Alameda City Council
September 6, 2022

RECORDING REQUESTED BY AND
WHEN RECORDED RETURN TO:

City Attorney
City of Alameda
2263 Santa Clara Avenue
Alameda, CA 94501

DEVELOPMENT AGREEMENT

ALAMEDA POINT - SITE A
This Development Agreement ("Agreement" or "Development Agreement") is entered into on August 6, 2015 ("Effective Date"), between the City of Alameda, a municipal corporatior ("City") and Alameda Point Partners, LLC a Delaware limited liability company (the "Developer") regarding the Alameda Point- Site A project. The City and the Developer are sometimes referred to collectively as the "Parties" or individually as a "Party."

RECITALS
This Agreement is based on the following facts, understandings and intentions of the City and the Developer:

A. In order to strengthen the public planning process, encourage private participation in comprehensive planning and reduce the economic costs and risk of development, the Legislature of the State of California enacted Section 65864 et seq. of the Government Code (the "Development Agreement Legislation" which authorizes the City and a developer having a legal or equitable interest in real property to enter into a binding, long-term development agreement, establishing certain development rights in the real property.

Pursuant to California Government Code Section 65864, the City has adopted rules and regulations establishing procedures and requirements for consideration of development agreements. Such procedures and requirements are contained in the Alameda Municipal Code ("AMC") Chapter XXX, Article VII, Code Sections 30-91 through 30-95 (the "City Development Agreement Regulations"). This Development Agreement has been processed in accordance with the City Development Agreement Regulations.

C. The City and the Developer have entered into a Disposition and Development Agreement dated as of August 6, 2015 and approved by the City Council by Ordinance No. 3127 (the "DDA"), whereby the Developer intends to acquire from the City a portion of the former Naval Air Station Alameda ("NAS Alameda") more particularly described in Exhibit A, attached hereto (the "Property").

D. The City is desirous of advancing the socioeconomic interests of the City and its residents by promoting the productive use of the former NAS Alameda consistent with the NAS Alameda Community Reuse Plan (the "Reuse Plan") adopted by the Alameda Reuse and

Redevelopment Authority in 1996 and subsequently amended in 1997, and encouraging quality development and economic growth, thereby enhancing employment opportunities for residents and expanding City's property tax base.

E. The City has determined that development of the Property in accordance with this Development Agreement will accrue clear benefits to the public. These "Public Benefits" include, but are not limited to, significant amounts of new affordable housing, increased public access and open space, transportation improvements, extensive infrastructure improvements that serve not only the Project, but also deliver the necessary gateway infrastructure to the job-producing center that will be occurring south of the Property, new recreational and entertainment, retail opportunities, new jobs and monetary assistance to help facilitate construction of the Sports Complex and the new Ferry Terminal.

F. The "Project" is a high quality, mixed-use "urbanistic" development of the Property that will attract a mix of residential, commercial, retail, restaurants, and service businesses that can help create a walkable, inviting shopping experience, provide a "sense of place" for the community, create jobs for residents of the community and be the catalyst for the revitalization of the Alameda Point district and community as a whole. The Project will comply with the Transportation Demand Management Plan for Alameda Point ("TDM Plan"), which was approved by the City Council on May 20, 2014, by providing an innovative transportation program designed to maximize transit usage and opportunities for walking and biking, with a dense mixed- use urban core in close proximity to transit, thereby providing a model for sustainable development. The Project is more fully described in the Development Plan, which is attached as Exhibit B, herein incorporated by reference without limitation to define the Project as including the following components:
a. Approximately 800 residential units, of which 25% will be Affordable Housing Units as more specifically defined in the DDA and the Affordable Housing Implementation Plan attached to the DDA;
b. Up to 600,000 square feet of permitted and conditionally permitted non-residential uses (including but not limited to, retail, commercial, civic and other commercial space) and, which may include the adaptive reuse of some of the existing structures on the Property;
c. New and/or upgraded public utilities, including water distribution system, wastewater collection system, recycled water storage and distribution system, storm water collection and Stormwater Management Control System and other improvements as more particularly described in the Infrastructure Package attached as Exhibit C;
d. Up to approximately 15 acres of parks and open space; e. New and/or upgraded streets and public ways as more particularly described in the Infrastructure Package;
f. Bicycle, transit, and pedestrian facilities as more particularly described in the Infrastructure Package; and

g. Such additional improvements and contributions set forth in the Infrastructure Package and required under the DDA, including obligations related to the Major Alameda Point Amenities.

G. The City prior to entering into this Development Agreement has undertaken extensive actions in furtherance of redeveloping the former NAS Alameda consistent with the Reuse Plan. A list of all the actions is set forth in the recitals of the DDA and includes General Plan amendments, Zoning Ordinance amendments (e.g., the creation of the Alameda Point District under Alameda Municipal Code Section 30-4.24), a TDM Plan, and a Master Infrastructure Plan ("MIP") (collectively, the "Planning Documents"). Following noticed public hearings, the City Council also approved the following "Basic Approvals" for the development of the Project:
a. A specific plan (the Waterfront and Town Center Precise Plan) for the Waterfront Town Center zoning sub-district (adopted on July 15, 2014, by Ordinance No. 3101) ("Town Center Plan"); and,
b. Certification of a Final Environmental Impact Report ("FEIR") (State Clearinghouse No. 201312043) under the California Environmental Quality Act ("CEQA"), California Public Resources Code Section 21000 et seq. and adoption of written findings and a Mitigation and Monitoring Reporting Program ('MMRP") on February 4, 2014, by Resolution No. 14891, for the Alameda Point Project, including the Town Center Plan.

H. Concurrently with the approval to enter into this Development Agreement, the City is approving the following land use approvals, entitlements and permits relating to the Project (collectively, "Initial Approvals"):
a. A Multi-Family Waiver pursuant to a Density Bonus Application submitted by the Developer for the Project under AMC Section 30-17 (City Council Resolution No. 15057);
b. A Development Plan which sets forth the Project as required under the Town Center Plan and AMC Section 30-4.13(i) (Planning Board Resolution No.15-09).

I. After entering into this Development Agreement, the City anticipates applications for additional land use approvals, entitlements, and permits to be submitted to implement and operate the Project in accordance with the terms of the DDA and consistent with the Planning Documents, Basic Approvals and Initial Approvals. Such applications may include, without limitation: design review approvals, subdivision maps, improvement plans, development plans, conditional use permits, variances, street vacations, demolition permits, infrastructure agreements, grading permits, building permits, right-of-way permits, lot line adjustments, site plans, sewer and water connection permits, certificates of occupancy, parcel maps, lot splits, landscaping plans, master sign programs, and encroachment permits (collectively, "Subsequent Approvals").

Collectively, the Planning Documents, Basic Approvals and Initial Approvals defined above are herein referred to as "Project Approvals." When any Subsequent Approval applicable to the Project is approved by the City, each such Subsequent Approval(s) shall become subject to all the terms and conditions of this Development Agreement and shall be considered part of the "Project Approvals" under this Development Agreement.

J. The City has determined that by entering into this Development Agreement the City will ensure: (1) the productive use of underdeveloped property and foster orderly growth and quality development in the City; (2) the development of substantial infrastructure in accordance with the Infrastructure Package, to achieve the productive reuse of the Property and NAS Alameda including necessary assistance to help fund and develop, as required by the terms of the DDA, planned improvements to create a waterfront promenade park, construction of a ferry terminal and other public improvements benefiting the community; (3) that any development of the Property will proceed in accordance with the goals and policies set forth in the City of Alameda General Plan ("General Plan") and will implement City's stated General Plan policies; (4) a substantial increase in property tax and sales tax revenues to the City; (5) a benefit from increased employment opportunities for residents of the City; and, (6) the attainment of the Public Benefits.

K. The terms and conditions of this Development Agreement have undergone extensive review by the City, the Developer and their respective legal counsel. The Planning Board and the City Council at publicly noticed meetings found the Development Agreement to be in conformance with the General Plan, the Development Agreement Legislation, and the City Development Agreement Regulations. The City Council finds that the economic interests of the City's residents and the public health, safety and welfare will be best served by entering into this Development Agreement.

This Development Agreement was adopted by ordinance of the City Council, after notice and public hearings before the Planning Board and City Council. The City Council previously certified the FEIR, which analyzed the Planning Documents and Basic Approvals. The Initial Approvals are consistent with the findings and conclusions of the FEIR, which was a project level review of the Town Center Plan. This Development Agreement and the Initial Approvals qualify for the streamlining provisions of CEQA under California Public Resources Code Section 21083.3 and CEQA Guidelines Section 15183. An environmental checklist for streamlined CEQA was prepared by AECom and is attached hereto as Exhibit D. The FEIR and CEQA checklist serve as the environmental review for this Development Agreement, and the City Council in approving this Development Agreement has made findings pursuant to Section 15162 of the CEQA Guidelines.

M. The City and Developer for reasons cited herein have determined that the Project is a transit-oriented destination development for which this Development Agreement is appropriate. This Development Agreement will eliminate uncertainty regarding Project Approvals, including Subsequent Approvals thereby encouraging planning for, investment in and commitment to use and development of the Property. Continued use and development of the Property in accordance with this Development Agreement is anticipated to, in turn, provide substantial benefits and contribute to the provision of needed infrastructure for area growth, thereby achieving the goals and purposes for which the Development Agreement Statute was enacted.

AGREEMENT
NOW, THEREFORE, the parties agree as follows:

ARTICLE 1.

APPLICABLE LAW
Section 1.1 Applicable Law. The City shall process, consider and review all Subsequent Approvals in accordance with the rules, regulations, official policies, standards and specifications in effect on the Effective Date of this Development Agreement. This shall include (a) the City's General Plan, Planning and Zoning Code, Subdivision Code, Green Building Regulations and all other applicable City policies, rules and regulations that set forth standards for development, but that are not Uniform Codes as defined in Section 1.4, below, (b) the Planning Documents, Basic Approvals, and Initial Approvals, (c) any permitted Future Changes to the Applicable Law, as defined below, and (d) this Development Agreement (collectively referred to as "Applicable Law").

For purposes of this Development Agreement, the term Applicable Law when referring to the TDM Plan and TDM Compliance Strategy (collectively referred to as "TDM Plans") shall only refer to the vehicle trip reduction goals set forth in the City's General Plan which are herein defined as a 30% reduction in peak hour trips for commercial development and 10% reduction in peak hour trips for residential development as calculated under the TDM Plan as measured against the estimated automobile trips projected in the 2035 "buildout" scenario in the Alameda Point EIR. The methods to achieve these vehicle trip reductions, as set forth in the TDM Plans may change as the TDM Plans are "living documents" and will be refined and modified over time to ensure the goals and policies set forth within them are achieved. Except for the vehicle trip reduction goals, nothing herein shall limit the application and implementation of future requirements under the TDM Plans to the Project or Subsequent Approvals to achieve such goals.

Section 1.2 Non-Conflicting Changes to Applicable Law.
(a) Any future changes to Applicable Law, and any other rules, regulations, official policies, standards and specifications adopted or enacted after the Effective Date ('Future Change(s) to Applicable Law") that conflict with this Development Agreement and the Project Approvals shall not apply to this Project and Property, except that as noted in Section 1.1 above, changes to the TDM Plans shall not be deemed conflicts to the Applicable Law. In the event of such a conflict, the terms of this Development Agreement and the Project Approvals shall prevail.

(b) For purposes of this Section, a Future Change to Applicable Law shall be deemed to conflict with this Development Agreement if it would accomplish any of the following results, either by specific reference to the Project, or as part of a general enactment, which applies to, or affects, the Project:
(1) Limit or reduce the density or intensity of the Project, or any part thereof, or otherwise require any reduction in the square footages of development type (for example, residential, commercial, retail, etc.) or the number of proposed buildings (including the number of residential units) or other improvements from that permitted under this Development Agreement, the Applicable Law, or Project Approvals;
(2) Limit or reduce the height, bulk or massing of the Project or otherwise require any reduction in height, bulk or massing of individual proposed buildings or other improvements from that permitted under the Development Agreement, the Applicable Law, or Project Approvals;
(3) Change any land use designation or permitted use of the Property that is permitted under this Development Agreement, Applicable Law or Project Approvals; (4) Limit or control the availability of public utilities, services or facilities or any privileges or rights to public utilities, services, or facilities (for example, water rights, water connections or sewage capacity rights, sewer connections, etc.) as considered under the Project Approvals, but only to the extent such public utilities, services or facilities are controlled by the City;
Materially change the location, configuration or size of lots, buildings, structures, or other improvements of the Project in a manner that is inconsistent with or more restrictive than the limitations included in or imposed by the Project Approvals, Applicable Law or this Development Agreement except that for purposes of this provision, the adaptive reuse of existing buildings for non-residential uses shall not be considered a material change; (6) Limit or control the rate, timing, phasing or sequencing of the approval, development or construction of all or any part of the Project in any manner, except as set forth in this Development Agreement, the DDA, Applicable Law or Project Approvals; Materially or adversely limit the processing or procuring of applications and approvals of Subsequent Approvals that are consistent with Project Approvals, Applicable Law or this Development Agreement; or
(8) Increase or impose any Impact Fees or Exactions other than those in effect as of the Effective Date and applicable to the Project as set forth under Section 1.3 of this Development Agreement.

(c) The Developer may, upon concurrence with any affected City Departments, elect to have Future Changes to Applicable Law that conflict with this Development Agreement apply to the Project by giving the City written notice of its election to have a Future Change to Applicable Law apply, in which case, such Future Change to Applicable Law shall be deemed an Applicable Law. In addition, should the City enact any Future Changes to Applicable Laws that benefit the Project through reduced obligations or increased opportunities, the Project shall have the right to elect to be subject to such Future Changes to Applicable Law.

Section 1.3 Impact Fees. The Project and Property shall only be subject to the Development Impact Fees ("Impact Fees"), as set forth in Exhibit E. The City shall not impose any new Impact Fees on the development of the Project or the Property, or impose new exactions for the right to develop the Project (including required contributions of land, public amenities or services) except as set forth in this Development Agreement. The Developer shall not be subject to new categories of Impact Fees that are adopted by the City from and after the Effective Date in connection with the development of the Project or Property. Any substitute Impact Fees that replace (but do not expand the purpose or scope of) any Impact Fees shown on Exhibit E shall apply to the Project, and shall not be considered new categories of Impact Fee as set forth above. In addition, any new conditions or requirements, including new costs or fees, identified in the TDM Plans for the Project and Property shall not be considered new Impact Fees as set forth above. If the City reduces the amount of any Impact Fees shown on Exhibit E, the Project will be subject to the lesser amount.
(a) Impact Fees. "Impact Fees" shall mean monetary fees, exactions or impositions, other than taxes or assessments, whether established for or imposed upon the Project individually or as part of a class of projects, that are imposed by City on the Project in connection with any Project Approval (including Subsequent Approvals) for any purpose, including, without limitation, defraying all or a portion of the cost of public services and/or facilities construction, improvement, operation and maintenance attributable to the burden created by the Project. For purposes of this Agreement, the term Impact Fees shall not include impact fees imposed on the Project by the Alameda Unified School District, the State of California or any political subdivision of the State except the City. Any fee, exaction or imposition imposed on the Project by the City that does not fit the definition of a Processing Fee, as set forth in Section 1.3(b) below, is an Impact Fee.

Only the Impact Fees (including the applicable inflator, if any) listed on Exhibit E of this Development Agreement shall apply to the Project. The base year for any Impact Fee inflator shall be 2015.
(2) The Developer shall receive a credit toward the Alameda Point Development Impact Fees listed in Exhibit E, and imposed pursuant to AMC Section 27.4.7(a), for the construction of the Infrastructure Package consistent with the terms of the DDA.

(3) The Developer shall receive a credit toward the Non-Residential Affordable Housing Fee listed in Exhibit E, and imposed pursuant to AMC Section 27, for the construction of 80 on-site affordable housing units in excess of the affordable housing units required by the City's Inclusionary Housing requirements set forth in AMC Section 30-16 as set forth in the Affordable Housing Agreement in the DDA. The Developer shall be obligated to pay the applicable Non-Residential Affordable Housing Fee on any Non-Residential development use at the 2014-15 effective rate in excess of the 80 unit Fee credit. (4) The Developer shall be required to comply with the Public Art requirement pursuant to AMC Section 30.65 by including within the Project two public art projects. The total cost to the Developer to purchase, construct and install the two public art projects shall not be more than $300,000. The Developer shall obtain approval of the public art projects in accordance with AMC Section 30.65.8.
(b) Processing Fees. "Processing Fees" shall mean fees charged to the Project to cover the cost of the City's review of applications for any permit or other review by the City departments and are not considered Impact Fees. Applications for Subsequent Approvals for the Project shall be charged the then-applicable Processing Fees to allow the City to recover its actual and reasonable costs. The Developer shall not receive any protection from rate escalators or rate increases on Processing Fees.
(c) Nothing in this Development Agreement shall diminish or eliminate any of Developer's rights as set forth in California Government Code Section 66020. The City and Developer acknowledge that the provisions contained within this section are intended to implement the intent of the Parties that the Developer have the right to develop the Project, and the Property, pursuant to specified and known criteria and rules, and that the City receive the benefits which will be conferred as a result of such development without abridging the right of the City to act in accordance with its powers, duties and obligations.

Section 1.4 Applicability of Uniform Codes. Before commencing any construction on the Property, the Developer must obtain all necessary building or other permits required for such work as required under applicable law. (including those permits required by Applicable Law and applicable Future Changes to Applicable Law). In considering applications for building permits, the City shall apply the provisions, requirements, rules, or regulations applicable City-wide that are contained in the California Building Standards Code, as amended by the City in accordance with the California Health and Safety Code, including requirements of the City of Alameda Building and Housing Code, Fire Code, Sewer and Water Code, or other uniform construction codes (collectively, the "Uniform Codes"). In addition, upon submittal of a Design Review Application, City Departments shall apply their then-existing technical design standards and specifications with respect to public improvements to be dedicated to that City department, including any applicable standards or requirements of Non-City Responsible Agencies with jurisdiction (the "Department Design Standards"), so that public improvements integrate and function with existing City systems and applicable law; provided, however, that (i) the City cannot impose standards or requirements that exceed the minimum City standards; and (ii) such application shall not materially alter the location and dimensions of the streets and easement and sidewalks as set forth in the Development Plan, Town Center Plan and MIP. The Parties understand and agree that any public improvement identified in this Development Agreement, the DDA or the MIP will become part of a larger City

system and that the proposed public improvements must be constructed so as to integrate and work with the existing City systems in every material respect.

Section 1.5 Changes in State and Federal Rules and Regulations. Notwithstanding any provision in this Development Agreement to the contrary, each City department having jurisdiction over the Project shall exercise its sole discretion under this Development Agreement in a manner that is consistent with the public health and safety and shall at all times retain its respective authority to take any action that is necessary to protect the health and safety of the public (the "Public Health and Safety Exception") or to comply with changes in Federal or State law, including applicable federal and state regulations (the "Federal or State Law Exception"), including the authority to condition or deny a Subsequent Approval or to adopt a new City regulation applicable to the Project so long as such condition or denial, or new regulation, is limited solely to addressing a specific and identifiable issue related to the protection of the public health and safety, or compliance with a Federal or State law, and not for independent discretionary policy reasons that are inconsistent with this Development Agreement. (a) Pursuant to Section 65869.5 of the Development Agreement Statute, in the event that state or federal laws or regulations enacted after this Development Agreement have gone into effect and preclude or prevent compliance with one or more provisions of this Development Agreement, such provisions shall be modified or suspended as may be necessary to comply with such state or federal laws or regulations. In such event, this Development Agreement shall be modified only to the extent necessary, or required, to comply with such law or regulation. In the event that either Party believes, in its reasonable judgment, that any such modifications render the Project economically infeasible for the Developer or materially reduce the economic value of the Public Benefits to the City, the Parties may then negotiate additional amendments to this Development Agreement as may be necessary to satisfy, in their reasonable discretion, both the Developer and City. If the Parties cannot reach agreement on additional amendments despite good faith negotiations for a period of no less than nine (9) months from the Effective Date, then either Party shall have the right to terminate this Agreement in accordance with the provisions of Article 10 herein.
(b) This Development Agreement has been entered into in reliance upon the provisions of the Development Agreement Legislation and City Development Agreement Regulations as those provisions existed as of the Effective Date. No amendment or addition to those provisions which would affect the interpretation or enforceability of this Development Agreement or increase the obligations or diminish the development rights to Developer hereunder, or increase the obligations or diminish the benefits to the City shall be applicable to this Development Agreement unless such amendment or addition is specifically required by law or is mandated by a court of competent jurisdiction. If such amendment or change is permissive rather than mandatory, this Development Agreement shall not be affected. The Parties shall cooperate and shall undertake such actions as may be necessary to implement and reflect the intent of the Parties to allow and encourage development of the Project.

Section 1.6 Compliance with Applicable Federal and State Laws. The Developer shall comply, at no cost to the City, with all applicable federal or state laws relating to the Project or the use, occupancy or development of the Property under this Development Agreement.

ARTICLE 2.

DEVELOPMENT OF PROPERTY
Section 2.1 Development Rights. Developer shall have the vested right to develop the Property in accordance with and subject to the provisions of this Development Agreement, the DDA, and Project Approvals, including any Subsequent Approvals, all of which shall control the overall design, development and construction of the Project including, without limitation, all improvements and appurtenances therewith, the permitted and conditional uses, the density and intensity of uses, the maximum height, bulk and massing of buildings, the number of permitted and required parking spaces and all mitigation measures required to minimize or eliminate material adverse environmental impacts of the Project under the MMRP. This Development Agreement, by stating that the terms and conditions of the Development Agreement, the DDA and Project Approvals control the overall design, development and construction of the Project, is consistent with the requirements of California Government Code Section 65865.2, which requires that a development agreement state permitted uses of the property, the density or intensity of use, the maximum height and size of proposed buildings and provisions for reservation or dedication of land for public purposes. The Developer agrees that all improvements on the Property shall be constructed in accordance with this Development Agreement, the DDA and any Project Approvals, and in accordance with all applicable laws.

Section 2.2( Compliance with CEQA. The Parties acknowledge that the FEIR prepared complies with CEQA. The Parties further acknowledge that (a) the FEIR contains a thorough analysis of the Project and possible alternatives to the Project, (b) mitigation measures have been adopted to eliminate or reduce to an acceptable level certain adverse environmental impacts of the Project, and (c) the City Council adopted a statement of overriding considerations in connection with the Basic Approvals, pursuant to CEQA Guidelines Section 15093, for those significant impacts that could not be mitigated to a less than significant level. For these reasons and, consistent with the CEQA streamlining policies applicable to specific plans, the City acknowledges that in connection with Subsequent Approvals it is not obligated to prepare supplemental or subsequent EIRs, mitigated negative declarations, or negative declarations unless required by Public Resources Code Section 2116, and CEQA Guidelines Sections 15161 or 15162. The City shall rely on the streamlining provisions referenced in CEQA Guidelines Sections 15182 and/or 15183 to the fullest extent permitted by law. The City does not intend to conduct any further environmental review or mitigation under CEQA for any aspect of the Project vested by this Development Agreement, except as may be required by applicable law in taking future discretionary actions relating to the Project.

Section 2.3 Subsequent Approvals. The Developer and City acknowledge and agree that Developer intends to submit applications for Subsequent Approvals, as defined herein. In connection with any Subsequent Approval, the City shall conduct its review as set forth in the Town Center Plan and exercise its discretion in accordance with Applicable Law, Project Approvals and, as provided by this Development Agreement, which grants the Developer a vested right to develop the Project, as that term is defined in Section F of the Recitals above.

