereby, Lessor's Executive Director or his or her designee may act on and/or approve such matter unless specifically provided otherwise, or unless the Executive Director determines in his or her discretion that such action or approval requires referral to Lessor's Governing Board for consideration. 7. CounteKpaits. This Amendment may be executed in one or more counterparts, each of which shall be an original and all of which taken together shall constitute one instrument. 8. Severability. If any term, provision, or condition of this Amendment is held by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Amendment shall continue in full force and effect unless an essential purpose of this Amendment is defeated by such invalidity or unenforceability. 9. No Third Party Beneficiaries, Nothing contained in this Amendment is intended to or shall be deemed to confer upon any person, other than the Parties and their respective successors and assigns, any rights or remedies hereunder. 10. Entire Agreement. This Amendment contains the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior oral or written agreements between the Parties with respect thereto, 11. Authorization. The undersigned each hereby represent and warrant that each is duly authorized to execute this Amendment. 12. Effectiveness of Lease. Except as expressly set forth in this Amendment, the Lease remains unmodified and in full force and effect. ,SIGNA TURES ON FOLLOWING PAGE 2123859.1 2 IN WITNESS WHEREOF, Lessor and Lessee have executed this Amendment as of the date first written above. Successor Agency to the Redevelopment Agency of the City of South San Francisco, a public entity By: Its: ATTEST: By: City Clerk APPROVED AS TO FORM: By: City Attorney County of San Mateo, a political subdivision of the State of California By: Its: ATTEST: By: County Clerk APPROVED AS TO FORM: By: County Counsel 2123859.1 3 FOR INFORMATION ONLY OVERSIGHT RESOLUTION NO. OVERSIGHT BOARD FOR THE SUCCESSOR AGENCY TO THE CITY OF SOUTH SAN FRANCISCO REDEVELOPMENT AGENCY RESOLUTION OF OVERSIGHT BOARD APPROVING AN AMENDMENT TO THE LEASE AGREEMENT WITH THE COUNTY OF SAN MATEO FOR THE FACILITY AT 306 SPRUCE AVENUE WHEREAS, on May 2, 2011, the City of South San Francisco ("City") acquired that certain real property located at 306 Spruce Avenue in South San Francisco, California("Property") from the former City of South San Francisco Redevelopment Agency ("Agency"); and WHEREAS,the Property succeeded to and was acquired by the Successor Agency to the City of South San Francisco Redevelopment Agency ("Successor Agency") pursuant to ABxl 26 and AB 1484; and WHEREAS, a portion of the Property is leased to the County of San Mateo ("Lessee") for a Health Center, pursuant to that certain Retail Lease Agreement dated April 4, 2000, as amended from time to time ("Lease Agreement"); and WHEREAS, on August 14, 2012, the Oversight Board for the Successor Agency approved an amendment to the Lease Agreement extending the term thereof for one year, to and including October 31, 2013; and WHEREAS, on August 20, 2013, the Oversight Board for the Successor Agency approved an amendment to the Lease Agreement extending the term thereof for one year, to and including October 31, 2014; and WHEREAS, the Successor Agency and Lessee desire to extend the term of the Lease Agreement for an additional year, to and including October 31, 2015, pending the Successor Agency's preparation of a Long Term Property Management Plan ("LTPMP") and approval of the LTPMP by the Oversight Board and the California Department of Finance; and WHEREAS, the Successor Agency recommends amending the Lease Agreement, including extending the term of the Lease Agreement for one (1) year at the current rent. NOW, THEREFORE, the Oversight Board, does hereby: 1. Approve an Amendment to the Lease Agreement with the County of San Mateo, conditioned on Lessee's timely execution and submission of all required documents, 2. Authorize the Successor Agency's Executive Director or designee to (i) execute the Amendment to the Lease Agreement on behalf of the Successor Agency and Oversight Board, (ii) subject to the approval of the Successor Agency Attorney, make revisions to the Sublease that do not materially or substantially increase the Successor Agency's obligations thereunder; and (iii) take such other actions reasonably necessary to carry out the intent of this