REPORT TO THE CITY COUNCIL January 15, 2015 FROM: SCOTT L. MOZIER, PE, Director Public Works Department THROUGH: ANDREW J. BENELLI, PE, City Engineer/Assistant Director Public Works Department, Traffic and Engineering Services Division BY: DAVID A. CISNEROS, Manager, Special Projects Public Works Department, Capital Management Division SUBJECT ..Title Actions Related to Measure "C" Transit Oriented Development (TOD) Projects in the Cultural Arts District (Council District 3) 1. Approve Modified Reimbursement Agreement in the amount of $61,500 with FFDA Properties LLC for Broadway-Fulton alley pavement reconstruction from San Joaquin to Amador Streets 2. Approve Modified Reimbursement Agreement in the amount of $88,180 with FFDA Properties LLC for Storm Drain Facilities in L Street between Calaveras and San Joaquin Streets 3. Approve Modified Reimbursement Agreement in the amount of $453,250 with FFDA Properties LLC for Broadway-Fulton alley pavement reconstruction from Calaveras to San Joaquin Streets ..Body RECOMMENDATION It is recommended that the Council approve the three (3) Modified Reimbursement Agreements with FFDA Properties LLC. EXECUTIVE SUMMARY Staff had negotiated reimbursement agreements with the developer which the Council approved on April 10, 2014. However, it was later learned that the legal entity noted on the agreements was not the actual entity performing the construction work. Additionally, staff and the developer have reached agreement concerning modified indemnification language that is more consistent with standard indemnification language than the originally approved agreements. All other contract terms within the agreements remain unchanged. BACKGROUND On April 10, 2014 the Council approved the three (3) Reimbursement Agreements as part of the downtown Transportation Oriented (TOD) Program: Broadway-Fulton Alley Pavement Reconstruction from San Joaquin to Amador Streets; Storm Drain Facilities in L Street between Calaveras and San Joaquin Streets; and Broadway-Fulton Alley Pavement Reconstruction from Calaveras to San Joaquin Streets. Subsequent negotiations with the developer revealed that the entity originally thought to be Granville Homes, Inc. was handling the downtown residential developments. In actuality FFDA Properties LLC, a branch of Granville Homes, Inc. was performing the construction work. The developer requested that the contract reflect the actual entity. The developer also requested modification to the indemnity language so that it was more in line with a traditional construction reimbursement agreement. Negotiations between the developer, Risk and the City Attorney's Office resulted in language that was acceptable to all parties and protected the City's interests. ENVIRONMENTAL FINDINGS By the definition provided in the California Environmental Quality Act Guidelines Section 15378 this item does not qualify as a "project" and is therefore exempt from the California Environmental Quality Act requirements. LOCAL PREFERENCE Not applicable because this is not a competitive bid process. This is a funding mechanism only. FISCAL IMPACT The three (3) Reimbursement Agreements are funded with Measure "C" TOD dollars and will not have an impact on the General Fund. Indirect staff costs will be borne by Measure "C" Flexible funds. The funding for these Measure "C" TOD projects has already been approved by the Council in the current fiscal year budget. Attachments: 1. Broadway-Fulton Alley Pavement Reconstruction from San Joaquin to Amador Streets 2. Storm Drain Facilities in L Street between Calaveras and San Joaquin Streets 3. Broadway-Fulton Alley Pavement Reconstruction from Calaveras to San Joaquin Streets