The Project shall be phased with construction and development occurring as set forth in the DDA and the attached Phasing Plan, which is herein incorporated as Exhibit F (referred to as "Development Phases"). The Project shall be required to provide the following permanently affordable housing: (1) six percent (6%) of all housing units affordable to households with incomes at or below 50% of the Area Median Income ("AMI"); (2) ten percent (10%) of all housing units affordable to households with incomes at or below 80% of AMI; and (3) nine percent (9%) of the all housing units affordable to households with incomes at or below 120% of AMI.

The location and timing for construction of the Affordable Housing Units shall be in accordance with the attached Phasing Plan and the Affordable Housing Implementation Plan in the DDA. In the event of conflict between the Phasing Plan and DDA, the DDA shall prevail. (b) Each Project Approval or Subsequent Approval shall remain in effect during the Term of this Agreement, including any Design Review, Conditional Use approval and/or Variance granted thereunder. Notwithstanding anything to the contrary above, each street improvement, building, grading, demolition or similar permit and any use permit shall expire at the time specified in the permit or the applicable public improvement agreement approved under the City's Subdivision Code, with extensions as normally allowed under the Uniform Codes or as set forth in such public improvement agreement.

Section 2.4 Other Government Permits. The Parties acknowledge that certain aspects of the Project including certain community improvements and/or public improvements may require the approval of federal, state and local governmental agencies that are independent of the City and not a Party to this Agreement ("Non-City Responsible Agencies"). The City shall cooperate with reasonable requests by the Developer, to the extent appropriate and as permitted by law, to assist in Developer's efforts to obtain, as may be required, permits and approvals from Non-City Responsible Agencies. The Developer shall reimburse the City for reasonable costs that are incurred in assisting Developer obtain Project specific permits and approvals from Non-City Responsible Agencies.

Section 2.5 Development Timing. The Parties currently anticipate that the Project will be constructed in Development Phases over approximately twenty (20) years. The timing and commencement of Development Phases is set forth in the DDA, which is herein incorporated by reference as if set forth in full. In particular, and not in any limitation of any of the foregoing, since the California Supreme Court held in Pardee Construction Co. v. The City of Camarillo, 37 Cal.3d 465 (1984), that the failure of the parties therein to consider and expressly provide for the timing of development resulted in a later-adopted initiative restricting the timing of development prevailing over such parties' agreement, it is the Parties' desire to avoid that result by acknowledging that the Developer shall have the vested right to develop the Project in such order, and at such rate and at such times, as the Developer deems appropriate in the exercise of its business judgment, subject to the terms, requirements and conditions of the Project Approvals, the DDA, and this Development Agreement. Subject to the deadlines contained in this Development Agreement and the DDA, the Developer will use its best efforts, in accordance with its own business judgment and taking into consideration market conditions and other economic factors influencing Developer's business decision, to commence or to continue development, and to develop the Project in a regular, progressive and timely manner in accordance with the provisions and conditions of this Development Agreement, the DDA, and the Project Approvals. Notwithstanding the above, the Developer acknowledges that the DDA imposes certain phasing and timing requirements on the

Developer in the development of the Project and nothing herein is intended to abrogate those requirements.

Section 2.6 Cooperation.
(a) Agreement to Cooperate. The Parties agree to cooperate with each other to expeditiously implement the Project in accordance with the Project Approvals and this Development Agreement, and to undertake and complete all actions or proceedings reasonably necessary or appropriate to ensure that the objectives of the Planning Documents and Basic Approvals are fulfilled during the Term. Nothing in this Development Agreement obligates the City to spend any sums of money or incur any costs other than that paid by the Developer for Major Alameda Point Amenities as described in the DDA or costs that the Developer must reimburse through the payment of Processing Fees. Nothing in this Development Agreement obligates the Developer to proceed with the Project, including without limitation the filing of applications associated with any Development Phase, unless the Developer chooses to do so in its sole discretion.
(b) Role of Community Development Department. Parties agree that the Community Development Department will act as the City's lead agency to facilitate coordinated City review of applications for Development Plans, Design Review and Subsequent Approvals.

As such, Community Development staff will: (i) work with Developer to ensure that all such applications are technically sufficient and constitute complete applications and (ii) interface with City staff responsible for reviewing any application under this Development Agreement to ensure that the City's review of such applications is concurrent and that the approval process is efficient and orderly and avoids redundancies.
(c) City Department Review of Individual Permit Applications. Following issuance of Design Review approval as set forth in this Development Agreement, the Parties agree to prepare and consider applications for construction level approvals, including any improvement plans, subdivision maps, as follows: the Developer will submit each application, including applications for the design and construction of public and/or community improvements, to applicable City Departments which will review submittals for consistency with any prior Project Approvals and use good faith efforts to provide comments and make recommendations to the Developer within thirty (30) days of the City Department's receipt of such application. The City shall exercise its discretion in reviewing such applications based on the Applicable Law in accordance with Article 1 of this Development Agreement. Any City Department denial of an application under this section shall include a statement of the reasons for such denial. Developer will work collaboratively with the City Departments to ensure that such application is discussed as early in the review process as possible and that Developer and the City act in concert with respect to these matters.

Section 2.7 Subdivision Maps.
(a) Developer may from time to time file subdivision map applications with respect to some or all of the Property in accordance with the provisions in the DDA and the City of Alameda Subdivision Code. The City shall exercise its discretion in reviewing such subdivision map applications in accordance with this Section 2.7 and the City of Alameda Subdivision Code.

Upon approval of each Tentative Map or Vesting Tentative Map (as those terms are defined in the City of Alameda Subdivision Code), the term of such Tentative Map shall be extended until the Termination of this Development Agreement notwithstanding any other City Law, provided that approvals obtained in the last five years of the Term shall extend for the greater of (a) the Term of this Development Agreement or (b) the maximum applicable time provided for under City law.

A condition to the approval of any Vesting Tentative Map shall be that the ordinances, policies and standards applicable to the Vesting Tentative Map shall be the Applicable Law and any Future Changes to Applicable Law as set forth in this Development Agreement, and notwithstanding anything to the contrary in Section 66474.2 of the Subdivision Map Act or the City of Alameda Subdivision Code.
(b) Vesting Tentative Maps. If any tentative map heretofore or hereafter approved in connection with development of the Property is a vesting tentative map under the Subdivision Map Act, and if this Development Agreement is determined by a final judgment to be invalid or unenforceable insofar as it grants a vested right to Developer for development of the Project, then and to that extent all rights and protections afforded Developer under the laws and ordinances applicable to vesting tentative maps shall survive.

Section 2.8 Reservation or Dedication of Land for Public Use. Development of the Property requires public facilities to support operations and services of the Project and to ensure an unfair burden is not placed on existing public facilities as a result of the Project. The Developer shall make available, reserve or dedicate, as required, land or facilities as provided in the Town Center Plan and as more fully refined in the Development Plan attached hereto as Exhibit B, for open space and other community amenities as well as provide on-site affordable housing as set forth in the Affordable Housing Implementation Agreement. The Developer shall support the construction, operations and services of these public facilities on the Property in accordance with the terms of the DDA.

ARTICLE 3.

OBLIGATIONS OF DEVELOPER
Section 3.1 Cooperation by Developer. Developer shall, in a timely manner, provide all documents, applications, plans and other information necessary for the City to comply with its obligations under this Development Agreement and the DDA and shall comply, in a timely manner, with all reasonable requests by the Community Development Director and each City Department for production of documents or other information evidencing compliance with this Development Agreement.

Section 3.2 Completion of Project. Upon commencement of a Development Phase and/or building, Developer shall diligently prosecute its completion under the terms and conditions set forth in the DDA and nothing in this section shall impose a different obligation on the Developer to complete a particular phase of construction than is set forth in the DDA, and where this section

and the terms of the DDA contlict, the DDA Shall prevail. The toregoing notwithstanding, expiration of any building permit or other Project Approval shall not limit the Developer's vested rights as set forth in this Development Agreement, and the Developer shall have the right to seek and obtain subsequent building permits or approvals consistent with this Development Agreement at any time during the Term.

Section 3.3 Compliance with Conditions and CEQA Mitigation Measures. The Developer shall comply with all applicable conditions of the Project Approvals, and shall comply with all mitigation measures imposed upon the Project pursuant to CEQA. (a) The Parties expressly acknowledge that the FEIR and the associated MMRP applies to the Project Approvals and any Subsequent Approvals to the extent appropriate and permitted under applicable law.
(b) Nothing in this Agreement shall limit the ability of the City to impose conditions on any new discretionary permit resulting from changes to the Project from that set forth in the Project Approvals if such conditions are determined by the City to be necessary to mitigate adverse environmental impacts identified through the CEQA process, and associated with the granting of such permit, or as otherwise required to address significant environmental impacts, as defined by CEQA, created by the approval of such permit; provided, however, any such conditions must be in accordance with Applicable Law.

Section 3.4 Progress Reports. Developer shall make reports of the progress of construction of the Project in such detail and at such time as the Community Development Director reasonably requests and any such reports required and provided under the DDA shall satisfy this provision.

Section 3.5 Payment of Fees and Costs.
(a) Developer shall pay to the City all Impact Fees Exactions applicable to the Project or the Property in a timely manner as set forth by Applicable Law or permitted Future Changes to Applicable Law, if applicable, and in compliance with the terms of this Development Agreement and the DDA.
(b) Developer shall pay to the City all Processing Fees applicable to the processing or review of applications in a timely manner and as required under the AMC. (c) The City shall not be required to process any requests for approval or take other actions under this Development Agreement during any period in which payments from Developer are past due. If such failure continues for a period of more than ninety (90) days following receipt of notice, it shall be a Default for which City shall have all rights and remedies as set forth in Article 10.

Section 3.6 Nexus/Reasonable Relationship Waiver. Developer consents to, and waives any rights it may have now or in the future, to challenge with respect to the Project or the Project Approvals, the legal validity of, the conditions, requirements, policies, or programs required by this Development Agreement or the Applicable Law, including, without limitation, any claim that they constitute an abuse of police power, violate substantive due process, deny equal protection

of the laws, effect a taking of property without payment of just compensation, or impose an unlawful tax. In the event Developer challenges any Future Change to an Applicable Law, or any increased or new fee permitted under Section 1.3, then City shall have the right to withhold additional development approvals or permits until the matter is resolved; provided, however, Developer shall have the right to make payment or performance under protest, and thereby receive the additional approval or permit while the matter is in dispute.

Section 3.7 Taxes. Nothing in this Agreement limits the City's ability to impose new or increased taxes or special assessments, or any equivalent or substitute tax or assessment, provided (i) the City shall not institute on its own initiative proceedings for any new or increased special tax or special assessment for a land-secured financing district other than those contemplated in the DDA that includes the Property unless the new district is City-wide or Developer gives its prior written consent to such proceedings, and (ii) no such tax or assessment shall be targeted or directed at the Project, including, without limitation, any tax or assessment targeted solely at the Property.

Nothing in the foregoing prevents the City from imposing any tax or assessment against the Property, or any space therein, that is enacted in accordance with law and applies to similarly situated property on a City-wide basis. Notwithstanding the above, the City may in its discretion include the Property in an infrastructure financing district or similar type of district that uses property tax increment to provide financing as long as the creation of such a district does not result in an increase in the property taxes on the Property.

Section 3.8 Developer's Right to Rebuild. The City agrees that Developer may renovate or rebuild portions of the Project at any time within the Term of this Development Agreement should it become necessary due to natural disaster or changes in seismic requirements.

Such renovations or reconstruction shall be processed as a Subsequent Project Approval. Any such renovation or rebuilding shall be subject to all design, density and other limitations and requirements imposed by this Development Agreement, and shall comply with the Project Approvals, the Uniform Codes existing at the time of such rebuilding or reconstruction, and the requirements of CEQA.

Section 3.9 Failure of the Developer to timely comply with or implement the obligations in this Article 3 shall be deemed a Breach of this Development Agreement under Section 10.2(a).

ARTICLE 4.

CITY OBLIGATIONS
Section 4.1 No Action to Impede Project Approvals. The City shall take no action nor impose any condition that would conflict with this Development Agreement or the Project Approvals. An action taken or condition imposed shall be deemed to be "in conflict with" this Agreement or the Project Approvals if such actions or conditions result in one or more of the circumstances identified in Section 1.2(b) of this Development Agreement.

Section 4.2 Expeditious Processing. To the extent a Subsequent Approval requires an action to be taken by the City, the City shall process such Subsequent Approvals in accordance with the procedures set forth in the AMC, except as amended herein and in cooperation with the Developer as provided in Section 2.6 above.

Section 4.3 Processing During Third Party Litigation. The filing of any third party lawsuits) against the City or Developer relating to this Development Agreement, the Project Approvals, Subsequent Approvals, or any other action taken in furtherance of the Project including actions related to the Property outside the control of the City or Developer, shall not delay or stop the development, processing or construction of the Project or the issuance of Subsequent Approvals unless the third party obtains a court order preventing the activity.

Section 4.4 Criteria for Approving Implementing Approvals. The City may approve an application for a Subsequent Approval subject to any conditions necessary to bring the Project into compliance with this Development Agreement, Project Approvals, Applicable Law, or permitted Future Changes to Applicable Law. If the City denies any Subsequent Approval that implements the Project as contemplated by the Project Approvals, the City must specify in writing the reasons for such denial and may suggest modifications.

Section 4.5 Coordination of Off-Site Improvements. The City will use reasonable efforts to assist Developer in coordinating construction of offsite improvements specified in an approved Development Phase in a timely manner; provided, however, City shall not be required to incur any costs in connection therewith.

ARTICLE 5.

MUTUAL OBLIGATIONS
Section 5.1 Notice of Completion or Revocation. Upon the Parties' completion of performance or revocation of this Development Agreement, a written statement acknowledging such completion or revocation, signed by the appropriate agents of the City and Developer, shall be recorded in the Official Records.

Section 5.2 Estoppel Certificate. Developer may, at any time, and from time to time, deliver written notice to the Community Development Director requesting that the Community Development Director certify in writing that to the best of his or her knowledge: (i) this Development Agreement is in full force and effect and a binding obligation of the Parties; (ii) either this Development Agreement has not been amended or modified either orally or in writing, or if so amended or modified, identifying the amendments or modifications and stating their date and nature; (iii) either Developer is not in default in the performance of its obligations under this Development Agreement, or if in default, to describe therein the nature and amount of any such defaults; and (iv) the findings of the City with respect to the most recent annual review performed pursuant to Article 7 below. A Party receiving a request under this Section 5.2 shall execute and return such certificate within thirty (30) days following receipt of the request. Each Party acknowledges that any mortgagee with a mortgage on all or part of the Property, acting in good faith, may rely upon such a certificate. A certificate provided by the City establishing the status of this Development Agreement with respect to any lot or parcel shall be in recordable form and may be recorded with respect to the affected lot or parcel at the expense of the recording party.

Section 5.3 Cooperation in the Event of Third-Party Challenge. (a) The Parties shall cooperate in defending against any legal action or proceeding instituted challenging the validity of any provision of this Development Agreement, the Project Approvals, including any action taken pursuant to CEQA, or other approval under federal, state or City codes, statutes, codes, regulations, or requirements, and any combination thereof relating to the Project or any portion thereof ("Third-Party Challenge"). In the event of a Third-Party Challenge, the City shall promptly notify Developer of any Third-Party Challenge instituted against the City.

Section 5.4 Good Faith and Fair Dealing. The Parties shall cooperate with each other and act in good faith in complying with the provisions of this Development Agreement and implementing the Project Approvals and shall, in the course of their performance under this Development Agreement, cooperate and undertake such actions as may be reasonably necessary to implement the Project.

Section 5.5 Other Necessary Acts. Each Party shall use good faith efforts to take such further actions as may be reasonably necessary to carry out this Development Agreement and the Project Approvals in accordance with the terms of this Development Agreement (and subject to all applicable laws) and to provide and secure each Party the full and complete enjoyment of its rights and privileges hereunder.

ARTICLE 6.

EFFECTIVE DATE AND TERM
Section 6.1 Effective Date; Term. The Effective Date of this Development Agreement is stated in the first paragraph of this Development Agreement and represents the later of: (a) thirty (30) days after the date the Ordinance approving this Development Agreement is adopted by the City Council; or, (b) if a referendum petition is timely and duly circulated and filed, the date the election results on the ballot measure by City voters approving this Development Agreement are certified by the City Council in the manner provided by the Elections Code. This Development Agreement shall be executed by the City within ten (10) days after the Effective Date and recorded as provided in Government Code Section 65868.5, unless the parties mutually agree to a later date for recordation.
(a) Term. The term of this Development Agreement is twenty (20) years, beginning on the Effective Date. The Term has been established by the Parties as a reasonable estimate of the time required to develop the Project and obtain the Public Benefits. In establishing and agreeing to such Term, the City has determined that the Project Approvals and this Development Agreement incorporate sufficient provisions to permit City to adequately monitor and respond to changing circumstances and conditions in granting permits and approvals and undertaking actions to carry out the development of the Project. (b) Termination Following Expiration. Following the expiration of the Term, or the earlier completion of development of the Project and all of Developer's obligations in connection therewith, this Development Agreement shall be deemed terminated and of no. further force and effect, subject, however, to the provisions of Sections 5.3, 10.3, 10.4 and 10.5 hereof.

ARTICLE 7.

ANNUAL REVIEW
Section 7.1 Initiation of Review. Developer shall notify the City in writing at least forty-five (45) days prior to the anniversary of the Effective Date requesting an annual review of the Development Agreement. The periodic review of the Development Agreement shall be made at least every twelve (12) months, consistent with Government Code Section 65865.1 and AMC Section 30-95.1.

Section 7.2 Review Procedure. At least thirty (30) days prior to each anniversary of the Effective Date during the term of this Development Agreement, Developer shall submit a written report to City outlining its efforts toward good faith compliance with the terms of this Development Agreement. The report may be the same report prepared to show compliance with the DDA and TDM Plans and shall include, but not be limited to, compliance with the DDA's infrastructure construction requirements of the Phasing Plan and the Major Alameda Point Amenities and the TDM Compliance Strategy.

Section 7.3 Effect on Transferees. If a transfer of the Property or a portion of the Property has been affected by the Developer, the Developer shall be responsible for collecting the required information from said transferee to prepare a single annual review for the Property.

Section 7.4 Notice and Cure Rights. All notice and cure rights shall be as set forth in AMC Section 30-95.

ARTICLE 8.

AMENDMENTS; TERMINATION; EXTENSION OF TERM
Section 8.1 Amendments. The Development Agreement may be amended by the Parties, upon mutual agreement, consistent with the procedures set forth in Government Code Section 65868 and AMC Section 30-94.3, including any amendments thereto. Except as may otherwise be required by law or court order, all amendments to this Development Agreement, whether approved by the City Council or the City Manager, shall: (i) be in writing; (i) approved by the City Council in its sole discretion, by ordinance, at a public meeting or alternatively approved by the City Manager pursuant to Section 8(1)(a) below; (iii) signed by both Parties; and (iv) entitled "Development Agreement - Alameda Point - Site A, Amendment N" where "N" is the next number in order.
(a) Ministerial Amendments. Without further action by the City Council, the City Manager shall have the authority, but not the obligation, to take the following action in his or her sole discretion:
(1) Amend this Development Agreement as necessary to conform to any amendments or modifications to the Town Center Plan, Development Plan or any other Project Approvals approved by the Planning Board and/or City Council subject to the limitations on Future Changes to Applicable Law as set forth in Section 1.2(b) of this Development Agreement;

(2) Amend Article 9 of this Development Agreement as necessary to comply with the requirements of a Mortgagee but only to the extent necessary for Developer to secure needed financing; and so long as such amendments do not materially expose the City to additional risk of liability or subject City to any monetary obligations or damages; and (3) To consent, on behalf of the City, to a Transfer pursuant to Article 9 herein, and to amend this Development Agreement to correctly identify the new developer.

Nothing in this Section shall be construed as to require the City Manager to exercise his/her discretion or to prevent the City Manager from seeking City Council review and approval of an amendment that might otherwise fall within the City Manager's authority.

Section 8.2 Extension Due to Legal Action, Referendum, or Excusable Delay. (a) If any litigation is filed challenging this Development Agreement (including but not limited to any CEQA determinations) or the validity of this Development Agreement or any of its provisions, or if this Development Agreement is suspended pending the outcome of an electoral vote on a referendum, then the Term shall be extended for the number of days equal to the period starting from the commencement of the litigation or the suspension to the end of such litigation or suspension. The Parties shall document the start and end of this delay in writing within thirty (30) days from the applicable dates.
(b) In the event of Force Majeure Event, as defined in the DDA, the Parties agree to extend the time periods for performance of Developer's obligations impacted by the Force Majeure. In the event that a Force Majeure Event occurs, the Party claiming the Force Majeure Event shall notify the other Party in writing of such occurrence and the manner in which such occurrence substantially interferes with carrying out the Project or the ability of the Party claiming Force Majeure to perform under this Development Agreement. In the event of the occurrence of any such Force Majeure, the time or times for performance of the obligations of Party claiming Force Majeure will be extended for the period of the delay; provided, however, (i) within thirty (30) days after the beginning of any such delay, the Party claiming Force Majeure shall have first notified the other Party of the cause or causes of such delay and claimed an extension for the reasonably estimated period of the delay; (ii) the Party claiming Force Majeure cannot, through commercially reasonable and diligent efforts, make up for the delay within the time period remaining prior to the applicable completion date; and (iii) under no circumstances may delays for Force Majeure Events cause the term of this Agreement to exceed the Term of the DDA as the (c) In the event that Developer stops any work as a result of a Force Majeure Event as set forth above, Developer must take commercially reasonable measures to ensure that the affected real property is returned to a safe condition and remains in a safe condition.

ARTICLE 9.

TRANSFER OR ASSIGNMENT; RELEASE; RIGHTS OF MORTGAGEES
Section 9.1 Transfer or Assignment. Because of the necessity to coordinate development of the entirety of the Property pursuant to the Town Center Plan, particularly with respect to the provision of on- and off-site public improvements and public services, certain restrictions on the right of Developer to assign or transfer its interest under this Development Agreement with respect to the Property, or any portion thereof, are necessary in order to assure the achievement of the goals, objectives and public benefits of the Town Center Plan and this Development Agreement. Developer agrees to and accepts the restrictions set forth in this Article 9 as reasonable and as a material inducement to the City to enter into this Development Agreement.

Section 9.2 Definition of Transfer. As used in this Article 9, the term "Transfer" means:
(a) Any total or partial sale, assignment or conveyance, or any trust or power, or any transfer in any other mode of form, of this Agreement or of the Property and/or the Project or any part thereof or any interest therein (including, without limitation, any Sub-Phase) or of the improvements constructed thereon, or any contract or agreement to do any of the same which is not subject to an Estoppel Certificate of Compliance, as defined in the DDA; or (b) Any total or partial sale, assignment or conveyance, or any trust or power, or any transfer in any other mode or form, of or with respect to any Controlling Interest (defined below) in the Developer, or any contract or agreement to do any of the same. As used herein, the term "Controlling Interest" means (1) the ownership (direct or indirect) by one Person of more than twenty (20%) of the profits, capital, or equity interest of another Person; or (2) the power to direct the affairs or management of another person, whether by contract, other governing documents or operation of Law or otherwise, and Controlled and Controlling have correlative meanings. Common Control means that two persons are both Controlled by the same other person.