Resolution. I hereby certify that the foregoing Resolution was regularly introduced and adopted by the Oversight Board for the Successor Agency to the City of South San Francisco Redevelopment Agency at a meeting held on the 23rd day of September, 2014 by the following vote: AYES: NOES: ABSTAIN: ABSENT: ATTEST: City Clerk 2123819.1 Successor Agency To The Redevelopment Agency In Ntaff Report DATE: September 10�, 2014 TO: Chair and Successor Agency Board FROM: Jim Steele, Director of Finance SUBJECT: A RESOLUTION OF THE SUCCESSOR. AGENCY TO THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF SOUTH SAN FRANCISCO, REVIEWING AND APPROVING THE SUBMITTAL TO THE SUCCESSOR AGENCY OVERSIGHT BOARD OF A RECOGNIZED OBLIGATION PAYMENT SCHEDULE (RODS) FOR THE PERIOD JANUARY THROUGH JUNE 2015 (ROT'S 14-15B) RECOMMENDATION It is recommended that the Successor Agency adopt a resolution reviewing a draft Recognized Obligation Payment Schedule (BOPS 14-15B) for the period January through June 2015 and approving the submittal to the Oversight Board to the South San Francisco Redevelopment Agency (Oversight Board). BACKGROUND/DISCUSSION Attached please find the next six month period proposed ROPS 14-1513. This RODS will form the basis for the County's distribution of Redevelopment Property Tax Trust Fund dollars (RPTTF, or former RDA property taxes) to the Successor Agency to pay enforceable obligations for the period January through June 2014. Assembly Bill 1484 requires the ROPS to be submitted to the State and County no later than October 3, 2014. The RODS will be reviewed by the Oversight Board on September 23, 2014, The proposed RODS 14-15B includes the following higbligbts:: 0 $450,000 added for the commercial build-out of 634 El Camino Real, As the Successor Agency may recall, the Mid-Peninsula Housing Coalition project at 630-636 El Camino Real includes space for retail build-out. This item will complete retail tenant improvements so that the spaces may be leased out. 0 The biannual $3 million contribution to the Oyster Point Ventures Disposition and Development Agreement (DDA) Escrow Account. These are the funds that the Redevelopment Agency was obligated under a DDA to set aside to fund the initial infrastructure improvements to facilitate Oyster Point Ventures' potential future development Staff Report Subject: Recognized Obligation Payment Schedule for January through June 2015 Page 2 of' a biotech campus at Oyster Point. After the ROPS 14-15B deposit, there will be $24 million set aside in the escrow account plus interest earnings. If the development does not occur by the trigger points/timelines established in the DDA, those dollars will ultimately flow back to all taxing entities, including the City. • Staff is negotiating with developers for affordable housing for two sites in the downtown that could utilize remaining housing bond proceeds. Currently there is $2.38 million in bond proceeds available for that purpose. • $1,195,000 in accumulated surplus cash balances will be used to fund ROPS 14-15B obligations, In reviewing the cash balances and transactions in the Successor Agency funds, staff discovered that approximately $1,195,000 in excess cash has accumulated. Staff has already reported the excess cash to State Department of Finance (DOF, and they have advised us to include these funds on the ROPS. First, the reporting and tracking required by the State DOF is not consistent with generally accepted accounting principles, which is why the funds were not uncovered earlier. What the DOF requires that Successor Agencies count as revenue and expenditures are not how governmental accounting standards define revenues and expenditures, meaning that reconciling the ROPS records to the Successor Agency's general ledger (accounting records) is not straightforward. More specifically, what the Successor Agency has set aside for debt service payments exceeded what was needed because interest was earned in debt service reserve accounts that the City's Finance staff did not identify as "revenue" to be recorded on ROPS. Because interest earned on reserve accounts were recorded on the Successor Agency's balance sheet, they never showed up on the income and expenditure statements where other "revenues" would have shown up. Second, because the Successor Agency's transactions and the number of obligations reported on have been complex. Third, the reporting