Prohibited Transfers. The limitations on Transfers set forth in this Article 9 shall apply with respect to any portion of the Property which is not subject to an Estoppel Certificate of Completion.

Except as expressly permitted in this Agreement, the Developer represents and agrees that the Developer has not made or created, and will not make or create or suffer to be made or created, any Transfer, either voluntarily or by operation of law, without the prior approval of the City pursuant to Section 9.5. Any Transfer made in contravention of this Section 9.3 shall be void and shall be deemed to be a default under this Agreement, whether or not the Developer knew of or participated in such Transfer.

Permitted Transfers. Notwithstanding the provisions of Section 9.3, the following Transfers shall be permitted (subject to satisfaction of all applicable conditions to such Transfer):
(c) Any Transfer creating a Security Financing Interest or otherwise consistent with the provisions of Section 9.8.
(d) Any Transfer directly resulting from the foreclosure of a Security Financing Interest or the granting of a deed in lieu of foreclosure of a Security Financing Interest.

Any Transfer consisting of the sale, rental or subletting of a Residential Unit or of commercial space in the Commercial Element of the Project in the normal course of the Developer's business operations.
(Đ) Any Transfer due solely to the death or incapacity of an individual. (g) Any Transfer to a Developer Affiliate, as defined in the DDA, provided however, any subsequent Transfer by the Developer Affiliate to any other entity shall be subject to the restrictions on Transfer set forth in this Article 9. (h) Any lease or license entered into pursuant to the Phase O Activities Plan with the prior written consent of the City, which consent shall be given at the City's sole discretion. (i) Any sublease entered into pursuant to the Master Lease, as defined in the DDA.

Any Transfer of a utility, public right of way, maintenance or access easement reasonably necessary for the development of the Project (each a "Development Easement")
(k) Any Transfer to an entity in which the Developer or a Developer Affiliate has the power to direct the affairs or management of the proposed transferee, whether by contract, other governing documents or operation of Law or otherwise. (I) Any Transfer of a Sub-Phase to a Qualified Developer, as that term is defined in the DDA, after the completion of the applicable Infrastructure Phase pursuant to the applicable SIA
Other Transfers In City's Sole Discretion. Any Transfer not permitted pursuant to an express provision of Section 9.4 shall be subject to prior written consent by the City in accordance with this Section 9.5, which the City may grant or deny in its sole discretion. In connection with such a proposed Transfer, the Developer shall first submit to the City information regarding such proposed Transfer, including the proposed documents to effectuate the Transfer, a description of the type of the Transfer, and such other information as would assist the City in considering the proposed Transfer, including where applicable, the proposed transferee's financial strength and the proposed transferee's experience, capacity and expertise with respect to the development, operation and management of mixed-use developments containing a first-class retail/commercial component similar to the Project (or applicable portion thereof). The City shall approve or disapprove the proposed Transfer, in its sole discretion, within thirty (30) days of the receipt from the Developer all of the information specified above including backup documentation and supplemental information reasonably requested by the City. The City shall specify in writing the basis for any disapproval. A failure by the City to act within such thirty (30) day period shall constitute a disapproval of the proposed Transfer.

Effectuation of Permitted or Otherwise Approved Transfers. Not less than thirty (30) days prior to the intended effectiveness of a Transfer described in this Article 9, the Developer shall deliver to the City a notice of the date of effectiveness of the intended Transfer, a description of the intended Transfer, and such information about the intended Transfer and the transferee as is necessary to enable the City to determine that the intended Transfer meets the standards for a Transfer under this Article 9.

(m) Within five (5) Business Days after the completion of any Transfer permitted pursuant to this Article 9, the Developer shall provide the City with notice of such Transfer.
(n) No Transfer, whether permitted pursuant to Section 9.4 or 9.5 shall be permitted unless, at the time of the Transfer, the person or entity to which such Transfer is made, by an agreement reasonably satisfactory to the City Attorney and in form recordable among the land records of the County, expressly agrees to perform and observe, from and after the date of the Transfer, the obligations, terms and conditions of the Developer under this Agreement and any ancillary agreements entered into by the Developer pursuant to this Agreement with respect to the portion(s) of the Property and the Project being transferred; provided, however, that no such transferee shall be liable for the failure of its predecessor to perform any such obligation prior to transfer. Anything to the contrary notwithstanding, the holder of a Security Financing Interest whose interest in the Property is acquired by, through or under a Security Financing Interest or is derived immediately from any holder thereof shall not be required to give to the City such written agreement until such holder or other person is in possession of the Property, or applicable portion thereof, or entitled to possession thereof pursuant to enforcement of the Security Financing Interest.
(0) With the regard to all permitted or otherwise approved Transfers in accordance with this Article 9, the City shall provide, within fifteen (15) days of request, a written estoppel to the Developer stating either that Developer has performed any and all obligations required through the date of such Transfer, or, if such is not the case, stating with specificity the obligation(s) which the Developer has failed to perform through the date of such Transfer. In the absence of specific written agreement by the City (which the City may grant or withhold in its sole discretion), no Transfer permitted by this Agreement or approved by the City shall be deemed to relieve the transferor from any obligations under this Agreement.

Release of Transferring Developer. Developer shall continue to be obligated under this Development Agreement as to all or the portion of the Property so transferred unless it is a Permitted Transfer or otherwise Approved Transfer as defined in the DDA and/or the City is satisfied the Transferee is fully able to comply with Developer's obligations under this Development Agreement (both financially and otherwise) with respect to the portion of the Property or the Project transferred and Developer is given a release in writing. (9) Partial Transfer. Notwithstanding any other provision hereof to the contrary, if Developer only transfers a portion of the Property, then Developer shall continue to be obligated under this Development Agreement with respect to the balance of the Property not so transferred.

Section 9.7 Security Financing Interests; Permitted and Prohibited Encumbrances.

Mortgages, deeds of trust, and other real property security instruments are permitted to be placed upon the Property only as authorized by this Section 9.7. Any security instrument and related interest authorized by this Section 9.7 is referred to as a "Security Financing Interest." Until the Developer is entitled to issuance of an Estoppel Certificate of Completion for a particular portion of the Property, the Developer may place mortgages, deeds of trust, or other

reasonable methods of security on such portion of the Property only for the purpose of securing any approved Security Financing Interest.
(b) Following the time the Developer is entitled to issuance of an Estoppel Certificate of Completion for a particular portion of the Property, the Developer may place any mortgages, deeds of trust, and other real property security interest it desires on that portion of the Property.

Section 9.8 Holder Not Obligated to Construct. The holder of any Security Financing Interest authorized by this Agreement is not obligated by, or to perform, any of the Developer's obligations under this Agreement, including, without limitation, to construct or complete any improvements or to guarantee such construction or completion; nor shall any covenant or any other provision in conveyances from the City to the Developer evidencing the realty comprising the Property or any part thereof be construed so to obligate such holder. However, nothing in this Agreement shall be deemed to permit or authorize any such holder to devote the Property or any portion thereof to any uses, or to construct any improvements thereon, other than those uses or improvements provided for or authorized by this Agreement.

Section 9.9 Notice of Default and Right to Cure. Whenever the City, pursuant to its rights set forth in Article 10, delivers any notice or demand to the Developer with respect to the commencement, completion, or cessation of the construction of the Project, the City shall at the same time deliver to each holder of record of any Security Financing Interest creating a lien upon the Property or any portion thereof a copy of such notice or demand. Each such holder shall (insofar as the rights of the City are concerned) have the right, but not the obligation, at its option, within thirty (30) days after the receipt of the notice, to cure or remedy or commence to cure or remedy any such default or breach affecting the development and to add the cost thereof to the security interest debt and the lien on its security interest. Nothing contained in this Agreement shall be deemed to permit or authorize such holder to undertake or continue the construction or completion of the Project (beyond the extent necessary to conserve or protect such improvements or construction already made) without first having expressly assumed in writing the Developer's obligations to the City relating to the Project under this Agreement. The holder in that event must agree to complete the Project, in the manner provided in this Agreement.

Section 9.10 Failure of Holder to Complete the Project. In any case where six (6) months after default by the Developer in completion of construction of the Project under this Agreement, the holder of record of any Security Financing Interest, having first exercised its option to construct, has not proceeded diligently with construction, the City shall be afforded those rights against such holder it would otherwise have against the Developer under this Agreement.

Section 9.11 Right of City to Cure. In the event of a default or breach by the Developer of a Security Financing Interest prior to the completion of the Project, and if the holder has not exercised its option to complete the Project, upon five (5) Business Days' prior written notice to the Developer, the City may, in its sole discretion (but with no obligation to do so) cure the default, prior to the completion of any foreclosure. In such event the City shall be entitled to reimbursement from the Developer of all costs and expenses incurred by the City in curing the default. The City shall also be entitled to a lien upon the Project thereof to the extent of such costs and disbursements.

The City agrees that such lien shall be subordinate to any Security Financing Interest, and the City

shall execute from time to time any and all documentation reasonably requested by the holder to effect such subordination.

Section 9.12 Right of City to Satisfy Other Liens. After the Developer has had a reasonable time to challenge, cure, or satisfy any liens or encumbrances on any portion of the Property conveyed to the Developer thereof, and has failed to do so, in whole or in part, the City may in its sole discretion (but with no obligation to do so), upon five (5) Business Days' prior written notice to the Developer, satisfy any such lien or encumbrances. Nothing in this Agreement shall require the Developer to pay or make provision for the payment of any tax, assessment, lien or charge so long as the Developer in good faith shall contest the validity or amount therein and so long as such delay in payment shall not subject the Property or any portion thereof to forfeiture or sale.

Section 9.13 Holder to be Notified. The Developer shall insert each term contained in this Article 9 into each Security Financing Interest or shall procure acknowledgement of such terms by each prospective holder of a Security Financing Interest prior to its coming into any security right or interest in the Property or portion thereof.

Section 9.14 Modifications. If a holder of a Security Financing Interest should, as a condition of providing tinancing tor development of all or a portion of the Project, request any modification of this Agreement in order to protect its interests in the Project or this Agreement, the City shall consider such request in good faith consistent with the purpose and intent of this Agreement and the rights and obligations of the Parties under this Agreement ARTICLE 10.

ENFORCEMENT OF AGREEMENT; REMEDIES FOR DEFAULT; DISPUTE

RESOLUTION
Section 10.1 Enforcement. The only Parties to this Development Agreement are the City and the Developer. This Agreement is not intended and shall not be construed, to benefit or be enforceable by any other person or entity whatsoever.

Section 10.2 Remedies for Default.
(a) Breach. The failure or delay by either Party to perform any term or provision of this Development Agreement or the DDA shall constitute a breach of this Development Agreement except that the Parties may by mutual consent in writing, or subject to the extensions of time set forth in Section 8.2, extend the time for performance. In the event of alleged breach of any terms or conditions of this Development Agreement, the Party alleging such breach shall give the other Party notice in writing specifying the nature of the breach and the manner in which said breach or default may be satisfactorily cured, and the Party in breach shall have thirty (30) days following such notice ("Cure Period") to cure such breach, except that in the event of a breach of an obligation to make a payment, the Party in breach shall have ten (10) days to cure the breach. If the breach is of a type that cannot be cured within thirty (30) days, the breaching Party shall, within a thirty (30) day period following notice from the non-breaching Party, notify the non-breaching Party of the time it will take to cure such breach which shall be a reasonable period under the circumstances ("Extended Cure Period"); commence to cure such

breach; and be proceeding diligently to cure such breach. The Extended Cure Period shall in no event exceed one hundred twenty (120) days unless otherwise agreed by the Parties. During the Cure Period or Extended Cure Period, the Party charged shall not be considered in default for purposes of termination or institution of legal proceedings; but the City's right to retuse to issue a permit or Subsequent Approval, under Section 2.3, shall not be limited by this provision. The failure of any Party to give notice of any breach shall not be deemed to be a waiver of that Party's right to allege that breach or any other breach at any other time. (b) Default. If the breaching Party has not cured such breach within the Cure Period or the Extended Cure Period, if any, such Party shall be in default ("Default"), and the non- breaching Party, at its option, may terminate the Development Agreement or institute legal proceedings pursuant to this Development Agreement and shall have such remedies as are set forth in Section 10.3 below.
(1) For purposes of this Development Agreement, and notwithstanding anything to the contrary contained herein, if a Transferee defaults under this Development Agreement, any such default shall not constitute a Developer Default with respect to a portion of the Property not controlled by the Transferee, and shall not entitle the City to terminate or modify this Development Agreement with respect to such other portions of the Property except to the extent that termination is allowed under the DDA.
(c) Withholding of Permits. In the event of a Default by Developer, or during an Extended Cure Period, upon a finding by the City Manager that in his or her reasonable opinion, as supported by substantial evidence, Developer is in serious and substantial breach, the City shall have the right to refuse to issue any permits or other approvals to which Developer would otherwise have been entitled pursuant to this Development Agreement. This provision is in addition to and shall not limit any actions that City may take to enforce the conditions of the Project Approvals.

Section 10.3 Remedies.
(a) Termination by Developer. The Parties mutually agree pursuant to Government Code Sections 65865.1 and 65868 to the following termination process. In the event of a Default by City, the Developer shall have the right to terminate this Development Agreement upon giving forty-five (45) days prior written notice to City of its intent to terminate. (b) Termination by City. In the event of a Default by the Developer, the City, through it City Manager shall have the right to terminate this Development Agreement upon giving forty-five (45) days prior written notice to Developer. (1) If the City Manager elects to terminate, then within the said 45 days, Developer shall have the right to ask the City Council (during public comment at a City Council meeting) for a hearing to reconsider the termination decision ("Reconsideration Hearing").

The City Council may accept, reject or refuse to respond to a Reconsideration Hearing request in its sole and absolute discretion. If the City Council grants the request for a Reconsideration Hearing, then the matter shall be placed on the City Council's agenda as soon as practicable but no sooner than fourteen (14) days from the date the request is granted to allow the Developer time to prepare its presentation. If and only if the Reconsideration Hearing

is scheduled for (or continued to) a date which is after the effective date of the termination notice, then the effective date of the termination notice is automatically extended until ten (10) days after Reconsideration Hearing date.

The Developer and City staff may, but neither is obligated to, provide the City Clerk with written materials to be included in the agenda packet for the City Council's review prior to the Reconsideration Hearing. Such materials, if any, must be submitted in time to comply with the City's Sunshine Ordinance and will become part of the public record.

At the Reconsideration Hearing, the Developer shall have the right to present verbal testimony and written materials to show that: (i) it has cured the Defaults); (i1) that it will cure the Defaults) in the near future if given more time; (iii) that it is willing to offer the City alternative or additional consideration to offset the Defaults); or (iv) that the Development Agreement should not be terminated despite the Defaults). (5) At the Reconsideration Hearing, City staff may, at its option, present evidence in rebuttal.
(6) After consideration of the materials presented by the Developer and City staff, if any, and following public comment, the City Council may affirm or rescind the termination decision upon any terms or conditions it deems appropriate using its reasonable discretion.
(7) If the City Council conditionally rescinds the termination decision, then the Developer shall have three (3) business days to accept or reject in writing, the conditions stated by the City Council. If the Developer accepts all of the conditions, then the Parties will work together diligently and in good faith to amend this Development Agreement or any other documents necessary to effectuate the new agreement. If the Developer rejects, in whole or in part, the conditions set by the City Council or fails to respond in writing within three (3) business days, then the City Manager's notice of termination remains in full force and effect and this Development Agreement shall terminate pursuant thereto. (8) Termination of this Development Agreement shall be subject to the Mortgagee Protection provisions of Article 9 of the Development Agreement. (c) Additional Remedies.
(1) Specific Performance; Termination. In the event of a default under this Agreement, the remedies available to a Party shall include specific performance of the Agreement in addition to any other remedy available at law or in equity (subject to the limitation on damages set forth in Section 10.3(c)(2)). The City's specific performance remedy shall include the right to require that Developer complete any public or community improvements that Developer has commenced (through exercise of rights under payment and performance bonds or otherwise), and to require dedication of the public improvement to the City upon completion together with the conveyance of real property as contemplated by this Development Agreement and the DDA.

(2) Limited Damages. The Parties have determined that except as set forth in this Section 10.3(c)(2), (i) monetary damages are inappropriate and (ii) it would be extremely difficult and impractical to fix or determine the actual damages suffered by a Party as a result of a breach hereunder and (ill) equitable remedies and remedies at law not including damages, but including termination, are particularly appropriate remedies for enforcement of this Agreement. Consequently, the Developer agrees that City shall not be liable to the Developer for damages under this Agreement, and the City agrees that Developer shall not be liable to the City for damages under this Agreement, and each covenants not to sue the other for or claim any damages under this Agreement and expressly waives its right to recover damages under this Agreement, except as follows: (1) the City shall have the right to recover actual damages only and not consequential, punitive or special damages, each of which is hereby expressly waived for (a) Developer's failure to pay sums to City as and when due under this Agreement, but subject to any express conditions for such payment set forth in this Agreement, and (b) Developer's failure to make payment due under any Indemnity in this Agreement, (2) the City shall have the right to recover any and all damages relating to Developer's failure to construct public improvements in accordance with the City approved plans and specifications and in accordance with all applicable laws (but only to the extent that the City first collects against any security, including but not limited to bonds, for such public improvements), and (3) either Party shall have the right to recover attorneys' fees and costs as set forth in Section 10.5, when awarded by an arbitrator or a court with jurisdiction. For purposes of the foregoing, "actual damages" shall mean the actual amount of the sum due and owing under this Agreement or the amount paid under the DDA by Developer, with interest as provided by law, together with such judgment collection activities as may be ordered by the judgment, and no additional sums.

Section 10.4 Indemnification. Developer agrees to defend, indemnify, release and hold harmless the City and its elected and appointed officials and employees from any litigation, claim, action or court proceeding ("Claim") brought against any of the foregoing individuals or entities (the "Indemnified Parties"), arising out of or in connection with the approval or enforcement of this Development Agreement, or arising out of or in connection with the any City approvals for the Site A Project, including the environmental review process or other approval under federal, state or City codes, statutes, codes, regulations, or requirements, and any combination thereof relating to the Project or any portion thereof ("Third-Party Challenge"). This indemnification shall include, without limitation, reasonable fees of attorneys, consultants and experts and related costs, and the City's costs of investigating any Claims against the Indemnified Parties. Developer shall reimburse the City for its actual costs in defense of the action or proceeding, including but not limited to the time and expenses of the City Attorney's Office and any consultants as such costs are incurred and bills transmitted; provided, however, (i) Developer shall have the right to monthly invoices for all such costs, and (ii) Developer may elect to terminate this Development Agreement, and upon any such termination, Developer's and City's obligations to defend the Third-Party Challenge shall cease and Developer shall have no responsibility to reimburse any City defense costs incurred after such termination date If this Agreement is the subject of a third party challenge and Developer fails to comply with the requirements of this section with regards to the payment of the City's attorneys fees or other costs associated with such third party challenge, the City shall have no obligation to defend the Agreement from such third party challenge.

Section 10.5 Attorney's Fees. If legal action is brought by either Party against the other for default under this Development Agreement or to enforce any provision herein, the prevailing party is entitled to recover its reasonable attorney's fees, expert witness fees, and court costs.

Section 10.6 Provisions that Survive Termination of this Development Agreement. It is expressly agreed by the Parties that the following provisions survive the termination or expiration of this Development Agreement:
(a) Section 5.3 - Cooperation in the Event of Third Party Challenge (b) Section 10.3 - Remedies
(c) Section 10.4 - Indemnification
(d) Section 10.5 - Attorney's Fees
ARTICLE 11.

MISCELLANEOUS PROVISIONS
Section 11.1 Entire Agreement. This Development Agreement, including the preamble paragraphs, Recitals and Exhibits, constitute the entire understanding and agreement between the Parties with respect to the subject matter contained herein.

Section 11.2 Severability. If any term, provision or condition of this Development Agreement, or the application of any term, provision or condition of this Development Agreement to a set of facts or circumstances is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining terms, provisions and conditions of this Development Agreement and its application shall continue in full force and effect unless the remaining portions of the Development Agreement would be unreasonable or grossly inequitable under all circumstances or would frustrate the purpose of this Agreement.

Section 11.3 Applicable Law and Venue. This Development Agreement shall be interpreted, construed and enforcement with the laws of the State of California. All rights and obligations of the Parties under this Development Agreement are to be performed in the City of Alameda in the County of Alameda and such city and county shall be the venue for any legal action or proceeding that may arise out of or be brought in connection with or by reason of this Development Agreement.

Section 11.4 Time of the Essence. Time is of the essence in this Development Agreement. All reference to days shall mean calendar days unless otherwise noted. All reference to year shall mean fiscal year unless otherwise noted.

Section 11.5 Binding Upon Successors; Covenants to Run With Land. This Development Agreement shall be binding upon and inure to the benefit of the heirs, administrators, executors, successors in interest, and assigns of each of the Parties, and the terms of this Agreement shall constitute covenants running with the land; provided, however, that there shall be no Transfer by the Developer except as permitted in Article 9. Any reference in this Agreement to a specifically named Party shall be deemed to apply to any heir, administrator, executor, successor in interest, or

assign of such Party who has acquired an interest in compliance with the terms of this Agreement or under law.

Section 11.6 Parties Not Co-Venturers. Nothing in this Agreement is intended to or does establish the Parties as partners, co-venturers, or principal and agent with one another. The City has not provided any financial assistance in connection with this Development Agreement or the Project, this Development Agreement constitutes an arms-length transaction and the City has not provided any other subsidies, fee waivers, or other special treatment.

Section 11.7 Title of Parts and Sections. Any titles of the Sections or subsections of this Development Agreement are inserted for convenience of reference only and shall be disregarded in interpreting any of its provisions.

Section 11.0 Successors and Assigns. Subject to the provisions ot Article y relating to Transfer, the terms, covenants and conditions contained in this Development Agreement shall bind and inure to the benefit of City, Developer and their respective successors and assigns; provided, however, that the City shall have no obligation under this Development Agreement to, nor shall any benefit of this Development Agreement accrue to, any unapproved successor or assign of Developer where City approval of a successor or assign is required by this Development Agreement.

Section 11.9 Cooperative Drafting. This Development Agreement has been drafted through a cooperative effort of both Parties, and both Parties have had an opportunity to have the Development Agreement reviewed and revised by legal counsel of their own choosing. No Party shall be considered the drafter of this Development Agreement, and no presumption or rule that an ambiguity shall be construed against the Party drafting the clause shall apply to the interpretation or enforcement of this Development Agreement.

Section 11.10 Integration. This Development Agreement consists of 33 pages and six (6) Exhibits which constitute in full, the final and exclusive understanding and agreement of the Parties and supersedes all negotiations or previous agreements of the Parties with respect to all or any part of the subject matter hereof. All waivers of the provisions of this Development Agreement shall be in writing and signed by the appropriate authorities of the City and the Developer.

Section 11.11 No Third Party Beneficiaries. There are no third party beneficiaries to this Development Agreement.

Section 11.12 Non-Liability of Officials, Employees and Agents. No City elected or appointed official, board member, commission, officer, employee, attorney, agent, volunteer or their respective successors and assigns shall be personally liable to the Developer, or any successor in interest, in the event of a City Event of Default.

Section 11.13 Signature in Counterparts. This Development Agreement may be executed in duplicate counterpart originals, each of which is deemed to be an original, and all of which when taken together shall constitute one and the same instrument.

Section 11.14 Notices and Communications.

Method. Any notice or communication required hereunder to be given by the City or the Developer shall be in writing and shall be delivered by each of the following methods: (1) electronically (e.g., by e-mail delivery); and (2) either personally, by reputable overnight courier, or by registered or certified mail with a return receipt request. Notwithstanding the time of any electronic delivery, the notice or communication shall be deemed delivered as (1) If delivered by registered or certified mail, the notice or communication shall be deemed to have been given and received on the first to occur of: (A) actual receipt by any of the addressees designated below as a party to whom notices are to be sent; or (B) five (5) days after the registered or certified letter containing such notice, properly addressed, with postage prepaid, is deposited in the United States mail. If delivered personally or by overnight courier, a notice or communication shall be deemed to have been given when delivered to the Party to whom it is addressed.

Either Party may at any time, by giving ten (10) days' prior written notice to the other Party pursuant to this section, designate any other address in substitution of the address to which such notice or communication shall be given. (b) Addresses. The address of each party for the purpose of all notices permitted or required by this Development Agreement is as follows:

To City: City of Alameda
Alameda City Hall, Rm 320
2263 Santa Clara Avenue
Alameda, CA 94501
Attn: City Manager
With a copy to: City of Alameda
Alameda City Hall, Rm 280
2263 Santa Clara Avenue
Alameda, CA 94501
Attn: City Attorney
If to Developer to: Alameda Point Partners
c/o SRM Ernst Development Partners
2220 Livingston Street Suite 208
Oakland, CA 94606
Telephone: 510-219-5376
Facsimile: 510-380-7056
Email: [email protected]

With copies to: Thompson Dorfman Partners
39 Forrest Street, Suite 201
Mill Valley, CA 94941
Telephone: 415-381-3001
Facsimile: 415-381-3003
Email: [email protected]
With copies to: Madison Marquette
San Mancisco, See Suit 200
Facimies 415-277-6828
415-217-5368
Email: [email protected]
(c) Special Requirement. If failure to respond to a specified notice, request, or other communication within a specified period would result in a deemed approval, a conclusive presumption, a prohibition against further action or protest, or other adverse result under this Development Agreement, the notice, request or other communication shall state clearly and unambiguously on the first page, with reference to the applicable provisions of this Agreement, that failure to respond in a timely manner could have a specified adverse result [Remainder of Page Intentionally Left Blank]

In WITNESS WHEREOF, the Parties have signed this Development Agreement on the dates indicated below.

CITY OF ALAMEDA
By:

Elizabeth D. Warmerdam,
Interim City Manager
Date:

Attest: Recommended for Approval:

Lara Weisiger, City Clerk Jennifer Ott, Chief Operating Officer Alameda Point
Approved as to Form:

MulBin Aho I bil
Farimah F. Brown Andrico Q. Penick T/m//5=
Senior Assistant City Attorney Assistant City Attorney
Authorized by City Council Ordinance No. 3128
Signatures continue on next page

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 notary public or other officer completing this certificate verifies only the identity of the individual who signed th locument to which this certificate is attached, and not the truthfulness, accuracy, or validity of that documen State of California
County of Alameda
On July 21. 2015 before me, Irma R. Glidden, Notary Public Date Here Insert Name and Title of the Officer
personally appeared Elizabeth D. Warmerdam
Name(s) of Signers)
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are. subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(les), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws
of the State of California that the foregoing paragraph is true and correct.

RMA GLIDDEN
COMMISSION #2025989 WITNESS my hand and official seal.

NOTARY PUBLIC CALIFORNIA

ALAMEDA COUNTY

MY COMMISSION EXPIRES

4. 2017
Signature of Notary Public
Place Notary Seal Above
- OPTIONAL
Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document.

Description of Attached Document
Title or Type of Document: Document Date:

Number of Pages: Signers) Other Than Named Above:

Capacity(ies) Claimed by Signer(s)
Signer's Name: Signer's Name:
• Corporate Officer - Title(s): • Corporate Officer - Title(s): _ • Partner - • Limited • General • Partner - • Limited • General • Individual • Attorney in Fact • Individual • Attorney in Fact • Trustee • Guardian or Conservator • Trustee • Guardian or Conservator • Other: • Other:

Signer Is Representing: Signer Is Representing:
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

ALAMEDA POINT PARTNERS, LLC,
a Delaware limited liability company
By: Alameda Point Properties, LLC,
a California limited liability company,
its managing member
By: NCCH 100 Alameda, L.P.,
a Delaware limited partnership,
its managing member
By: Maple Multi-Family Development,
L.L.C., a Texas limited liability
company,
Name: Bruce, Darfman.

Title: Vice President
Authorized by City Council Ordinance No. 3128
Exhibits:

A Property Legal Description
B Development Plan
C Infrastructure Package
D CEQA Checklist
E List of Impact Fees
F Phasing Plan

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 4 notary public or other officer completing this certificate verifies only the identity of the individual who signed th document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document State of California
County of_Alameda
On July 21; 2015 before me, Irma R. Glidden, Notary Public Date Here Insert Name and Title of the Officer
personally appeared Bruce Dorfman
Name(s) of Signers)
who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are... subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies); and that by his/her/their signature(8) on the instrument the person(s); or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws
of the State of California that the foregoing paragraph is true and correct.

IRMA R. GLIDDEN
COMMISSION #2025989 WITNESS my hand and official seal.

NOTARY PUBLIC CALIFORNIA

BIPI ALAMEDA COUNTY

MY COMMISSION EXPIRES

24. 2011
son Are Risticke
Place Notary Seal Above
- OPTIONAL
Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document.

Description of Attached Document
Title or Type of Document: Document Date:

Number of Pages: Signers) Other Than Named Above:

Capacity(ies) Claimed by Signer(s)
Signer's Name: Signer's Name:
• Corporate Officer - Title(s): • Corporate Officer - Title(s):
• Partner - • Limited • General • Partner - • Limited • General • Individual • Attorney in Fact • Individual • Attorney in Fact • Trustee • Guardian or Conservator • Trustee • Guardian or Conservator • Other: • Other:

Signer Is Representing: Signer Is Representing:
©2014 National Notary Association • www.NationalNotary.org • 1-800-US NOTARY (1-800-876-6827) Item #5907

Exhibit A
Property Legal Description
APRIL 29, 2015
JOB NO.: 1087-010

LEGAL DESCRIPTION
"SITE A" BOUNDARY

ALAMEDA POINT

ALAMEDA, CALIFORNIA

REAL PROPERTY, SITUATE IN THE INCORPORATED TERRITORY OF THE CITY OF ALAMEDA, COUNTY OF ALAMEDA, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS:

BEING A PORTION OF PARCEL 1, AS SAID PARCEL 1 IS SHOWN AND SO DESIGNATED ON THAT CERTAIN RECORD OF SURVEY NO. 1816, FILED JUNE 6, 2003, IN BOOK 28 OF RECORDS OF SURVEY AT PAGE 14, IN THE OFFICE OF THE

COUNTY RECORDER OF ALAMEDA COUNTY, A PORTION OF THOSE CERTAIN PARCELS OF LAND DESCRIBED AS PARCEL NINE AND PARCEL TEN OF THE PHASE 1 AGREED

TRUST LANDS, AS SAID PARCELS ARE DESCRIBED IN THAT CERTAIN PATENT DEED RECORDED JUNE 30, 2014, AS DOCUMENT NO. 2014154596 OF OFFICIAL

RECORDS, IN SAID OFFICE OF THE COUNTY RECORDER OF ALAMEDA COUNTY, AND

A PORTION OF THOSE CERTAIN PARCELS OF LAND DESCRIBED AS PARCEL ONE OF THE PHASE 1 AGREED NON-TRUST LANDS, AND PARCEL ONE AND PARCEL TWO OF PHASE 1 TRUST TERMINATION LANDS, AS SAID PARCELS ARE DESCRIBED IN THAT CERTAIN PATENT DEED RECORDED JUNE 30, 2014, AS DOCUMENT NO. 2014154597

OF OFFICIAL RECORDS, IN SAID OFFICE OF THE COUNTY RECORDER OF ALAMEDA COUNTY, MORE PARTICULARLY DESCRIBED AS FOLLOWS:

COMMENCING AT A POINT ON THE EASTERN LINE OF SAID PARCEL 1 (28 RS 14),

SAID POINT BEING THE SOUTHERN TERMINUS OF THAT CERTAIN COURSE DESIGNATED AS, "NORTH 00°33'45" EAST 2, 344.42 FEET", ON SHEET 11 OF 12 OF SAID RECORD OF SURVEY;

THENCE, FROM SAID POINT OF COMMENCEMENT, ALONG SAID EASTERN LINE, NORTH 00°33'45" EAST 128.24 FEET;
THENCE, LEAVING SAID EASTERN LINE, NORTH 89°26'15" WEST 16.00 FEET TO THE POINT OF BEGINNING FOR THIS DESCRIPTION;
THENCE, FROM SAID POINT OF BEGINNING, SOUTH 00°33'45" WEST 101.51 FEET;
THENCE, ALONG THE ARC OF A TANGENI 2, 061.50 FOOT RADIUS CURVE TO THE LEFT, THROUGH A CENTRAL ANGLE OF 05°05'27", AN ARC DISTANCE OF 183.17 THENCE, NORTH 85°08'27" WEST 1,771.66 FEET;
THENCE, SOUTH 04°51'33" WEST 50.00 FEET;
THENCE, NORTH 85°08'27" WEST 178.64 FEET;
THENCE, NORTH 04°47'18" EAST 273.28 FEET;
P:\1000 - 1099\1087-10\LEGALS\IG-025- SITE A.DOC
LEGAL DESCRIPTION APRIL 29, 2015
PAGE 2 OF 2 JOB NO.: 1087-010
THENCE, NORTH 85°12'42" WEST 1, 323.73 FEET;
THENCE, NORTH 04°51'29" EAST 198.36 FEET;
THENCE, SOUTH 85°08 ' 27" EAST 788.87 FEET;
THENCE, NORTH 04°51'33" EAST 240.00 FEET;
THENCE, SOUTH 85°08'27" EAST 387.96 FEET;
THENCE, NORTH 04°51'33" EAST 649.00 FEET;
THENCE, SOUTH 85°08'27" EAST 1,989.54 FEET;
THENCE, SOUTH 00°33'45" WEST 915.57 FEET;
THENCE, SOUTH 00°11'43" EAST 113.41 FEET TO SAID POINT OF BEGINNING.

CONTAINING 68.21 ACRES OF LAND, MORE OR LESS.

END OF DESCRIPTION
Shul Trab
*
* SABRINA KYLE PACK, P.L.S.

I.S. NO. 8164

SATE OF CAL PORNOG
FOR ASSESSMENT PURPOSES ONLY. THIS DESCRIPTION OF LAND IS NOT A LEGAL

PROPERTY DESCRIPTION AS DEFINED IN THE SUBDIVISION MAP ACT AND MAY NOT BE USED AS THE BASIS FOR AN OFFER OF SALE OF THE LAND DESCRIBED.

P: 11000 - 1099\1087-10\LEGALS\LG-025- SITE A.DOC
Exhibit B
Development Plan
Exnibit 2
200 933900
ПІДТ
Sa0000000b°0

ALAMEDA POINT - SITE A - DEVELOPMENT PLAN
Project Sponsor: Alameda Point Partners
Prepared by: BAR Architects, April Philips Design Workshop, BKF Engineers May 11, 2015

SITE A DEVELOPMENT PLAN TABLE OF CONTENTS

CONTEXT LAND USE & DEVELOPMENT TRANSPORTATION & CIRCULATION OPEN SPACE Existing Conditions at Site A Illustrative Site Plan - All Phases Proposed Street Classification Plan - Over Site Plan - Open Space Districts..

Site Photos... Illustrative Site Plan - Phasing. Existing Conditions ....22 Waterfront Park & Plaza Character. .

Site Photos........ Street / Surface Improvements Phasing Proposed Street Classification Plan - Over Waterfront Park & Plaza Character.

Planned Land Use and Open Space ..........06 Land Use Diagram... .. 11 M.I.P.. Plan .... ........23 Waterfront Park & Plaza Plan.....

Open Space & Parcel Diagrams Bike Path & Public Pedestrian Circulation Waterfront Park & Plaza Perspective Ground Floor Plan... Diagrams.• with Building 77........• Typical Upper Level Plan... Right of Way Sections Promenade Perspective with Building 113.

Affordable Housing Plan and Right of Way Sections Waterfront Plaza Sections ............

Universal Design ...... Right of Way Sections.. Shared Use Plaza Section & Character. / 40฿ Architectural Character Images - R.A.M.P. Plan & Sections. Urban Park Plan & Character. 41 ..16 Transit Plan.. Urban Park Perspective with Building 67.

Proposed Vehicular Access . Urban Park Character and Section.. .43 Public Parking / Bike Parking Plan. Neighborhood Park Character......

Neighborhood Linear Park Plan & Section... 45
Gateway Plan and Character. ......

Gateway Character.

Aerial Massing View Looking East........20 Project Sustainability. .. 49 Conceptual Stormwater Treatment Strategy....49

ALAMEDA POINT ALAMEDA, CA
SRMERNST FIELD 051111
BAR architects
901 Battery Street, Suite 300| San Francisco, CA 94111 415 2935700 | www.bararch.com

CONTEXT
Existing Conditions at Site A
Site Photos.

Site Photos.

Planned Land Use and Open Space
abboco0 o
50000

ALAMEDA POINT ALAMEDA, CA
BAR architects SRMERNST 05.11.15
901 Battery Street, Suite 300| San Francisco, CA CA94111 | 415 293 5700 | www.bararch.com Madison Mermente PAOLE
LANGAN 14072

SITE A BOUNDARY
- - - - NAS ALAMEDA HISTORIC DISTRICT BOUNDARY
ALAMEDA POINT ALAMEDA, CA EXISTING CONDITIONS AT SITE "A" BARarchitects BkE ignition farch ill TRICONeau SRIERNST 05.11.15 o bu
901 Battery Street, Suite 300 | San Francisco, CA 94111 1 415 293 5700 | www.bararch.com PAOLI LANGAR 14072
EXISTING BUILDING 77 (LEFT) AND 41 (RIGHT) EXISTING BUILDING 77 EXISTING BUILDING 40 (BLADIUM) EXISTING BUILDING 113

ALAMEDA POINT ALAMEDA, CA SITE PHOTOS
BARarchitects FBkF ignition SRMERNST FIELD
ABt arch Ill TAICObecy
901 Battery Street, Suite 300 San Francisco. CA 94111 1415 293 5700 | www.bararch.com % MedaonMerqestte ksu sKenml PAOLI

MAIN ENTRY AT RAMP & MAIN STREET VIEW OF SAN FRANCISCO ACROSS TAXIWAY

EXISTING CORSAIR II DISPLAY EXISTING CYPRESS TREE

ALAMEDA POINT ALAMEDA, CA SITE PHOTOS
BARarchitects ABkF ignition arch Ill TRICOMegy SRMERNST 901 Battery Street, Suite 300 : San Francisco. CA 94111 | 415 293 5700 | www.bararch.com Modisua Mengsetio esa o 28 2s00-3 TRANSIT VILLAGE ATLANTIC
SITE À
AUtE

ENTERPRISE
LAGDON

AS HANDSEP SAT
BOUR2 MARSDA POINT. OE SPACE PREMOR

ALAMEDA POINT PLANNING GUIDE - OPEN SPACE FRAMEWORK PRECISE PLAN - TOWN CENTER AREA * DRAWING FROM 9/12/2013 ALAMEDA POINT PLANNING GUIDE
Part ef ostiens

MACT HOUMANY
Osen Spate
CO(ND
apterer (esast B qui tonn
ЧCá TIg CON
metkite9tvsomt BH E
Sao Hostie der

ALAMEDA POINT - ZONING MAP ILLUSTRATIVE SITE PLAN - ALL PHASES • DRAWING FROM www.alamedaca.gov

ALAMEDA POINT ALAMEDA, CA PLANNED LAND USE AND OPEN SPACE SRMERNST FIELD 05.11.15
BAR architects FNBE ignition March Ill TrIcOeay
3 Modien Margate
PROIn
901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com 14072

LAND USE &

DEVELOPMENT
Illustrative Site Plan - All Phases
Illustrative Site Plan - Phasing..... g
Street / Surface Improvements Phasing
Land Use Diagram...... 11
Open Space & Parcel Diagrams
Ground Floor Plan
Typical Upper Level Plan..

Affordable Housing Plan and
Universal Design... 12
Architectural Character Images -
Town Homes...

Architectural Character Images
Mixed Use & Stacked Flats... ..17
Architectural Character Images -
Commercial & Freestanding Retail...

Aerial Massing View Looking West.

Aerial Massing View Looking East
88 88
g 8
000000l

ALAMEDA POINT
BARarchitects EBkF ignition SRMERNST 05.11.15
architacture
901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com Madeen Manpatien LANGAN hallen 14072
8-88
0 0000099
(16) (15)
0 ta
(E) BLDG 40 [EI BEDG 41
+/-60 +/- 60*
[ (14)*

G STREET
*OTO
10 152 0g 088 00
200000
(12%) (12a)
000 000, 30333
(191
000U (06) 90
SEAPLANE LAGOON (015)
000000000
3(05)

LEGEND EXISTING CARTWRIGHT SUBSTATION
(E) EXISTING BUILDING COMMERCIAL (OFFICE/MANUFACTURING) 0b000008 00000000090 (##) BLOCK NUMBER RESIDENTIAL OVER GROUND
FLOOR RETAIL & PARKING (EI BEDG 14
SURFACE PARKING RESIDENTIAL OVER ADAPTABLE +1: 30'

GROUND FLOOR & PARKING

POTENTIAL PARKING GARAGE

RESIDENTIAL TOWNHOME NAS ALAMEDA HISTORIC DISTRICT BOUNDARY PUBLIC PARKING *THIS SITE PLAN & BUILDING CONFIGURATIONS ARE RETAIL (SHOPS & RESTAURANTS) ILLUSTRATIVE ONLY. ALL IMPROVEMENTS SUBJECT TO DESIGN

REVIEW APPROVAL

OPEN SPACE - COLORS VARY
*EXISTING BUILDINGS AND/OR SITES MAY BE OCCUPIED WITH

USES CONSISTENT WITH THIS PLAN DURING ANY PHASE

ALAMEDA POINT ALAMEDA, CA ILLUSTRATIVE SITE PLAN - ALL PHASES BARarchitects SRMERNST 05.11.15
901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 / www.bararch.com 9 MadiseMarpoette PAOLI
LANGAN 14072
200
ПРаН
H0I DN0 2033
*(02)
AB 8
ILLUSTRATIVE SITE PLAN - PHASE 1 ILLUSTRATIVE SITE PLAN - PHASE 2 (17) (15)
(14)
LEGEND
(E) EXISTING BUILDING COMMERCIAL (OFFICE/MANUFACTURING) (##) BLOCK NUMBER RESIDENTIAL OVER GROUND

FLOOR RETAIL & PARKING

I EXISTING BUILDINGS ANDOR SITES

MAY BE OCCUPIED WITH USES

CONSISTENT WITH THIS PLAN DURING RESIDENTIAL TOWNHOME

ANY PHASE MART

PUBLIC PARKING RETAIL (SHOPS & RESTAURANTS)

OPEN SPACE - NEIGHBORHOOD PARK
ILLUSTRATIVE SITE PLAN - PHASE 3

ALAMEDA, CA ILLUSTRATIVE SITE PLAN - PHASING
BARarchitects SRMERNST FIELD 05.11.15
PAOLI 14072
16032
PHASE 1 BACKBONE ROADWAY INFRASTRUCTURE PHASE 2 BACKBONE ROADWAY INFRASTRUCTURE PHASE 3 BACKBONE ROADWAY INFRASTRUCTURE 4142015" NOT TO SCALE

OTTO SCALE NOT TO SCALE

ALAMEDA POINT ALAMEDA, CA STREET / SURFACE IMPROVEMENTS PHASING BAR architects EBkE ignition SRMERNST 05.1115
901 Battery Street, Suite 300 Son Francisco, 9411114152935700| www.bararch.com = MadisonMarquette 10 -WEST TOWER AVENUE
(17) (16) (15)
COMMERCIAL (E) BLOG 117
+/- 69,000 SQ. FT. (EI BLDG 318

CORIMERCIAL COMMERCIAL
E) BLOG 40 (E) 106,618 SQ.FT. (E) 179,834 SQFT.
(E) BLDG 41 +/- 35
+/- 60* +/- 60° 41-35

C STREET
(14)

PARKING
(18a) (186)

OPEN SPACE

G STREET
PRVT ST. / VIEW EASEMENT

TET BLDG TT
st-42"
(11) (10) (09) (08) - EDEN (07)
(06)
E STREET MIXED USE 1 URBAN PARK-RETAIL AFFORDABLE

TOWNHOMES TOWNHOMES
$/- 220 RESIDENTIAL UNITS +/-46,000 SQ.FT. RETAIL 13381S * 4132 RESIDENTIAL UNITS* +/- 60 (13) (12a) 41-50,000 SOFT. RETAIL +/- 64 RESIDENTIAL UNITS' (12b)" 123 RESIBENTIAL RESIDENTIAL UNITS*
runneer RETAIL" RETAIL (E) BLOG 67 +/- 28 UNITS"
+/-13,000 +1-20,000 +05 ** (E) BLDG 98 +/- 18
SQ.FT. SQ.FT. E) BLDG 398 +/- 18'
SPACE
NI BLOGS +35'
(19)

RALPH APPEZZATO MEMORIAL PARKWAY

OPEN SPACE
(05)
(04) (03) 102) TOWNHORIES
MIXED-USE (01a) */-15 RESIDENTIAL UNITS'
OPEN SPACE AND +/-20,000 SQ.FT. RES. PODIUM OPEN SPADE
+/- 6,000 SQ.FT. RETAIL 4-106 RESIENTIAL UNITS•)

STATE LANDS COMPLIANT RETAIL AND HOTEL
LEGEND (E) BLDG 113 +/- 38'
+65' (01b)
+65**
(E) EXISTING BUILDING COMMERCIAL (OFFICE/MANUFACTURING) TOWNHOMES +/-27 RESIDENTIAL UNITS® CARTWRIGHT SUBSTATION
(##) BLOCK NUMBER RESIDENTIAL OVER GROUND + 60

FLOOR RETAIL & PARKING
• • I ES GROUND FLOOR RETAIL FRONTAGE RESIDENTIAL OVER ADAPTABLE GROUND FLOOR & PARKING *NOTE: RESIDENTIAL UNIT DESIGNATIONS ARE

APPROXIMATE, PER BLOCK, BUT TOTAL SHALL NOT
• ... • ADAPTABLE GROUND FLOOR FRONTAGE RESIDENTIAL TOWNHOME EXCEED 800 RESIDENTIAL UNITS ACROSS "SITE A" OPEN SPACE - NEIGHBORHOOD PARK RETAIL, FOOD AND BEVERAGE, ENTERTAINMENT ** PER PRECISE PLAN, HEIGHT MAY EXCEED 65'

WITH SPECIAL CONSIDERATION, IF THE FOLLOWING
OPEN SPACE - PARK / PLAZA PUBLIC PARKING FINDING CAN BE MADE: THE BUILDING EXHIBITS