requirements have changed several times over the different ROPS periods, further complicating the reconciliation process. The use of the excess cash will reduce the arnount of RPTTF funding on ROPS 14-15B and increase the RPTTF distribution to the taxing agencies by $1,195,000. CONCLUSION Adoption of this resolution will enable the Successor Agency to forward the proposed ROPS to the Oversight Board on September 23, 2014 in order to fultill the obligation under Ilealth and Safety Code Section 34177(1) regarding adoption of a ROPS 14-15B for the period January through June 2015. By: ----------"I,, Approved: Jim ele M& f4 re llm Finance Director Cit Y Nlanag erg ��' Attachments: Resolution Exhibit A - Draft ROPS Exhibit B - Support for Administrative Costs Appearing on the Draft ROPS Exhibit C - Support for Other Revenues Appearing on the Draft ROPS JSNFA RESOLUTION NO. RESOLUTION OF THE SUCCESSOR AGENCY TO THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF SOUTH SAN FRANCISCO REVIEWING AND APPROVING THE SUBMITTAL TO THE SUCCESSOR AGENCY OVERSIGHT BOARD OF A RECOGNIZED OBLIGATION PAYMENT SCHEDULE (BOPS) FOR THE PERIOD JANUARY THROUGH JUNE 2015 (ROPE 14-15B), PURSUANT TO HEALTH AND SAFETY CODE SECTION 34177(1) .............. WHEREAS, pursuant to Health and Safety Code Section 34177(1), before each six-month fiscal period, the Successor Agency to a dissolved Redevelopment Agency is required to prepare a draft Recognized Obligation Payment Schedule ("ROPS") that lists all of the obligations that are -enforceable obligations"within the meaning of I lealth and Safety Code Section 34177, and which identifies a source of payment for each such obligation from arnong (i) bond proceeds, (ii) reserve balances, (iii) the administrative cost allowance, (iv) revenues from rents, concessions, interest earnings, loan repayments, or asset sales, or (v) the Redevelopment Property Tax Trust Fund established by the County Auditor-Controller to the extent no other source of funding is available or payment from property tax is contractually or statutorily required; and WHEREAS, pursuant to Health and Safety Code Section 341770), the Successor Agency also must prepare a proposed administrative budget and submit it to the Oversight Board for approval, including the estimated amounts for Successor Agency administrative costs for the upcoming six-month fiscal period and proposed sources of payment for those costs; and WHEREAS, once the ROPS is approved by the Oversight Board, the ROPE must be posted on the Successor Agency's web,site and transmitted to the County Auditor-Controller, the State Controller and the State Department of Finance. NOW, THEREFORE, the Successor Agency to the Redevelopment Agency of the City of South San Francisco, does hereby resolve as follows: 1. The Recitals set forth above are true and correct, and are incorporated herein by reference. 1 The draft Recognized Obligation Payment Schedule (ROPS) attached hereto as Exhibit .L- N A A was reviewed by the Successor Agency and will be submitted to the Oversight Board, 3. The City Finance Director is authorized to modify the draft R.OPS to correct errors, to update the BOPS if necessary as a result of the subsequent review by the Oversight Board, and provide clarifications consistent with requirements of the State Department of Finance and the intent of this Resolution. 4. The Executive Director of the Successor Agency or designee is authorized and directed to take all actions necessary to implement this Resolution, including without limitation, the submittal of the draft BOPS to the Oversight Board, the County Auditor-Controller, the County Administrative 2134389.1 1 Officer, the State Department of Finance, and the State Controller, and the posting of this Resolution and the draft ROMPS on the Successor Agency's website. 5. The Finance Director is authorized to incorporate the items on the RODS into the 2014-15 operating budget once the BOPS is approved. 6. The Executive Director and the Finance Director, and their designees, are authorized and directed to take such actions as necessary and appropriate to carry out and implement the intent of this Resolution, including without limitation, the establishment of separate accounts and funds as necessary to appropriately document the receipts and expenditures of the Successor Agency. 7. 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