EXCEPTIONAL ARCHITECTURAL DESIGN AND IS

TRANSIT SUPPORTIVE

ALAMEDA POINT ALAMEDA, CL LAND USE DIAGRAM
BARarchitects SRMERNST FIELD
larch Ill TRICOdegy 05.11.15
901 Battery Street. Suite 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com LANGAN PAOLI 14072 11
(17) (16) (15)
274 ACRE 3.66 ACRE 7.13 ACRE
081 ACRE
PARCEL ACREAGE ANAL (11)
(07)
ISACRE 2.42. ACRE EDEN 203 ACRE THIS Y 283 ACRE
/- 14.80 ACRES PUBLIC PARK/PLAZA 174 APRE
+/- 16.33 ACRES STREET R.O.W. RALPH APPEZZATO MEMORIAL PARCWAY +/- 36.7 ACRES PRIVATE (03) (01a) 0.85 ACRE

2.15 ACRE 2.00 ACRE
+/- 67.8 SITE A (01b) CARTWRIGHT SUESTATIOI
+/-2.57 ACRE

PARCEL DIAGRAM
(16) (15)

OPEN SPACE
& STREET
12a)

BUILDING OR PARKING
ARANCE
neC Anot

PUBLIC PARK/PLAZA I SPACE
(+/-690 SF/D.U.)
PRIVATIZED OPEN SPACE ON GRADE CART 957 SUBSTATION

MY PRIVATIZED OPEN SPACE ON PODIUM

OPEN SPACE DIAGRAM

ALAMEDA POINT ALAMEDA, CA OPEN SPACE & PARCEL DIAGRAMS
BAR architects SRMERNST FIELD 05.11.15
901 Battery Street, Suite 300 / San Francisco, CA 94111 | 415 293 5700 / ww.bararch.com 3 Moison Mergusatte PAOLI 12
LANGAN 14072
14072 LANGAN
13 MediaMounts 901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 / www.bararch.com SRMERNST BAR architects

GROUND FLOOR PLAN ALAMEDA, CA ALAMEDA POINT

RETAIL (SHOPS & RESTAURANTS) OPEN SPACE - NEIGHBORHOOD PARK RESIDENTIAL TOWNHOME • • ADAPTABLE GROUND FLOOR FRONTAGE

GROUND FLOOR & PARKING - - GROUND FLOOR RETAIL FRONTAGE

RESIDENTIAL OVER ADAPTABLE

FLOOR RETAIL & PARKING
RESIDENTIAL OVER GROUND * POTENTIAL PARKING GARAGE
PUBLIC PARKING (##) BLOCK NUMBER

CARTWRIGHT SUBSTATION EASEMENT

COMMERCIAL (OFFICE/MANUFACTURING) (E) EXISTING BUILDING 1016)
LEGEND
(04)
1017 Ш01 bara=9005=508805040800508840050400s holess 080002080840150 (05)
(19)
(12a) (13) : (126)
IRON SERE (10)
(18c) (18h) (18a)
(14) *
(15) (16) (17)
ECPANAIT E B0 SOE000
W. TOWER AVE
(17) (16) (15)
(14)* (18a) (18b) 18c)

MAIN STREET
PAN AM
(10) (09) (08)
(13) (12b) (12a)
(19) RALPH APPEZZATO MEMORIAL PARKWAY
......... (05)
(02)
(04) (03)
LEGEND FERRY POINT WAY an cum anto. .(016)
(E) EXISTING BUILDING COMMERCIAL (OFFICE/MANUFACTURING) CARTWRIGHT SUBSTATION EASEMENT (##) BLOCK NUMBER RESIDENTIAL OVER GROUND
nou i

FLOOR RETAIL & PARKING
* POTENTIAL. PARKING GARAGE RESIDENTIAL OVER ADAPTABLE PoceDeL

GROUND FLOOR & PARKING

OPEN SPACE - NEIGHBORHOOD PARK RESIDENTIAL TOWNHOME

PUBLIC PARKING RETAIL (SHOPS & RESTAURANTS)
ALAMEDA POINT ALAMEDA, CA. TYPICAL UPPER LEVEL PLAN

SRMERNST FIELD
BARarchitects BKF brniti aren ACDe Madison degusto
901 Battery Street, Suite 300 | San Francisco. CA 94111 | 415 293 5700 | www.bararch.com PAOLI 14072 14 ALAMEDA POINT SITE A - UNIVERSAL DESIGN AND AGING IN PLACE: LEGEND *ALL MODERATE-INCOME AFFORDABLE HOUSING UNITS (I.E., 72 UNITS) WILL BE INTERSPERSED EXISTING BUILDING COMMERCIAL (OFFICE/MANUFACTURING) THROUGHOUT THE MARKET-RATE HOUSING (PARCELS 1, 3, 6, 7, 9 OR 11) AND MAY BE VARIED UNIT AND PRODUCT-TYPE MIX AND OWNERSHIP TYPE (I.E. RENTAL/FOR SALE). (##) BLOCK NUMBER RESIDENTIAL OVER GROUND
ALL SINGLE-STORY [RESIDENTIAL FLAT) UNITS INCLUDE THE FOLLOWING UNIVERSAL DESIGN ELEMENTS: FLOOR RETAIL & PARKING INCOME TYPE NUMBER OF UNITS PARCEL LOCATION *THIS SITE PLAN & BUILDING

PUBLIC PARKING RESIDENTIAL OVER ADAPTABLE

GROUND FLOOR & PARKING LOW & VERY LOW CONFIGURATIONS ARE MODERATE 01, 03, 06, 07, 09, OR 11 ILLUSTRATIVE ONLY. ALL

OPEN SPACE - NEIGHBORHOOD PARK RESIDENTIAL TOWNHOME IMPROVEMENTS SUBJECT TO TOTAL

DESIGN REVIEW APPROVAL

RETAIL (SHOPS & RESTAURANTS)
HELEND ENVIRONMENTAL CONTROLS ARE MOUNTED AT ACCESSIBLE HEIGHTS.

COUNT EATOPS WITH A OF WIDE WORSPACE AND ONE OR MORE 15 READ AROS ANS TALLED BETWEEN BE OVEN.

INDER-CABINET BIGHTING
98-88888008-88:8

HOTCHOTE DO LOLLO TO LOT OLEOO

ACCESSIBLE MEDICINE CABINET AND INTEGRAL MIRROR, LOWER TOWEL RACKS AND ROBE HOOKS, AND ACCESSIBLE TOILET TISSUE (17)
THROUGH THE SUITY SPACES AND COMMON OUTDOOR SPACES ARE LOCATED ALONG THE ACCESSIBLE PATH OF TRAVEL (16) (15)

ACCOMMO TATE A BEDROOM, BATHROOM AND THEN TEN AN ACES BLE ROUTE OF VEL FROM TEETER ITALY, AL TOWNHOME UNITS INCLUDE THE FOLLOWING UNIVERSAL DESIGN ELEMENTS:

MAIN STREET
0:00
(14)
(18b) -(18c)

KING STALLS FOR RETAIL ARE PROVIDED BOTH ON AND OFF-STREET AND LOCATED NEAR THE INTERSECTION OF G STREET KWAY AND PAN AM WAY. THESE SAME STALLS PROVIDE ACCESS TO KEY POINTS OF ENTRY INTO THE EDEN

E STREET
PARCEL
M (11) 128*
(12b) (12a) ORION STREET

LOW & VERY

LOW INCOME
UNITS
0 030 000
(19) RALPH APPEZZATO M

EMORIAL PARKWAY O O
8-8 303000°
(08)
... .

SEAPLANE LAGOON FERY POISE WAY 00000.0
8x:
380 EXISTING CARTWRIGHT SUBSTATION
ml 0000 92000000880

ALAMEDA POINT ALAMEDA, CA AFFORDABLE HOUSING PLAN AND UNIVERSAL DESIGN BARercifiveets EBkF ignition SRMERNST

05.11.15 901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com MaseMenses 15 LANGAN 14072

ALAMEDA POINT ARCHITECTURAL CHARACTER IMAGES - TOWN HOMES BARarchitecte BkF ignition larch Ill TRIcONeny SRMERNST 901 Battery Street, Suite 300: San Francisco, CA 94111 | 415 293 5700 | www.bararch.com * MadisonMarquette KE 16

ALAMEDA POINT ALAMEDA, CA ARCHITECTURAL CHARACTER IMAGES - MIXED USE & STACKED FLATS BAR architects BE ignition BH arch Ill TRICORegy SRMERNST architecturo
901 Battery Street, Suite 300|San | San Francisco. CA 94111: 415293 5700 | www.bararch.com Midson Margetie 17 LANGAN
Kell one Bakery

ALAMEDA POINT ALAMEDA, CA ARCHITECTURAL CHARACTER IMAGES - COMMERCIAL & FREESTANDING RETAIL BAR architects LBkE ignition arch ill TRICON SRMERNST FIELD 05.11.15 architacture
901 Battery Street, Suite 300 | San Francisco, CA 94111|415 293 5700 | www.bararch.com Madison Margaita 18 LANGAN 14072
ALAMEDA POINT ALAMEDA, CA. AERIAL MASSING VIEW LOOKING WEST BAR architects BkE ignition SRMERNST
architecture 05.11.15
901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com ¡ MadssaMenpastte LANGAN PAOLI 19
14072

ALAMEDA POINT AERIAL MASSING VIEW LOOKING EAST
BkF ignition SRMERNST 05.11.15
BAR architecis arch Ill TRIcON
901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com = MoisonMarpatte 20 PAOLI 14072

TRANSPORTATION &

CIRCULATION
Proposed Street Classification Plan - Over
Existing Conditions •.. 22
Proposed Street Classification Plan - Over
M.I.P.. Plan.. •..23
Bike Path & Public Pedestrian Circulation
Diagrams
Right of Way Sections
Right of Way Sections ..

Right of Way Sections....

R.A.M.P. Plan & Sections.

Transit Plan.............

Proposed Vehicular Access
Public Parking / Bike Parking Plan.

Bao0

ALAMEDA POINT ALAMEDA, CA
BAR architects ENBkF ignition SRMERNST FIELD
ABH arch Ill TaIc Oalegy
901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com 3 Maseonterpustt.

LE PAOLI
LANGAN
OWER AVE.
(17) (16)
TRE ANTONAYE IAIN ST.
(06)
12a)
B2 RAMP WEST RAMP EAST B1
01a)
FERRY PT. ROAD (04) ST. SOUTH
IGHT OF WAY FACILITTES (01b)
THAT

DENCHAUOH

PPEZZATO PARKWAY (W, DE OMON AVENUE)

PERRY POINT ROAD

HAAN WAY

PACIPIU AVERUP

TYPICAL LOCAL STRERT
ALlY
• CHART FROM PRECISE PLAN DOGÜMENTS
ALAMEDA POINT ALAMEDA, CA. PROPOSED STREET CLASSIFICATION PLAN - OVER EXISTING CONDITIONS BAR architects Bkf ignition SRMERNST FIELD 05.11.15
weehkortura
901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com rident arents 14072 22
LANGAN
WER AVE.
(15)
PAN AM WAY E (08) IS NEWS
(13) (06)

RAMP WEST RAMP EAST
(04) (03)

FERRY PT ROAD
(01a)

DEDICATED
/ MEDIAN FACILITES"

APPEZZATO PARKWAY (E OF ORION AYRNUE)
APPEZZAYO PARIMAT EW OP ORION AYENUE;
SAY SO Bee

AN AM WAY

PACIFIC AVENUE

WESY TOWER AVENUE

TAKINAY / HISTORIC DISTRICT LOCAL STREET

TYPICAL LOCAL STRERT
• CHART FROM PRECISE PLAN DOCUMENTS
ALAMEDA POINT • BACKGROUND IMAGE FROM MASTER INFRASTRUCTURE PLAN ALAMEDA, CA PROPOSED STREET CLASSIFICATION PLAN - OVER M.I.P. PLAN BAR architects BkE ignition pifarch Ill TRIcOdegu SRMERNST FIELD 901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com LANGAN PAOLI 23
14072
TYPE 1A: SEPARATED BIKE TRAIL *IMAGES FROM JULY ALAMEDA PRECISE PLAN NAKED STREET REFERENCE IMAGES TYPE 18: SHARED PEDESTRIAN / BIKE TRAIL
TYPE 2A: BIKE LANES WITH PHYSICAL BARRIER
4 TYPE 28: BIKE LANES WITH PAINTED BUFFER
5 TYPE 2C: BIKE LANES WITH STRIPE ONLY
6 TYPE 38: SHARED ROADWAY (SHARROWS)
(17) (16) (15a) (15b)
(17) (16)

CSTREETI
(m1)) ISCREEN COSI
(imi (071 13) 12al g
1(09))
RALPH APPEZZATO MEMORIAL PARKWAY.

BALPH APPELLAT
(04) (04)
5 ch

SANDENT SUBSTATIO

BIKE PATH CIRCULATION PUBLIC PEDESTRIAN CIRCULATION
SEPARATED BIKE TRAIL (TYPE 1A) SIDEWALK - PEDESTRIAN ONLY SHARED PEDESTRIAN /BIKE TRAIL (TYPE 1B) SHARED PEDESTRIAN /BIKE TRAIL BIKE LANES WITH PHYSICAL BARRIERS (TYPE 2A)
BIKE LANES WITH PAINTED BUFFER, SHARROWS OR STRIPE ONLY (TYPE 2B, 2C, & 3B)

ALAMEDA POINT ALAMEDA, CA BIKE PATH AND PUBLIC PEDESTRIAN CIRCULATION DIAGRAMS BAR architects Bkf ignition SRMERNST
901 Battery Street, Suite 300 / San Francisco. CA 94111 | 415 293 5700 | www.bararch.com 14072

SINBRE SOME ONES
11,50

SEBACK LEA HAL DO HOWAR RIKENAY MARKSIG TRANSI TRAVEL
PARK
WEST
MAIN STREET R.O.W. SECTION
* SECTION FROM PRECISE PLAN DOCUMENTS 45'

KEY PLAN

ALAMEDA POINT ALAMEDA, CA RIGHT OF WAY SECTIONS
BARarchitects i SRMERNST FIELD 05.11,15

EDEN KH
LANGAN 14072 25
BLDG 113

MARRA PREMARADD

THE THANG VA
ALAMEDA POINT PARTNERS - FERRY POINT R.O.W. STREET SECTION - AT BUILDING 113 - PHASE TWO 45'

KEY PLAN
AERIAL VIEW OF PROMENADE BETWEEN BUILDING 113 AND SEAPLANE LAGOON ALAMEDA POINT * SECTION ADAPTED FROM PRECISE PLAN DOCUMENTS

ALAMEDA, CA RIGHT OF WAY SECTIONS
BARarchitects BKE ignition SRMERNST
architacture 05.11.15
901 Battery Street, Suite 300 | San Francisco, CA 941111415 2935700 | www.bararch.com Moden Margotte KE PAOL LANGAN 14072
A. ALLEY R.O.W. SECTION B. ORION STREET (NORTH) R.O.W. SECTION C. PAN AM WAY R.O.W. SECTION *NOTE: WHERE ADJACENT BUILDING HEIGHT EXCEEDS 30' PROVIDE 13-FT TRAVEL *NOTE: PROVIDE 13-FT TRAVEL LANES, STRIPPED AS 10-FT WITH 3-FT BUFFERS LANES, STRIPPED AS 10-FT WITH 3-FT BUFFERS
D. TYPICAL LOCAL STREET R.O.W. SECTION E. ORION STREET (SOUTH) R.O.W. SECTION KEY PLAN * CONSISTENT WITH TABLE ON PRECISE PLAN PAGE 67 *NOTE: PROVIDE 13-FT TRAVEL LANES, STRIPPED AS 10-FT WITH 3-FT BUFFERS *SECTION FROM PRECISE PLAN DOCUMENTS
ALAMEDA POINT ALAMEDA. CA RIGHT OF WAY SECTIONS
BAR architects BE ignition SRMERNST FIELD 05.11.15
architecture
901 Battery Street, Suite 300| San Francisco, CA 94111415293 5700 | www.bararch.com Mates Menuette 27 LANGAN Reactansi PAOLI 14072
C. RALPH APPEZZATO MEMORIAL PARKWAY - WEST 83' R.O.W. SECTION B. RALPH APPEZZATO MEMORIAL PARKWAY - EAST 105' R.O.W. SECTION SECTION FROM PRECISE PLAN DOCUMENTS A. RALPH APPEZZATO MEMORIAL PARKWAY SECTION REVISED FROM PRECISE PLAN DOCUMENTS EAST 113' R.O.W. SECTION AT MAIN STREET

SECTION REVISED FROM PRECISE PLAN DOCUMENTS
MAY
• 50 N

BRT LINE

TRAVEL TRAVEL
WAY

ANDECAPE TRAVECT

ORLAND,
A UNI
NOTES

1. TRAFFIC ANALYSIS TO VERIFY INTERSECTION TRAFFIC STOP CONFIGURATIONS.

IKE WAY

2. R.A.M.P. ALIGNMENT EAST OF MAIN STREET SHOWN DIAGRAMMATICALLY AND WILL REQUIRE ADDITIONAL CONSIDERATION

MOR TENTION ARTA

ALAMEDA POINT ALAMEDA, CA
R.A.M.P. PLAN & SECTIONS
BAR architects BkE ignition SRMERNST FIELD
architecture 05.11.15
901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com LANEAN PAOLI 28
14072

THESIS NINE
POINT
: APPEZZATA

PARKMAN WEST-TOWER AVENUE
(17) (16)
PACIFIC AVE (15a) (15b)

TRANSIT PLAN - VACINITY MAP
(14)

G STREET

E STREET
(09) (08)
(13) (126) (12a)
RALPH APPEZZATO: MEMORIAL PARKWAY.
(04)
(03)
PROPOSED BUS RAPID TRANSIT ROUTE (01b)

DEDICATED BRT LANE CARTWRIGHT SUBSTATION
| SHARED TRANSIT / SHARED AUTO LANE / SHUTTLE

PRECISE PLAN FERRY ROUTE AND TERMINAL LOCATION
ALAMEDA POINT ALAMEDA, CA.

TRANSIT PLAN
BARarchitecte BkE ignition SRMERNST 05.11.15
901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com 3 MetronMespette LANGAN PAOLI 14072 29
an unless ton MALAN DOZ HATECE

SAMARIO
(17) (16) (15a)
(15b)
LEGEND на по то

PROX SOUTE
OTHER STR0XTS

ALAMEDA POINT
FIGURE 26

C STREET

PROPOSED TRUCK ROUTE
MASTER INFRASTRUCTURE PLAN - PROPOSED TRUCK ROUTES FOR REFERENCE ON (14) 6 STREET

E STREET
(11) ORION STREET
(09) (08) (07) (06)
(13) 126) (12a)
(19) RALPH-APPEZZATO-MEMORIAL-PARKWAY-
(01a)
VEHICULAR CIRCULATION (04)
(03)

DRIVEWAY ACCESS

CARTWRIGHT SUBSTATION

PRIVATE ROAD /EASEMENT

SIGNALIZED INTERSECTION

ALAMEDA POINT ALAMEDA, CA

PROPOSED VEHICULAR ACCESS
BAR architects EBkE ignition See arch ill TRICON SRMERNST architecture 05.11.15
901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com Tableau Mudson angelte LANSAN 14072 30
58 STALLS
74 STALLS

PRECISE PLAN CONCEPTUAL PUBLIC PARKING LOCATIONS

DRAWING FROM JULY ALAMEDA PRECISE PLAN
"2"
ПІ ТО ПОТО
96 STALLS * SS STALLS
PRIVATE - RESIDENTIAL PARKING PUBLIC - SURFACE PARKING LOT - RETAIL (294 STALLS) PUBLIC - ON-STREET PARKING (+/-385 STALLS) PRIVATE - SURFACE PARKING LOT - COMMERCIAL (416 STALLS)

PUBLIC - RETAIL PARKING - LOCATION OF POSSIBLE FUTURE
PARKING STRUCTURE - STALL COUNT PROVIDED ASSUMES CODE REQUIRED "LONG TERM BIKE PARKING" WITH STALL COUNT

SURFACE LOT ONLY
«») CODE REQUIRED "SHORT TERM BIKE PARKING" WITH STALL COUNT

ALAMEDA POINT ALAMEDA, CA

PUBLIC PARKING / BIKE PARKING PLAN
BAR architects SRMERNST FIELD

05.11.15 901 Battery Street, Suite 300 / San Francisco, CA 94111 | 415 293 5700 | www.bararch.com LANGAN PAOLI 14072 31

OPEN SPACE
Site Plan - Open Space Districts.

Waterfront Park & Plaza Character.

Waterfront Park & Plaza Character.

Waterfront Park & Plaza Plan...

Waterfront Park & Plaza Perspective
with Building 77..

Promenade Perspective with Building 113.

Waterfront Plaza Sections ..

Shared Use Plaza Section & Character.

Urban Park Plan & Character . 41
0'6
Urban Park Perspective with Building 67. .42
Urban Park Character and Section. .43
Neighborhood Park Character . 44
Neighborhood Linear Park Plan & Section •..45
Gateway Plan and Character. . 46฿
Gateway Character. ..

Project Sustainability. 48
Conceptual Stormwater Treatment Strategy..49
000.000

ALAMEDA POINT ALAMEDA, CA
BARarchitects yBkF ignition Jarch Ill TRICON SRMERNST FIELD orchitecture 05.11.15
901 Battery Street, Suite 300 | San Francisco, CA 94111 1 415 293 5700 | www.bararch.com © Madison restie LANGAN
300000990
(17)
(16) (15)
IE) BLDG 40 (E) BLDG 41
+/- 60* +/- 60:
(14)* (18B

D' STREET
(10)
E) BLDG 77
GE STREET COLORX are
But 000003
13) (12B) = 12A)
- 550л
(1.9)

PH APPEZZATO MENTORIA PARKWAS
500° LuLL
3090 (64)
POINTS
0000000g

WATERFRONT PARK DISTRICT

EXISTING CARTWRIGHT SUBSTATION
EXISTING BUILDING CORAMERCIAL (OFFICEMANUFACTURING) 9000000684 3000000000° (##) BLOCK NUMBER PUBLIC PARKING
* SCULPTURE RESIDENTIAL OVER GROUND FLOOR RETAIL & PARKING URBAN PARK DISTRICT NEIGHBORHOOD PARK DISTRICT (E) BLDG 14
* POTENTIAL PARKING GARAGE RESIDENTIAL OVER ADAPTABLE GROUND FLOOR & PARKING

RETAIL RESIDENTIAL TOWNHOME
*THIS SITE PLAN & BUILDING CONFIGURATIONS ARE
ILLUSTRATIVE ONLY. ALL IMPROVEMENTS SUBJECT

TO DESIGN REVIEW APPROVAL

ALAMEDA POINT ALAMEDA, CA SITE PLAN - OPEN SPACE DISTRICTS BARarchikects BEBKF ignition SEMERNST FIELD 05.11.15
PAOLI 33
LANGAN 14072
Matine
ALAMEDA POINT ALAMEDA, CAl WATERFRONT PARK & PLAZA CHARACTER BARarchitects BkE ignition March ill TAic plea SRMERNST 901 Battery Street, Suite 300| San Francisco, CA 94111 | 415 293 5700 | www.bararch.com PAOLI
LANGAN 14072

ALAMEDA POINT ALAMEDA, CA WATERFRONT PARK & PLAZA CHARACTER BAR architects EBkE ignition SRMERNST
901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com Madison Margestte 35 PAOL 14072
00 05 000 000
K
5000 G
G0000

SEAPLANE LAGOON

A PARK PROMENADE E RETAIL SLOPED EVENT LAWN

B HISTORIC SEAPLANE RAMPS M HISTORIC VIEW CORRIDOR AND WATER ACCESS F WATERFRONT PROMENADE - 10 25

POTENTIAL MARKET AREA N WATER FRONT VIEWING TERRACE
C POTENTIAL RECREATION AREA G SCULPTURE (*) K SHARED USE PLAZA

D WATERFRONT PLAZA H FLOATING SMALL CRAFT/KAYAK LAUNCH L DROP OFFZONE O PROPOSED SMALL CRAFT RENTAL FACILITY RESIDENTIAL OVER GROUND FLOOR RETAIL & PARKING *THIS SITE PLAN & BUILDING CONFIGURATIONS ARE ILLUSTRATIVE ONLY. ALL IMPROVEMENTS SUBJECT

TO DESIGN REVIEW APPROVAL

ALAMEDA POINT ALAMEDA, CA

WATERFRONT PARK & PLAZA PLAN
BARarchisects SPHERNST

05.11.15 901 Battery Street, Suite 300 San Francisco, CA 94111 1 415 293 5700 / www.bararch.com LANGAN PAOLI 36
14072
EXISTING CONDITIONS - BUILDING 77
ALAMEDA POINT CA WATERFRONT PARK & PLAZA PERSPECTIVE WITH BUILDING 77 BARarchitects INBKF ignition athlarch Ill TAICObeay SRMERNST 901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com Madisont darqustte 37 EXISTING CONDITIONS - BUILDING 113
ALAMEDA POINT ALAMEDA, CA PROMENADE PERSPECTIVE WITH BUILDING 113 BAR architects BkE ignition SRMERNST FIELD
901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com ModisonMergustte LANGAN PAOLI 38

SECTION A AT WATERFRONT PARK

FAST EMISST

SECTION B AT WATERFRONT PLAZA
0E 12-

SECTION C AT WATERFRONT ACCESS KEY PLAN
*SITE PLAN & BUILDING CONFIGURATIONS ARE ILLUSTRATIVE ONLY.

ALL IMPROVEMENTS SUBJECT TO DESIGN REVIEW APPROVAL

ALAMEDA POINT ALAMEDA, CA WATERFRONT PLAZA SECTIONS
BARarchitects LEBkE ignition SRMERNST FIELD 05.11.15
901 Battery Street, Suite 3001 San Francisco, CA 94111 | 415 293 5700 | www.bararch.com & Martinentargets 14072 39

SECTION AT SEA PLANE PLAZA AND RAMP KEY PLAN
•THIS SITE PLAN & BUILDING CONFIGURATIONS ARE ILLUSTRATIVE ONLY. ALL IMPROVEMENTS SUBJECT TO DESIGN REVIEW APPROVAL

ALAMEDA POINT ALAMEDA, CA SHARED USE PLAZA SECTION & CHARACTER BARarchitects INBkE ignition SRMERNST FIELD
* MedsonMarquete 40
901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com PAOLI 14072 LANGAN

URBAN PARK LEGEND

RETROFITTED EXISTING BUILDING

TRACKS IN PAVING AND PLANTING

CAFE/RETAIL/MAKER FOCUS

CENTRAL PLAZA
MEWS

WOOD DECK

BEER GARDEN
POSSIBLE PROGRAMS BLDG. 67
ELEMENTS INCLUDE:

BLDG. 67 • CAFE
• FAMILY PLAY AREA
• DINING/OUTDOOR EATING
VENUES
• ART/SCULPTURE
• INTIMATE AND LARGER

GATHERING OPPORTUNITIES
BLDG. 67 BLDG. 112

EXISTING BUILDING PHOTOS
5 BI06, 112)
000
10 25 100

PROPOSED CHARACTER
*THIS SITE PLAN & BUILDING CONFIGURATIONS ARE ILLUSTRATIVE ONLY. ALL IMPROVEMENTS SUBJECT TO DESIGN REVIEW APPROVAL

ALAMEDA POINT ALAMEDA, CA URBAN PARK PLAN & CHARACTER
BAR architects EBKF ignition BH arch Ill TRICON SRI ERNST FIELD architecture 05.11.15
901 Battery Street, Suite 300 | San Francisco, CA 94111 1 415 293 5700 | www.bararch.com Medren agenta LANGAN 14072 41
EXISTING CONDITIONS - BUILDING 67
ALAMEDA POINT ALAMEDA, CA URBAN PARK PERSPECTIVE WITH BUILDING 67 BARarchitects EBkE ignition SRMERNST FIELD 05.11.15
larch Ill TRIc opecy
901 Battery Street, Suite 300 | San Francisco. CA 94111 | 415 293 5700 | www.bararch.com PAOLI 42 LANGAN

VISITORS
*THIS SITE PLAN & BUILDING CONFIGURATIONS ARE ILLUSTRATIVE ONLY. ALL IMPROVEMENTS SUBJECT TO DESIGN REVIEW APPROVAL

ALAMEDA POINT ALAMEDA, CA URBAN PARK CHARACTER & SECTION BAR architects ENBkF ignition SRMERNST FIELD 05.11.15
architecture erDu
901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com Made onette 43 LANGAN kv..Henti PAOLI 14072

ALAMEDA POINT ALAMEDA, CA NEIGHBORHOOD PARK CHARACTER
BARarchitects SRMERNST FIELD
901 Battery Street, Suite 300 | San Francisco, CA 94111 1 415 293 5700 | www.bararch.com PAOLI 44 14072
WEST BLOCK: ACTIVE RECREATION ORION CENTRAL BLOCK: FAMILY & COMMUNITY ACTIVITIES EAST BLOCK: LEISURE ZONE & ENTRY MAIN STREET POSSIBLE PROGRAMS ELEMENTS INCLUDE: POSSIBLE PROGRAMS ELEMENTS INCLUDE: STREET POSSIBLE PROGRAMS ELEMENTS INCLUDE: STREET • FITNESS STATION • DISCOVERY PLAY ZONE • GAME TABLES (PING PONG/CHESS/ETC.) • HAMMOCKS • BARBECUE SHELTER & PICNIC AREA • BOCCE COURT • BASKETBALL COURT • SITTING GARDEN WITH NATIVE PLANTS • ENTRY PLAZA • OUTDOOR CLASSROOM & UTILITY SHEDS • MOVEABLE FURNITURE *THIS SITE PLAN & BUILDING CONFIGURATIONS ARE • COMMUNITY GARDEN • SHADE GROVE ILLUSTRATIVE ONLY. ALL IMPROVEMENTS SUBJECT

TO DESIGN REVIEW APPROVAL

ALAMEDA POINT ALAMEDA, CA NEIGHBORHOOD LINEAR PARK PLAN & SECTION BAR architects 5 Blf ignition SRI ERNST 05.11.15
farch Ill TRICODeoU
901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com 14072 45 GATEWAY LEGEND:
*THIS SITE PLAN & BUILDING CONFIGURATIONS ARE
A HISTORIC ARTIFACT SCULPTURE ILLUSTRATIVE ONLY. ALL IMPROVEMENTS SUBJECT TO DESIGN REVIEW APPROVAL.

B SENTINEL PALM TREE GRID WITH

DRAMATIC LIGHTING

C BIKE LANE INTERSECTION PAVING
PROPOSED MAIN ST. INTERSECTION

GATEWAY PLAZA

PROPOSED CROSS ALAMEDA

TRAIL TERMINUS

EXISTING MAIN STREET LINEAR
14+ PARK
POSSIBLE ARTIFACT SCULPTURES:
• ALAMEDA POINT HISTORIC NAVAL
BRT • 'FOUND' NAVAL SHIP PROPELLERS
• ABSTRACT STEEL SHIP SCULPTURE
• LOCAL ARTISTS' CREATIONS
• SUSTAINABILTY RECLAIMED ART Entrance, U, S. Naval Air Station, Alameda, California • LIGHTING AS ART

ALAMEDA POINT ALAMEDA, CA GATEWAY PLAN AND CHARACTER
BAR architects EMBRE ignition SRMERNST FIELD 05.11.15
901 Battery Street, Suite 300| San Francisco, CA 94111 | 4152935700 | www.bararch.com PAOLI 46 LANGAN 14072
*SCULPTURE PIECE USING RECLAIMED MATERIAL
noko
*ALAMEDA POINT NAVAL BASE ARTIFACTS USED AS ART
ALAMEDA POINT ALAMEDA, CA. GATEWAY CHARACTER
BAR srchitects FBkF ignition NBl arch Ill TrIc legy SRM ERNST 901 Battery Street, Sulte 300 | San Francisco, CA 94111 | 415 293 5700 | www.bararch.com ebu MetamoMargeone 47 ALAMEDA POINT SITE A - SUSTAINABLE DESIGN:

THE FOLLOWING PROJECT FEATURES ARE DESIGNED TO REDUCE GREENHOUSE GAS EMISSIONS AND COMBAT CUMATE CHANGE

DASSERVATIOM AND ARISE NE EXISTING RINDINGS AFRICES MASTE ENERRY HISE AND GREENNISE GAS EMISSIANS NIAIMA COMATOLNTINU MIXED USE DEVELOPMENT ENCOURAGES ALTERNATIVE TRANSPORTATION USAGE:

SITE PLANNING MAXIMIZES PUBUC OPEN SPACE, INCREASING PERVIOUS SITE AREAS WHICH LEADS TO A REDUCTION IN STORM-WATER RUNOFF AND

CURRAM HEAT ISI AND FEECOT

IN SITE TRANSPORTATION SEANCES
MAINTENANCE, AND ON SITE CAR SHARE SEANCES EDUCE GREENHOUSE GAS MISSIONS FROM AUTOMOBIES BICYCLE KITCHEN" FOR BICYCLE

NTEGRATED DESIGN PROCESS THAT ANALYZES ANO APPLIES TECHNOLOGIES TO REDUCE GREENHOUSE GASES,

BUILDING DESIGN CONSISTENT WITH A LEED SILVER DESIGNATION OR ITS EQUIVALENT REDUCES GREENHOUSE GAS EMISSIONS FROM BUILDING SATING. COBLING. AND OPERATIONS
BAY FRIENDLY LANDSCAPE MATERIALS THAT REDUCE GREENHOUSE GAS EMISSION FROM LANDSCAPE MAINTENANCE AND REDUCED WATER USE.

ELECTRIC VEHICLE CHARGING STATIONS IN PARKING FACILITES PROMOTE A REDUCTION IN AUTOMOBILE EMISSIONS.

Caude Bakery
00000.08 im, mong tin * 75%

SMALL BLOCK SIZES - ADAPTIVE REUSE - NATURAL DAYLIGHTING NATIVE, DROUGHT TOLERANT

WALKABLE NEIGHBORHOODS PLANTINGS STORMWATER CAPTURE

PRESERVE OUR RESOURCES REDUCE ENERGY USAGE FOR A CLEAN BAY

TO CONSERVE WATER USE

CITYCARSHARE
A Bay Area nonprofit
ofo 5596
zipcar.

MAXIMIZE OPEN SPACE/PARKS DEDICATED BIKE PATHS CAR SHARE PARKING - CAR CHARGING STATIONS - ACCESS TO TRANSIT -

TO BUILD COMMUNITY AND BIKE PARKING - REDUCE VEHICLE DEMAND & PROMOTE A REDUCTION IN BRT / BUS / FERRY

REDUCE VEHICLE DEMAND PROMOTE SHARED ECONOMY FOSSIL FUEL USE REDUCE VEHICLE DEMAND

ALAMEDA POINT PROJECT SUSTAINABILITY
BARarchitects FBkE ignition SRMERNST FIELD 05.11.15
architecture arch Ill TRICON
901 Battery Street, Suite 300 | San Francisco. CA 94111 | 415 293 5700 | www.bararch.com ableau PAOLI 48
LANGAN I 14072
(17) (16)

NOT A PART OF TREATMENT C STREET
(14)
(10)
E STREET 8:NIVN:
(11)
:STREET (09) ORION STREET. (07) (06)
STREET (13) ; (128), (12A) | PAN
(19) RALPH APPEZ
TREATMENT (01)
(04)
PUMP
(EXISTING)

NOT A PART OF TREATMENT
goamogosaRadosnDnBO0DOOGRDDOOOODOERROD
LEGEND

BORETEN CON IRCLUCEO SETEN SMCO ARRA

BIORETENTIONI BASIN (PARTIALLY UNSTRUCTUREO)

BIORE TATON (TOR UNTREATEO ASTA PUREPED FAGA PLAZAO

PURLIC OPDI SPACE/ROHT-CT-WAY

ALAMEDA POINT ALAMEDA, CA CONCEPTUAL STORMWATER TREATMENT STRATEGY BAR architects ABKF ornitiure mal arch Il TRICONeay SRMERNST 901 Battery Street, Suite 300 | San Francisco, CA 94111 | 415 293 5700 / www.bararch.com * MasonMorpete AE PAOLI 49
14072
Exhibit C
Infrastructure Package

ALAMEDA POINT SITE A

INFRASTRUCTURE PLAN

ALAMEDA POINT SITE A INFRASTRUCTURE PACKAGE
EXHIBIT 1: SITE A - DEMOLITION BY PHASE
EXHIBIT 2: NORTHERN BULKHEAD WALL REPAIR CONCEPTUAL DESIGN EXHIBIT 3: ALAMEDA POINT - BACKBONE ROADWAY INFRASTRUCTURE PHASING EXHIBIT 4: SITE A - PHASING
EXHIBIT 5: ALAMEDA POINT - UTILITY PHASING (GAS)
EXHIBIT 6: ALAMEDA POINT - UTILITY PHASING (ELECTRICAL DISTRIBUTION) EXHIBIT 7: ALAMEDA POINT - UTILITY PHASING (WATER)
EXHIBIT 8: ALAMEDA POINT - UTILITY PHASING (RECYCLED WATER) EXHIBIT 9: ALAMEDA POINT - UTILITY PHASING (STORM DRAIN) EXHIBIT 10: ALAMEDA POINT - UTILITY PHASING (SANITARY SEWER) EXHIBIT 11: ALAMEDA POINT - UTILITY PHASING (TEL/DATA)
EXHIBIT 12: SITE A - PARK & OPEN SPACE PHASING
Proposed infrastructure improvements would be consistent with the MIP' for the development of Site A.

The proposed infrastructure improvements are generally described below. In addition, see the attached illustrative figures that depict the proposed infrastructure improvements. The descriptions and figures are preliminary and subject to change through the Tentative Map process and once detailed designs are completed.

In addition to the proposed improvements described below, the necessary improvements would be instailed to maintain access and utility service to the existing tenants and areas within Alameda Point until the development of Site A is complete consistent with the MIP.

Streetscape, Circulation, and Parking
Site A would be developed with a "complete streets" transportation nerwork that would support a variety of modes of transportation, and would provide pedestrian, bicycle, and transit facilities. New. roadways would be constructed, and existing roadways would be re-aligned, resulting in a grid street network on the site. West Atlantic Avenue would be realigned and renamed as an extension of RAMP from east of Main Street. RAMP would serve as a gateway to Site A. The project frontage along Main Street would be landscaped, and the portion of the Bay Trail along Main Street from RAMP to West Tower Avenue would be constructed. Intersection improvements would be made ar RAMP and Main Street to improve signalization, and vehicular, pedestrian, and bicycle circulation.

The street system would include regional arterials, such as Main Street and RAMP; collector streets, such as Pan Am Way; and a network of local streets with connecting alleys. Sidewalks would be constructed along streets, with widths varying between 6 and 15 feet, based on street right-of-way sections. In addition, bicycie facilities—including separated bicycle paths, shared pedestrian and bicycle paths, and bicycle lanes with painted buffer strips-—would be constructed throughout the site. A dedicated bus rapid transit lane would be constructed along a portion of the RAMP extension.

Transportation Demand Management Measures
Site A would implement capital facilities in support of the Site A Transportation Demand Management (TDM) Strategy consistent with the Alameda Point TDM Plan. These capital facilities will include construction of surface parking lots within Site A consistent with the Development Plan, installation of parking meters within Site A, a bike share station and loaner bikes, among other facilities necessary 10 implement the TDM Compliance Strategy.

Utilities and Site Improvements
The MIP describes the planned backbone infrastructure, anticipated to consist of new infrastructure installed to support the uses in Site A. The backbone infrastructure is the major framework of streets and utilities, generally based on the existing street grid within Site A.

The MIP outlines potential corrective geotechnical and flood protection improvement measures. In addition, the proposed utility systems described in the MIP include stormwater, wastewater, potable water, recycled water, electrical, natural gas, and telecommunication systems. Each of these systems is anticipated to connect to existing reliable public facilities at the perimeter of Site A. The proposed electrical system would connect to the existing Cartwright Substation, which is in Site A near the intersection of West Atlantic Avenue (future RAMP) and Main Street.

Carlson, Barbee, Gibson, Inc., 2014. Master Infrastructure Plan, Alameda Point, Alameda. California. March 31.

Flood Protection, Sea-Level Rise Strategy, Soil Improvements, and Site Grading. Consistent with the EIR and MIP evaluated therein, the proposed project would construct flooding and sea-level rise protection. Perimeter flood protection measures would be constructed for integration with the sea-level rise adaptive management strategy for Alameda Point. Along the northern and eastern perimeter of the Seapiane Lagoon, shoreline flood protection improvements would be installed to a minimum elevation of

7.6 feet (City Datum) along Site A, based on the MIP design criteria 100-year tide, plus 24-inch sea-level rise, plus 1-foot wind/wave run-up, plus 1-foot freeboard. . The existing seawall along the northern perimeter of the Seaplane Lagoon would be retrofitted along Site A. Geotechnical corrective measures to address liquefaction potential and stabilize the building sites may include soil improvement techniques such as soil-cement mixed columns, drilled displacement columns, stiffened foundations, and/or piles. In addition, the site would be graded to achieve the minimum required clevations per the MIP. Portions of the site would be raised up to 3 feet above the existing ground level. The existing buildings 1o be repurposed will remain at their current finished floor elevations.

Natural Gas. A new natural-gas-distribution system would be installed throughout Site A, replacing the existing natural gas system in phases consistent with the development build-out. This system would connect to the existing 8-inch main near the intersection of West Atlantic Avenue and Main Street. The proposed gas facilities would be constructed in the backbone streets in a phased implementation The new natural gas distribution system would be designed and constructed in accordance with Pacific Gas and Electric's regulations, standards, and specifications.

Electricity. The existing overhead transmission lines in Site A would be replaced with a new underground electric distribution system from the Cartwright Subslation, in phases consistent with the development build-out. The proposed electric distribution system would consist of new underground conduits, vaults, boxes, and pads that can accommodate 15-kV-rated cables, transformers, switches, and other utility distribution equipment, including its supervisory control and data acquisition communication monitoring and controls. The electrical conduits and cables would be placed in a joint utility trench along the backbone streets. This trench would also accommodate the natural gas, telephone, cable television, possible ancillary fiber optic cable systems, and streetlight facilities. The new underground electric distribution system and joint utility trench would be designed and constructed in accordance with Alameda Municipal Power's regulations, standards, and specifications.

Potable Water Improvements. The existing water system would be replaced with a new potable water distribution system in phases consistent with the development build-out. The proposed distribution pipelines would connect to the existing East Bay Municipal Utility District (EBMUD) water facilities in Main Street. The proposed distribution system would range in size from 8 inches to polentially 16 inches in diameter. The proposed water distribution facilities would be installed in the backbone streets, providing potable and fire water to the proposed project.

Recycled Water. A network of recycled water pipelines is anticipated to be constructed in the proposed rights-of-way of major backbone streets, and would range in size from 6 to 12 inches to serve the open space and public landscaping. The recycled water facilities would be designed and constructed in accordance with EBMUD's regulations, standards, and specifications, should provisions for a permanent source be available.

Stormwater. A new stormwater collection system would be constructed, consisting of pipelines, manholes, inlets, pump stations, trash capture devices, and outfalls. The new stormwater system would be designed to convey the 25-year design storm with 6 inches of minimum freeboard. Additionally, the system would accommodate the 100-year storm, with a maximum ponding in the streets of up to the lop of curb at low points in the street profiles. A new stormwater outfall would replace an existing outfall toward the northeastern edge of the Seaplane Lagoon. This new outfall would convey stormwater runoff from Site A into the Bay, and would include tide valves to prevent tidal influences in the system as well as a trash capture device to prevent the discharge of trash to the Bay. Due to high groundwater table, and the limited potential for collecting and reusing stormwater, the proposed project would implement low- impact development principles for the management and treatment of stormwater runoff. Although much of the system would be gravity-based, pumping may be necessary to convey treated flows to bioretention areas.

Wastewater. The proposed project would replace the existing wastewater system with a new wastewater collection system that would be owned and operated by the City of Alameda. The proposed collection system would include gravity pipelines ranging in size from 8 inches to 24 inches in diameter, and lift/ pump stations) and force main pipelines. The proposed wastewater collection facilities would be installed in the backbone streets in Site A and extending to connect to EBMUD's existing Pump Station R at the Main Gate. Pump Station R conveys wastewater flows to the EBMUD treatment plant in Oakland.

New Telecommunications Systems. New telecommunications systems, including telephone and cable television, would be installed. Additional empty conduits would be installed to accommodate the implementation of fiber optics by other service providers. These systems would connect to the existing systems east of Site A, near Main Street.

Parks and Open Space
Site A would be developed with three distinct park-themed areas or districts; each district would have a unique character and programming intended to creale accessible and walkable community open space, as described below. A portion of the Bay Trail would be constructed along the northeastern edge of the Seaplane Lagoon, along the southern edge of RAMP to Main Street, and along the Site A frontage on Main Street, generally from RAMP north to West Tower Avenue. In addition to the public open spaces/ parks described below, private open space would be developed for the residential uses.

The Waterfront Park District would include an approximately 7.23-acre park along the shoreline of the Seaplane Lagoon. Amenities would be designed for water-oriented activities and views, and would include pedestrian walks, bicycle paths, vista points, seat/rest areas, flexible plaza space for events, and access to the water.

The Urban Park District would include an approximately 3.05-acre adaptive reuse park, with spaces for retail uses such as cafés, markets, and seating; and would provide pedestrian walks, bicycle paths, and flexible open-space zones. The park would he designed to provide information about the former uses of the base, and salvaged post-industrial materials such as train tracks would be integrated into the design.

The Neighborhood Park District would provide an approximately 1.15-acre park along RAMP, the main entry road, which would retain the existing Corsair II aireraft display and existing Cypress tree along the southern edge of RAMP. In addition, an approximately 1.35-acre linear neighborhood park would be constructed along G Street. Amenities would include areas for informal picnicking, seating, bicycle paths, and areas for active uses such as a crossfit station and a tot-lot area.

Phasing and Construction
Site A would be constructed in three phases, with demolition, grading and flood protection improvements preceding each phase, and utility and street infrastructure constructed prior lo completion of vertical construction for each phase. Refer to Exhibits 1 through 12 for diagrams depicting the conceptual phasing of site preparation, utilities, and parks. Temporary improvements would be installed as needed to connect to adjacent facilities and roadways to provide access and utilities to the existing tenants within Alameda Point until future development occurs.

The proposed project infrastructure improvements would be phased to accommodate the scheduled build- All below-grade utility and street surface improvements that are necessary to comply with the local, state, phasing of the infrastructure improvements may vary depending on final build-out mix and need. All local in-tract streets (streets within the parcels) necessary to provide access and utility connections would be constructed in the appropriate phase. Each phase would also require interim connections and transitions from the permanent improvements to the existing utilities and roadway sections.

Phase 1
Phase 1 would generally involve the construction of buildings, parks, streets, and utilities between Main Street on the east and Pan Am Way on the west, and between G Street/C Street on the north and RAMP on the south. In addition, existing buildings outside of Phase 1—such as Building 113, Building 117, Building 118, and Building 162—may be occupied with uses consistent with the Town Center Plan during any phase.

Installation of underground utilities and surface street improvements would occur first at the intersection of Main Street and RAMP, and then extend toward the western connection at Pan Am Way. Phase 1 street improvements would include construction of RAMP, A, B, C, and G streets, as well as Orion Street between RAMP and G Street, and Pan AM Way in front of Parcel 11. Main Street frontage improvements, including landscaped parkways and Bay Trail improvements adjacent to the Phase 1 areas described above, would be constructed during Phase 1.

Phase I would include the installation of the proposed wastewater system extending to EBMUD's existing Pump Station R located near the Main Gate.

Phase 1 would also include flood protection improvements within and improvements to the watertront park and shore edge along the Seaplane Lagoon, from the northeastern corner to approximately 500 lineal feet to the west. The approximately 3.05-acre urban park and the approximately 1.35-acre linear neighborhood park along G Street would be constructed during this phase.

Phase 2
Phase 2 would involve the construction of buildings, parks, streets, and utilities south of RAMP, berween Main Street on the east and the Scaplane Lagoon on the west, as well as berween Pan Am Way and F Street. Installation of underground utilities and street surface improvements would include Orion and C streets and Ferry Point Way from RAMP to the southern edge of Site A; E Street from Pan Am Way 10 the west; and F Street.

Phase 2 would also include construction of the flood protection improvements and waterfront park along Seaplane Lagoon, from RAMP to the south of Site A, covering approximately 275 lineal feel; as well as construction of the approximately 0.54-acre park on Parcel 12. In addition, the approximately 1.15-acre neighborhood park space along RAMP would be constructed during this phase.

Phase 3
Phase 3 would involve the construction of buildings, parks, streets, and utilities generally north of G and C streets, and generally from Main Street to Pan Am Way. Phase 3 would also include the extension of Orion Street and Pan Am Way improvements north to West Tower Avenue, and construction of D and C streets. The final Seaplane Lagoon flood protection and park improvements would be installed along the western edge of Site A on Parcel 19.

BLEG 5 2.222
Kles
350 3 S.C0 01
Concrete
CST
Porked
LEGEND

PHASE TICH WHARK DURING

I PEASE TION WORK DURNS
(PHASE TOM SOAK CURING

VIA EXISTING BUILDING TO REMARA

EXISTING BUILDING TO BE

DEMOLISHED
EXHIBIT 1

THIS FIGURE IS ILLUSTRATIVE AND SUBJECT TO
SITE A - DEMOLITION BY PHASE CHANGE ONCE DETAILED DESIGNS ARE COMPLETE. 04/29/2015

NOT TO SCALE
200' PARK

SEA PLANE LAGOON WATER EDGE ZONE UPLAND ZONE
VARIES 20 - 30° 5.6 MINIMUM
ELEVATION PER MIP.

ELEVATION WILL VARY

NEW SHORELINE INUNDATIONS BASED ON PARK

ZONE IMPROVEMENTS DESIGN
20%

NEW CAP/REPAIR OF LEVEE TO BE

EXISTING CONCRETE SHEET INCORPORATED INTO
PILE CAP ELEV 3.6 PARK PLAZA
LANDSCAPING DESIGN 7.6
32 AD

EXISTING SHET PEE CAP TO REMAN LL

POTENTIALLY

LIQUIFTABLE L
MEDIUM DENSE 0 MLLW(DATUM) &3 AD
SAND

EXISTING CONC
BATTER PILE TO: -14,3 AD
REMAIN EXISTING SHEET.

PILE TO REMAIN TIE-BACK SYSTEM TO

STABILIZE EXISTING

SHEET PILE WALL

DENSE SAND

NORTH BULKHEAD WALL REPAIR CONCEPTUAL DESIGN
EXHIBIT 2 THIS FIGURE IS ILLUSTRATIVE AND SUBJECT TO
CHANGE ONCE DETAILED DESIGNS ARE COMPLETE.

CONCEPTUAL GRADING, SEA LEVEL RISE & SHORELINE PROTECTION STRATEGY 04/29/2015 2 OF 2

NOT TO SCALE

PATHWAY &

LANDSCAPE
DURING
PHASE 1
GSTREE
RALPH APPEZZATO MEMORIAL PARKWAY»
LEGEND

BACKBONE ROADWAY
INSTALLED DURING PHASE 1 INTERIM IMPROVEMENTS
DURING PHASE 1

BACKBONE ROADWAY
INSTALLED DURING PHASE 2
C: 3 RATALLEO DURING PHASE 3

THIS FIGURE IS ILLUSTRATIVE AND SUBJECT TO
EXHIBIT 3 CHANGE ONCE DETAILED DESIGNS ARE COMPLETE.

ALAMEDA POINT - BACKBONE ROADWAY INFRASTRUCTURE PHASING 04/29/2015

NOT TO SCALE
PHASE :

PHASE 2
" PHASE 3

TOWER AVENUE
(17) (16) (15)
C STREET SET. THE
(188)

G'STREET

RAIN STREET

RALPH APPEZZATO MEMORIAL PARKWAY
(19)

SEAPLANE LAGOON
EXHIBIT 4

THIS FIGURE IS ILLUSTRATIVE AND SUBJECT TO
SITE A - PHASING CHANGE ONCE DETAILED DESIGNS ARE COMPLETE. 04/29/2015 NOT TO SCALE

WEST TOWER AVENUE
(17) (16) (15)
(14) (18A) (18C)
(10)
(11) MAIN SIREET
PAN AM WAY (09) (08) (07) (06)
((13)(12B)(12A)|
(19)
(05) RALPH APPEZZATO MEMORIAL PARKWAY
(04) (03) (02) - (01)
LEGEND
PHASE 1
•••••••• HASE 2
HE A S 1 A PHASE 3

ONE OFF-SITE TRUNK MAIN
IDE 358 G EXISTING TRUNK MAIN TO REMAIN

SEE TE CROWNE FUTURE TRUNK MAIN BY OTHERS
POC = NEW POINT OF OONNECTION
POC → FUTURE POINT OF CONNECTION THIS FIGURE IS ILLUSTRATIVE AND SUBJECT TO CHANGE ONCE DETAILED DESIGNS ARE COMPLETE.

EXHIBIT 5

ALAMEDA POINT - UTILITY PHASING (GAS)
04/29/2015 NOT TO SCALE

WEST TOWER AVENUE
90 200 3650315000
(17) (16) 130202 (15)
can 1s 5502 58
(14) (18A) (18B) (18C)
(10) MAIN STREET
(11) (08) (07) (06)

PAN AM WAY
-
(13)(128)(12A)/
(19)
(05) RALPH APPEZZATO MEMORIAL PARKWAY
(04) (03) (02) -
TrI CARTWRIGHT
LEGEND

SUBSTATION
PHASE 1
••••PHASE 2
CRETA SIR PER 1SST BAE PHASE 3
BE 288 29 EXISTING TRUNK MAIN TO REMAIN

HE SEE FUTURE TRUNK MAIN BY OTHERS
POC = NEW POINT OF CONNECTION

THIS FIGURE IS ILLUSTRATIVE AND SUBJECT TO
POC = FUTURE POINT OF CONNECTION CHANGE ONCE DETAILED DESIGNS ARE COMPLETE.

EXHIBIT 6

ALAMEDA POINT - UTILITY PHASING (ELECTRICAL DISTRIBUTION) 04/29/2015 NOT TO SCALE

WEST TOWER AVENUE
25R 508 3683
(17) (16) (15)
: 903
ase
Bari 1g l
(14) (18A) (18C)
3052
(10)

MAIN STREET
(11) (06)
(09) (08) (07)
(13) 12/(12A))
(19)
(05) RALPH APPEZZATO MEMORIAL PARKWAY
(04) (03) (02) -
LEGEND
PHASE 1
• • PHASE 2
PHASE 3

EDE MAY BEEN EXISTING TRUNK MAIN TO REMAIN

PERS BERNARDE FUTURE TRUNK MAIN BY OTHERS
POC * NEW POINT OF CONNECTION
POC = FUTURE POINT OF CONNECTION CHANGE ONCE DEALER ARE COMPLETE.

EXHIBIT 7

ALAMEDA POINT - UTILITY PHASING (WATER)
04/29/2015 NOT TO SCALE

WEST TOWER AVENUE
(17) (16) 2389 (15)
(18A) (18B) (18C)
(10) MAIN STREET
(11) (06)
(09) (08) (07)
(13)(12BY (12A)) 11
(19)
(05) RALPH APPEZZAȚO MEMORIAL PARKWAY
(04) (03) (02) -
LEGEND
PHASE 1
... PHASE 2
PHASE 3

OFF-SITE TRUNK MAN
3 : 0 EXISTING TRUNK MAIN TO REMAIN

E FUTURE TRUNK MAIN BY OTHERS
POC = NEW POINT OF CONNECTION
POC = FUTURE POINT OF CONNECTION THIS FIGURE IS ILLUSTRATIVE AND SUBJECT TO CHANGE ONCE DETAILED DESIGNS ARE COMPLETE.

EXHIBIT 8

ALAMEDA POINT - UTILITY PHASING (RECYCLED WATER)
04/29/2015 NOT TO SCALE

WEST TOWER AVENUE
ERE S005 3515
15 580 5000 382 (17) (16) (15)
1g l
(14) 78C
(18A) (18B)
TITSIDE (10)
(11) - (06)
PAN AM WÀY (09) ORION STREET (08) (07)
• E (13) 128)(12A)/
(19)
(05) RALPH APPEZZATO MEMORIAL PARKWAY
VORTEX TRASH (04) (03) (02) -

CAPTURE DEVICE

LEGEND JUNCTION BOX
PHASE 1

OUTFALL
•••••• PHASE 2
PHASE 3 FUTURE PUMP STATION (BY OTHERS)

OFF--SITE TRUNK MAN FUTURE FORCE MAIN (BY OTHERS)

EXISTING TRUNK MAIN TO REMAIN

FUTURE TRUNK MAIN BY OTHERS
POC * NEW POINT OF CONNECTION

THIS FIGURE IS ILLUSTRATIVE AND SUBJECT TO
POC = FUTURE POINT OF CONNECTION
CHANGE ONCE DETAILED DESIGNS ARE COMPLETE.

EXHIBIT 9

ALAMEDA POINT - UTILITY PHASING (STORM DRAIN)
04/29/2015 NOT TO SCALE

EXISTING

PUMP STATION
ALTERNATIVE 2 TIE-IN LOCATIONS
ALTERNATIVE 2
ALTERNATIVE 1
PHASE 1

A PROPOSED

PUMP STATION

WEST TOWER AVENUE
(17) (16) (15)
(14) (18A) (18B) 718C7
(10) MAIN STREET
AM WA (11) (08) (07) (06)
(09)
(13) 128)(12A)
LEGEND (19)
(05) RALPH APPEZZA TO MEMORIAL PARRWAY
PHASE T (04) (03) (02)
=. PHASE 2
PHASE 3
OFF-SITE TRUNK MAIN INSTALLED DURING PHASE 1
* D EXISTING TRUNK MAIN TO REMAIN

THIS FIGURE IS ILLUSTRATIVE AND SUBJECT TO

FUTURE TRUNK MAIN BY OTHERS
CHANGE ONCE DETAILED DESIGNS ARE COMPLETE.

POC = NEW POINT OF CONNECTION
POC * FUTURE POINT OF CONNECTION
EXHIBIT 10

ALAMEDA POINT - UTILITY PHASING (SANITARY SEWER)
04/29/2015 NOT TO SCALE
-

WEST TOWER AVENUE
(17) (16) (15)
(14) (18A) (185) (18C)
(10) MAIN STREET
(11) (06) 19238 IS INEL INELN9L50
(09) (08) (07)
(13) 1283(12A)/
(19)
(05) RALPH APPEZZATO MEMORIAL PARKWAY
(04) (03)
LEGEND
PHASE 1
..• • PHASE 2
MELA STE B0SR SE SH PHASE 3

DRESS OFF-SITE TRUNK MAIN

L MO MEN EXISTING TRUNK MAIN TO REMAIN

AND RE ME FUTURE TRUNK MAIN BY OTHERS
POC = NEW POINT OF CONNECTION
POC = FUTURE POINT OF CONNECTION THIS FIGURE IS ILLUSTRATIVE AND SUBJECT TO CHANGE ONCE DETAILED DESIGNS ARE COMPLETE.

EXHIBIT 11

ALAMEDA POINT - UTILITY PHASING (TEL/DATA)
04/29/2015 NOT TO SCALE
LEGEND
PHASE s
PHASE 2
= PHASE 3
-

WEST TOWER AVENUE
(15)
193815 (16)
424)
(E)

C STREET
i10)
11 G STREET
(E) MAIN STREET

E STREET RION STREET
(09)
13 (12A)

RALPH APPEZZATO MEMORIAL PARKWA
(19)
SHER SEL (03)

FERRY POINT WAY
+3-45498388

SEAPLANE LAGOON
EXHIBIT 12

SITE A - PARK & OPEN SPACE PHASING
04/29/2015
Exhibit D
CEQA Checklist
Exhibit 11

CITY OF ALAMEDA

ENVIRONMENTAL CHECKLIST FOR STREAMLINED REVIEW
Pursuant to California Publie Resources Code Sections 21083.3 and CEQA Guidelines and 15183 Project Title: Site A of the Alameda Point Project
Lead Agency: City of Alameda
2263 Santa Clara Street
Alameda, CA 94501
Contact Person: Andrew Thomas, City Planner
2263 Santa Clara Street
Alameda, CA 94501
Phone: (510) 747-6881
Project Sponsor: Alameda Point Partners, LLC
Joe Ernst
2220 Livingston Street, Suite 208
Oakland, CA 94606
Phone: (510) 219-5376
General Plan Designation: Mixed-Use 1 (AP-1) (also known as Civic Core Subarea Mixed-Use 3 (AP-3) (also known as Marina Subarea
Zoning: Waterfront Town Center (AP-WTC) Sub-district

1.0 PROJECT SUMMARY
The Alameda Point Town Center and Waterfront Precise Plan (Town Center Plan)' envisions Site A as a transit-oriented mixed-use project that helps realize the City of Alameda's vision for the development of Alameda Point. Development of the proposed mixed-use project at Site A on Alameda Point (proposed project) would entail the redevelopment of a 68-acre portion of the former Alameda Point Naval Air Station (NAS Alameda) entirely within the Town Center Plan area. The proposed project would serve as the retail core of Alameda Point; and at full buildout, would include up to 800 residential units and 600,000 square feet of retail, commercial, and hotel uses, which would occupy new buildings and repurposed existing buildings. The total number of residential units and commercial/retail/hotel square footages are an estimated maximum; the square footage of actual constructed uses may be slightly less.

In addition, approximately 13.35 acres of open space and parks would be developed as part of the proposed project. New and replacement utilities and infrastructure and new streets and streetscape improvements would be constructed on the project site.

As specified in the Town Center Plan, it is a specific plan pursuant to Government Code Section 65450 et seg., for the implementation the City of Alameda's vision for the heart of the former NAS Alameda and fulfills the request for a Town Center Waterfront Masterplan required under AMC 30-4-24 Alameda Point District.

Skidmore, Owings & Merrill, LLP, et al., 2014. Alameda Point Town Center and Waterfront Precise Plan. Final Report, July.

April 2015
Site A of the Alameda Point Project. Environmental Checklist for Streamlined Review

2.0 BASIS FOR STREAMLINING
Implementation of the Alameda Point Project (APP), as described in the Town Center Plan, including development of Site A, was analyzed in the APP Environmental Impact Report (EIR)? This allows the use of the California Environmental Quality Act (CEQA) streamlining and/or tiering provisions, pursuant to California Public Resources Code Section 21083.3 and CEQA Guidelines Section 15183, for projects developed under the Town Center Plan.

In addition, none of the conditions for preparation of a subsequent EIR per Section 15162(a) would apply to the proposed project, as described below, allowing for streamlining of the project:

1. The proposed Site A development does not involve substantial changes that would require major revisions to the APP EIR. As described below under Section 3.1, the APP EIR evaluated buildout of approximately 5.5 million square feet of developed space consisting of 3,060,500 square feet of manufacturing/warehouse uses; 1,627,500 square feet of office/business park/institutional uses; 812,000 square feet of retail/commercial uses; 1,425 residential units; 291 acres of parks and open space; a new ferry terminal, and 530 marina slips. As described under Project Description in the Environmental Checklist below, the proposed Site A development would represent substantially less development than evaluated in the APP EIR, consisting of up to 800 residential units; 600,000 square feet of retail, commercial, and hotel uses; and approximately 13.35 acres of open space and parks. No new significant environmental effects or substantial increase in the severity of previously identified significant effects would result from the proposed development of Site A, as outlined in the Environmental Checklist

2. There are no substantial changes in the circumstances of the project. The existing conditions described in the APP EIR adequately describe the environment, and the circumstances of the proposed Site A development are consistent with the analysis in the APP EIR. significant environmental effects or substantial increase in the severity of previously identified significant effects would result from the proposed development of Site A, as outlined in the Environmental Checklist below.

3. There is no new information of substantial importance that was not known, and could not have been known at the time of the APP EIR. The EIR was certified on February 4, 2014. As outlined in the Environmental Checklist below, the project would not have more significant effects, or significant effects that are substantially more severe than shown in the APP EIR. No mitigation measure or alternatives identified in the APP EIR that are found to be infeasible would be feasible, nor are considerably different mitigations or alternatives available that would substantially reduce significant effects.

The attached Checklist evaluates the potential project-specific environmental effects of the proposed project, and evaluates whether such impacts were adequately covered by the APP EIR, consistent with CEQA Guidelines Section 15183, described below. This Checklist hereby incorporates by reference the APP EIR analysis of all potential environmental impact topics, including all background information it contains regarding the environmental setting of the APP. The APP EIR is available for review at the offices of the Planning Division in the City of Alameda's Community Development Department, located at 2263 Santa Clara Avenue. In addition, an electronic copy of the APP EIR is available on the City's website at: http://alamedaca.gov/alameda-point/eir.

ESA, 2013. Alameda Point Project Environmental Impact Report. SCH No. 2013012043. Certified February 4, 2014 Of the 1,425 residential units analyzed in the APP EIR, 1,157 would be new units, and 268 are existing single-family and multi-family April 2015
2 Site A of the Alameda Point Project Environmental Checklist for Streamlined Review

2.1 CEQA Guidelines Section 15183
Public Resources Code Section 21083.3 and CEQA Guidelines Section 15183 allow streamlined environmental review for projects that are "consistent with the development density established by existing zoning, community plan or general plan policies for which an EIR was certified, except as might be necessary to examine whether there are project-specific significant effects which are peculiar to the project or its site" (Section 15183[a]).

Section 15183(c) specifies that "if an impact is not peculiar to the parcel or to the proposed project, has been addressed as a significant effect in the prior EIR, or can be substantially mitigated by the imposition of uniformly applied development policies or standards, then an EIR need not be prepared for the project solely on the basis of that impact."
Section 15183(b) states that "in approving a project meeting the requirements of this section, a public agency shall limit its examination of environmental effects to those which the agency determines, in an initial study or other analysis: (1) are peculiar to the project or the parcel on which the project would be located; (2) were not analyzed as significant effects in a prior EIR on the zoning action, general plan, or community plan, with which the project is consistent; (3) are potentially significant off-site impacts and cumulative impacts which were not discussed in the prior EIR prepared for the general plan, community plan or zoning action; or (4) are previously identified significant effects which, as a result of substantial new information which was not known at the time the EIR was certified, are determined to have a more severe adverse impact than discussed in the prior EIR." Section 15183(d) further states that the streamlining provisions of this section "shall apply only to projects that meet the following conditions: (1) the project is consistent with a community plan adopted as part of a general plan, a zoning action which zoned or designated the parcel on which the project would be located to accommodate a particular density of development, or a general plan of a local agency; and (2) an EIR was certified by the lead agency for the zoning action, the community plan, or the general plan."

2.2 Applicability of Section 15183 to Site A
The proposed project for Site A would be consistent with the General Plan designations and zoning for the site described in the Town Center Plan, as outlined below, and would meet the requirements for streamlining under CEQA Guidelines Section 15183(d)(1), described above. • The land use designations for Site A are Mixed-Use 1 (AP-1) (also known as Civic Core Subarea and Mixed-Use 3 (AP-3) (also known as Marina Subarea). The Alameda Point Chapter of the General Plan designates a majority of the project site as Alameda Point AP-1, with a portion of the site fronting Seaplane Lagoon designated as AP-3. AP-1 emphasizes public-serving and civic uses, and allows business park, office, civic, residential, public/institutional, parks and public open space, commercial, and other supporting uses. AP-3 allows marine-related industry, office, commercial, residential, recreation, and supporting retail uses, and encourages uses to be structured to promote waterfront activity and vitality in the open-space spine along the Bay.

These mixed-use areas encourage the development of two or more uses on a single site, or within one structure.

The proposed mixed-use project would be consistent with the above designations. The majority of the project site, located in AP-1, would consist of commercial uses, mixed-use buildings, and residential uses in townhouses and podium buildings. The portion of the proposed project in AP-3 would consist of open space, along with supporting retail. 3 April 2015
Site A of the Alameda Point Project Environmental Checklist for Streamlined Review • Site A is zoned Waterfront Town Center (AP-WTC) Sub-district, which provides for a mix of waterfront and visitor-serving uses, including retail, service, entertainment, lodging, recreational, and medium- to high-intensity residential uses. As laid out in the Town Center Plan, the project site's land use designations are: Residential Mixed Use (RMU); Commercial Mixed Use (CMU); Retail, F&B, and Entertainment (R); and Open Space (OS). The majority of the project site is designated RMU, with the portions generally north and east of Seaplane Lagoon designated R or CMU. The portion of the project site along the northern edge of the Seaplane Lagoon is designated OS. Under the Town Center Plan, which is a specific plan and fulfills the request for a Town Center Waterfront Master Plan required under AMC 30-4-24 Alameda Point District, the form-based zoning would grant planning staff extensive discretion over the form and design of the proposed project.

The proposed project would be consistent with the land use transition concept specified in the Town Center Plan, which is as follows:

Along the edge of Bayport and bordering the Main Street Neighborhoods in the Atlantic Entry District, lower-density multi-family residential use - in the form of 2-3 story townhomes and walk-up flats - is proposed. Toward the Seaplane Lagoon, residential density increases, with 3-5 story apartments over parking and/or retail podia. The greatest mix and intensity of uses (including office, residential, hotel and retail) and the site's tallest buildings (5-6 story) are concentrated at the west end of Ralph Appezzato Memorial Parkway and along Ferry Point Road. A zone of retail, entertainment, dining and other visitor serving uses overlays the Town Center and East Waterfront along Ferry Point Road, connecting residential and commercial centers and providing amenities to both. Along the north edge of the Seaplane Lagoon, maritime and commercial uses provide a transition from the Town Center westward to the more industrial, production-oriented functions currently located along the west side of the Adaptive Reuse Sub-District. Public open space and maritime uses surround the Seaplane Lagoon, providing for enjoyment of the Waterfront. • The project site has maximum height limits ranging from 40 to 65 feet; in addition, certain areas have required minimum heights ranging from 20 to 50 feet. Height limits gradually increase from 40 feet at the eastern project boundary along Main Street to their greatest height along the eastern edge of Seaplane Lagoon. In addition, heights above 65 feet can be approved along blocks immediately east of Seaplane Lagoon. The proposed project would have buildings generally ranging from 35 feet to 65 feet in height. The tallest buildings would be constructed in the southwestern corner of the site, at the western end of the Ralph Appezzato Memorial Parkway (RAMP)—and, consistent with the Town Center Plan, may be taller than 65 feet, subject to the Planning Board approval and Design Review, if the building exhibits exceptional architectural design and is transit supportive.
• The project would preserve and maintain views through the project area, consistent with the guidelines of the Town Center Plan's Transit Village Center Guidelines. The guidelines designate view corridors along, and of, the Seaplane Lagoon, including a public plaza a minimum of 1 acre in size that extends from Pan Am Way to the waterfront, with a minimum width of 150 feet; building setbacks along the Seaplane Lagoon ranging from 32 to 200 feet; a view corridor of no less than 40 feet between Building 77 and the Seaplane Lagoon; and a view corridor extending along the RAMP of approximately 105 feet. • As defined in the Alameda APP EIR, the maximum allowable build-out for Alameda Point is 1,425 residential units, 250 acres of parks and open space, 812,000 square feet of retail/commercial service, 3,060,500 square feet of manufacturing/warehouse, and 1,627,500 square feet of office/ business park/institutional and density and intensity of uses can be shared among use categories April 2015
4 Site A of the Alameda Point Project Environmental Checklist for Streamlined Review and planning areas. The proposed project would include up to 800 residential units and up to 600,000 square feet of retail, commercial, and hotel uses. In addition, approximately 13.35 acres of open space and parks would be developed. Development of the project site, as proposed, is consistent with the land use requirements, as analyzed in the APP EIR.

The Town Center Plan requires multi-family residential housing to obtain a waiver from the City's prohibition of multiple dwelling units specified in AMC 30-53, by submitting a density bonus application.

The proposed development of Site A would comply with these requirements. The APP EIR was prepared for the Town Center Plan and was certified by the City Council on February 4, 2014, as described further in Section 3, consistent with the requirements for applicability of streamlining under CEQA Guidelines Section 15183(d)(2), described above.

Therefore, the proposed project is eligible for streamlined environmental review under California Public Resources Code Section 21083.3 and CEQA Guidelines Section 15183.

3.0 ALAMEDA POINT PROJECT EIR

3.1 Background
The APP EIR evaluated the potential environmental impacts associated with the redevelopment and reuse of the 878 acres of land and approximately 1,229 acres of water at the former NAS Alameda, at the western end of the City of Alameda. The APP evaluated in the EIR includes:
• Adoption of a Master Infrastructure Plan for the replacement, reconstruction, and rehabilitation of deteriorated and substandard infrastructure, buildings, and shoreline protections; • Rehabilitation and new construction of open space, parks, and trails for public enjoyment; • Rehabilitation, reuse, and new construction of approximately 5.5 million square feet of commercial and workplace facilities for approximately 8,900 jobs; • Maritime and water-related recreational uses in and adjacent to the Seaplane Lagoon, including a new ferry terminal;
• Rehabilitation and new construction of 1,425 residential units for a wide variety of household types for approximately 3,240 residents; 4
• Adoption of a General Plan Amendment, a Zoning Ordinance Amendment, and a precise plan that would create planning sub-districts in Alameda Point to facilitate a seamless and integrated mixed-use, transit-oriented community consistent with the existing General Plan and Reuse Plan.

The Development Program analyzed in the APP EIR is based on development assumptions outlined therein for the following four subareas defined in the APP EIR: Town Center and Waterfront; Main Street Neighborhoods; Adaptive Reuse; and Enterprise. As described in the APP EIR, the development increments may be moved from one sub-area to another to optimize development opportunities and to address site-specific conditions; and are not specifically tied to any one sub-area.

At full buildout, the APP would result in approximately 5.5 million square feet of developed space consisting of 3,060,500 square feet of manufacturing/warehouse uses; 1,627,500 square feet of office/business park/institutional uses; 812,000 square feet of retail/commercial uses; 1,425 residential units; 291 acres of parks and open space; a new ferry terminal, and 530 marina slips. * Of the 1,425 residential units analyzed in the APP EIR, 1,157 would be new units, and 268 are existing single-family and multi-family housing units.

April 2015 5
Site A of the Alameda Point Project Environmental Checklist for Streamlined Review In February 2014, the Alameda City Council approved a Master Infrastructure Plan, General Plan Amendment, and Zoning Ordinance Amendment, and certified the EIR; in May 2014, the council approved the Alameda Point Transportation Demand Management Plan; and in July 2014, the council approved the Town Center Plan as part of the required entitlement process for potential development at Alameda Point.

Development of the 68-acre Site A was analyzed in the APP EIR. Site A lies within the Town Center and Waterfront Sub-district. Land uses designated for the Town Center and Waterfront Sub-district would include (among others) waterfront restaurants, retail, hotels, entertainment, other visitor-serving uses, and multi-family housing. As described in the EIR, new building types include commercial block, workplace commercial, adaptive reuse, parking structures, and attached residential building types (such as work-live, stacked flats, multiplex, and row houses).

3.2 Potential Environmental Effects Identified
The APP EIR analyzed the following environmental resource topics: land use consistency and compatibility; population and housing; transportation and circulation; cultural and paleontological resources; biological resources; air quality and greenhouse gases; noise; geology, soils, and seismicity; hydrology and water quality; hazards and hazardous materials; aesthetics; public services and recreation; and utilities and service systems.

Significant and unavoidable impacts, even with implementation of mitigation measures, were identified in the APP EIR for the following environmental resource topics: transportation and circulation; cultural resources; air quality and greenhouse gases; and noise. In addition, the APP EIR identified mitigation measures that would reduce significant impacts to less-than-significant levels for the following resources:
biological resources; geology, soils, and seismicity; hydrology and water quality; hazards and hazardous materials; aesthetics; and utilities and service systems.

Mitigation measures applicable to the development of Site A from the approved Mitigation Monitoring and Reporting Program for the APP EIR are listed in Attachment A. As described for each environmental resource topic in the Checklist, with implementation of these mitigation measures, the proposed project would not result in significant impacts beyond those analyzed in the APP EIR. All of the mitigation measures identified in the EIR were adopted and incorporated into the APP by Resolution No. 14891.

4.0 PROJECT DESCRIPTION

4.1 Overview
The Alameda Point Town Center and Waterfront Precise Plan (Town Center Plan) envisions Site A as a transit-oriented mixed-use project that helps realize the City of Alameda's vision for the development of Alameda Point.* Development of the proposed mixed-use project at Site A on Alameda Point (proposed project) would entail the redevelopment of a 68-acre portion of the former NAS Alameda. The proposed project would serve as the retail core of Alameda Point, and at full buildout, would include up to 800 residential units and 600,000 square feet of retail, commercial, and hotel uses, which would occupy new buildings and repurposed existing buildings. The total number of residential units and commercial/ retail/hotel square footages are an estimated maximum; the square footage of actual constructed uses may 3 Although the APP DraftER shows the Site A area being located across both the Town Center and Waterfront and the Main Street Neighborhood sub-areas, the zoning adopted for the APP corrected this to show Site A entirely within the Town Center and Waterfront Sub- district.

As specified in the Town Center Plan, it is a specific plan for the implementation the City of Alameda's vision for the heart of the former NAS Alameda and fulfills the request for a Town Center Waterfront Masterplan required under AMC 30-4-24 Alameda Point District.

April 2015 6
Site A of the Alameda Point Project Environmental Checklist for Streamlined Review be slightly less, as summarized in Table 1. In addition, approximately 13.35 acres of open space and parks would be developed as part of the proposed project. New and replacement infrastructure, including The proposed project would be developed over three phases: as specified in the Disposition and Development Agreement, the entire proposed project may be constructed by 2035, although it may be completed prior to that depending on market conditions. The first phase would entail construction of approximately 669 residential units, approximately 96,000 square feet of retail uses, and approximately

4.97 acres of open space, including a waterfront park along Seaplane Lagoon. In addition, existing. buildings outside of Phase 1, such as Building 113, Building 117, Building 118, and Building 162, may be occupied with uses consistent with the Town Center Plan during any phase. The second phase would include approximately 131 residential units; approximately 59,000 square feet of retail uses and an approximately 100,000-square-foot hotel; and approximately 4.79 acres of open space. The third phase would include 309,650 square feet of commercial uses in new construction and repurposed existing buildings, approximately 3.59 acres of open space, and a parking structure. Infrastructure improvements would be constructed along with each phase of development.

This Checklist addresses all phases of the Site A development, based on the information available at this time. City design review and approval of the subdivision map for proposed project phases may include modifications to the plans as considered and evaluated; subsequent CEQA review for consistency with the certified EIR may occur at that time, depending on the extent of those modifications. The project approvals required for Site A are listed below under Section 6.

4.2 Project Location
The project site, referred to as Site A, is an approximately 68-acre area on Alameda Point, the former NAS Alameda west of Main Street at the western end of Alameda Island, in the City of Alameda, California, as shown on Figure 1. Site A is designated to be the town center area of Alameda Point, and has approximately 1,500 lineal feet of frontage on the Seaplane Lagoon.

Site A is located along West Atlantic Avenue, which serves as a gateway to Alameda Point from Main Street, and is bounded by Main Street to the east and West Tower Avenue to the north. It includes the parcels immediately south of West Atlantic Avenue (a westward extension of RAMP) and the parcels just west of Ferry Point. The Seaplane Lagoon forms the southwestern boundary along the site.

The site is accessible from Interstate 880, which is approximately 2.5 miles to the north of the site; regional access to Site A is via State Route 260 through the Webster-Posey Tube, connecting the island of Alameda and the City of Oakland, approximately 2 miles to the northeast of the site. The Alameda Main Street public ferry terminal is 1 mile to the north of Site A.

4.3 Existing Conditions
Site A is relatively flat, with sparse vegetation, and is occupied by structures and other vestiges of the military activities that took place at NAS Alameda during its operation from 1940 to 1997. The site is predominantly paved with asphalt; it is developed with large warehouse buildings along the northern edge of the site, with other industrial and commercial buildings and structures scattered across the site. West Atlantic Avenue serves as the primary access road within the site from Main Street, with landscaped gateway areas along the avenue. Several wide streets, designed by the United States Navy (Navy) for the movement of large equipment, extend through Site A, including east/west streets Avenue F, West Trident Avenue, West Seaplane Lagoon Avenue, and West Atlantic Avenue; and north/south streets Ferry Point, Orion Street, and Hancock Street. Along Seaplane Lagoon, Site A includes a small marina with a breakwater, a landscaped public area, and a boat ramp.

April 2015 7
Site A of the Alameda Point Project Environmental Checklist for Streamlined Review Table 1
Existing and Proposed Buildings and Uses
Existing Building Building Square Building Number
Project Parcel Proposed Use/ Footage, Units, or Acres/
Phase Number Acres Square Feet/Height? Building Type Height of Parking Spaces (feet) 3 Stories
Phase 1 la 0.85 No existing buildings Residential/
15 units/ up to 30 spaces 35 3
Townhomes
6 2.83 Building 173 Residential/
200/17 64 units/ up to 128 spaces 40 3
Townhomes

2.43 Building 90 Residential/ 160 units/up to 120 spaces 4,500/17 40 3
Townhomes
Building 119
5,800/14
Building 527
(partial)
8,400/19
8 1.73 Building 527 Residential.
128 units/up to 192 spaces 50 5
(partial) Podium
3400/18
9 2.42 Building 112 Residential/
182 units/up to 273 spaces 65 5
partial) Podium
0006/18
10 4.08 Building 67 Open Space 3.05 acres
-
14,000/28
Building 98 8,200/18 Retail 46,000 square feet/ 35
Building 112$ 50 spaces
9,460/18
11 1258 Baiting 66 Mixed Use Residential:
656 7
220 units/up to 330 spaces
28,542/36 Retail:

Building 13 50,000 square feet/
(partial) 24 spaces
39,000/28
18 1.35 Open Space

1.92 acres - -
Phase 1 Subtotal 16.92 Residential: 669 units/up to 1,073 parking spaces Retail: 96,000 square feet/74 parking spaces
Open Space: 4.97 acres
Phase 2 1b 4.24 Residential/
27 units/up to 54 spaces 35 3
Townhomes
2 1.15 Open Space 1.15 acres
-
3 2.09 Residential/ 106 units/up to 159 spaces
Podium/surface 65 5
lot
4 2.15 Building 162 Mixed Use/ Hotel: 100,000 square feet 65 (partial) 6
Parking (approximately 150
107,029/36 rooms)/approximately 112
parking spaces
Retail: 6,000 square feet
Parking Structure: up to
560 parking spaces
April 2015
8 Site A of the Alameda Point Project Environmental Checklist for Streamlined Review Table 1
Existing and Proposed Buildings and Uses (Continued)
Existing Building Building Square Building Number
Project Parcel Number' Proposed Use/ Footage, Units, or Acres/ Height of Phase Number Acres Square Feet/Height? Building Type Parking Spaces (feet)? Stories Phase 2 5 3.49 Building 113 Open Space 3.10 acres
(cont'd) 13,115/38
12(a) 0.60 Retail® 20,000 square feet 35
12(b) 0.54 Open Space 0.54 acre -
13 0.40 Retail 13,000 square feet 50 1
Residential: 133 units/up to 213 parking spaces
Iotel: 100,000 square feet (up to 150 rooms)/up to 112 parking space:

Phase 2 Subtotal 14.26 Retail: 59,000 square feet
arking Structure: up to 560 parking space
pen Space: 4.79 acre
Phase 3 14 0.84 Parking Up to 670 parking spaces Up to 65 Up to 7'

7.53 Building 118' Commercial 161,700/up to 243 spaces 35 1 179,834/35
16 3.70 Building 1175 Commercial 90,950/up to 100 spaces 35 1 106,618/35
17 2.73 Building 271 57,000/ Commercial 57,000/up to 110 spaces 50 19 3.59 Open Space 3.59 acres - -
Commercial: 309,650 square feet/up to 453 spaces
Phase 3 Subtotal 18.39 Popi Space: ate: a creso 670 parking spaces Residential: 800 units/up to 1,200 parking spaces?
Hotel: 100,000 square feet (up to 150 rooms)/up to 112 parking spaces? Total 68
Notes:

Existing buildings listed on each parcel are approximate; portions of building may fall within proposed right-of-way.

Buildings shown in BOLD would remain/be incorporated into the proposed project.

Proposed building heights are approximate.

Affordable units.

A portion of the existing building would remain.

Town Center Plan permits heights greater than 65 feet with special consideration. Special consideration is given to projects with exceptional architectural design and those that support transit.

Includes rooftop level.

Retail space would be compliant with State Lands requirements.

Consistent with the Town Center Plan, the project would provide parking ratios as follows: residential uses up to 1.5 spaces per unit; commercial/retail uses - maximum of 3.40 parking spaces per 1,000 square feet; and commercial/hotel uses - maximum of 0.75 parking spaces per room.

Podium = Residential units above an above-ground garage.

TBD = to be determined; unknown at this time.
- = Not applicable.

April 2015
Pan Am Way
West Tower Avenue
271
117 118
512
1 3-8 67 393 517
564
98 112 119
527 173
90 398
West Atlantic Avenue
Seaplane Lagoon 113
162
Cartwright
Existing Ferry Sersice
Ferry Point Substation
Were Storpelt Are
Adaptive Main Street
Reuse Neighborhood
U:iGraphics/Alameda PointiFigures_AlamedaPoint.indd Waterfrant Town Cente? Adlentre Are
Enterprise
Open Space
04/09/15 hk SITE A EXISTING CONDITIONS
Not to Scale
Source: BAR Architects, 2015. Site A of the Alameda Point Project Alameda, California
FIGURE 1
Site A of the Alameda Point Project Environmental Checklist for Streamlined Review Site A consists of 19 development units, referred to herein as parcels, subject to further mapping, as listed in Table 1. Approximately 18 buildings and structures totaling approximately 500,400 square feet occupy Site A. According to the EIR, many of the buildings on the site are vacant; others are occupied by various uses, including civic and non-profit, manufacturing, film/events, business-related storage, and marine.

Cartwright Substation is a 115/12.47-kilovolt (kV) substation at the southeastern corner of the site that provides local electric distribution to Alameda Point and portions of the surrounding areas to the east.

This substation would remain in service throughout the redevelopment of Alameda Point, including As described in the Master Infrastructure Plan (MIP), the elevation of Alameda Point ranges from 1 foot to 8 feet, with areas immediately along the Seaplane Lagoon and extending along Ferry Point that are in the 100-year tide zone, and therefore vulnerable to flooding. Areas generally between West Trident Avenue and West Atlantic Avenue are also in the 100-year tide, and are therefore also vulnerable.

As described in the EIR, Site A is a former Navy site and includes contaminants that were remediated or are in the process of being remediated. Site A is designated as a National Priorities List site. It contains, or contained, contaminated soils and groundwater associated with past industrial, manufacturing, and military activities and uses, including one landfill, an airfield, and an oil refinery. In addition, as described in the EIR, the site is underlain by a layer of sediment (referred to as the Marsh Crust) that was deposited from the late 1800s to the 1920s, and was contaminated with semi-volatile organic compounds.

The City's Marsh Crust Ordinance applies to excavation on Site A.

4.4 Project Characteristics
Consistent with the Town Center Plan and Chapter 3, Project Description, of the APP EIR, Site A is proposed for a mixed-use, transit-oriented, residential/commercial development, and would serve as the retail core of Alameda Point. As shown on Figure 2, at full buildout, the proposed project would include approximately 800 residential units, approximately 200,000 square feet of new retail, and up to 400,000 square feet of existing buildings to be repurposed for retail/commercial uses. As shown in Table 1, the proposed project would be developed over three phases, with the first phase consisting of approximately 669 residential units, approximately 96,000 square feet of retail uses, and approximately

4.97 acres of open space, including a waterfront park along Seaplane Lagoon.

As stated above, the proposed project would include up to 800 residential units and up to 600,000 square feet of retail, commercial, and hotel uses, which would be 625 fewer housing units and 4.9 million fewer square feet of commercial and workplace uses than analyzed in the APP EIR. Table 2 compares the estimated number of housing units and square feet of commercial uses, resident population, and jobs identified in the APP EIR to the proposed Site A development.

The proposed Site A development would result in a household population of approximately 1,816 persons, which would be approximately 56 percent of the residents estimated in the APP EIR. addition, the proposed project would result approximately 971 jobs, which would be approximately 11 percent of the jobs anticipated in the APP EIR."
5 The APP EIR anticipated 1,425 residential units with a mix of household types, resulting in approximately 3,240 residents, based on an estimated 2.27 persons per household. Using this ratio, the proposed project would result in approximately 1,816 persons. 6 The APP EIR anticipated a total of 5.5 million square feet of commercial and workplace facilities, resulting in approximately 8,900 jobs based on an estimated 618 square feet of commercial square footage per job. Using this ratio, the proposed project would result in approximately 971 jobs.

April 2015 11
80000001-
(16)
(E) BLOG 40
+/• 60°
(14) *
10)

TE BEDG T
ELSH
12a
(04)

SEAPLANE LAGOON
LEGEND
(E) EXISTING BUILDING 00000208: EXISTING CARTWRIGHT SUBSTATION COMMERCIAL (OFFICE/MANUFACTURING) 0000000065
(##) BLOCK NUMBER MINE

RESENTAL PARING
P SURFACE PARKING RESIDENTIAL OVER ADAPTABLE (E) BLDG 14 H- 30

POTENTIAL PARKING GARAGE GROUND FLOOR & PARKING

PUBLIC PARKING RESIDENTIAL TOWNHOME
OPEN SPACE - NEIGHBORHOOD PARK RETAIL (SHOPS & RESTAURANTS) *THIS SITE PLAN & BUILDING CONFIGURATIONS ARE

ILLUSTRATIVE ONLY

CASTED THUSES CONSISTENT MTH THIS PLAN
• FEET DURING ANY PHASE
Source: BAR Architects, 2015.

ILLUSTRATIVE SITE PLAN - ALL PHASES
Site A of the Alameda Point Project
Alameda, California
FIGURE 2
Site A of the Alameda Point Project Environmental Checklist for Streamlined Review Table 2
Comparison of Population and Jobs for Alameda Point and Site A Project Housing Resident Commercial/Workplace
Project Units Population Total
Facilities (square feet) Employment (Jobs)
APP EIR 1,425 3,240

5.5 million 8,900
Site A Project 800 1,816

0.6 million 971
Difference 625 1,424

4.9 million 7,929
repurposing of existing buildings for residential, retail, and commercial uses; (2) proposed parks and open This section describes the elements of the proposed project as follows: (1) proposed new buildings and spaces; and (3) proposed infrastructure improvements, including streetscape and circulation, and utilities.

As specified in the Disposition and Development Agreement that would be approved for the proposed project, the project sponsor would--in addition to constructing the project elements described above- construction of an initial phase of the sports complex and a new ferry terminal at Seaplane Lagoon, which provide financial contributions toward public amenities and benefits on Alameda Point, such as the have been described and analyzed in the EIR.

4.4.1 Existing Buildings to be Repurposed
The proposed project includes the reuse of approximately seven buildings on Site A. These include buildings 67, 98, 113, 117, and 118, as well as portions of 112, as shown in Table 1. Phase 1 would retain and possibly reuse building 162; however, this building would be demolished in a later phase. Currently, would be converted to retail occupancy in Phase 1. Buildings 117 and 118 would remain in use until these buildings have a variety of uses, including light industrial uses. Buildings 67, 98, 112, and 113 Phase 3, when they would be adapted based on market conditions.

4.4.2 New Buildings
Five building types would be constructed under the proposed project, as listed in Table 1 and described below.
• Townhome. Residential three-story townhomes would be clustered around auto-courts, with three stories and 35 feet tall, and include both two- and three-bedroom units. Consistent with the their entries facing either public rights-of-way or pedestrian walkways. Buildings may be up to Town Center Plan, certain townhomes would be provided with raised stoops and some would be flush with grade and designed with a ground-floor frontage capable of being adapted for non- residential uses.
• Podium. Residential podium buildings would have a ground-level parking garage below the podium level, with residential uses wrapped along the building street frontage. Residential units would be located above the podium level, with multiple unit types, including studios, and one-, two-, and three-bedroom flats. Buildings may be up to five stories and up to 65 feet in height. • Mixed Use. Mixed-use buildings would have a design similar to the podium building type, and would contain a mix of uses at the ground level, such as retail; food and beverage service; parking; residential; and hotel. In this building type, either residential units or hotel rooms would April 2015
13 Site A of the Alameda Point Project
Environmental Checklist for Streamlined Review
screened from the street. Buildings may be up to seven stories and 65 feet in height. be constructed above the podium level. Parking would be below the podium level, and visually • Commercial. The commercial building type would have large spaces and volumes, which would be suitable for a variety of commercial and light-industrial uses, and would generally be of wood and/or metal construction. Buildings would be one story, and up to 35 feet in height. • Retail. The retail building type would be primarily one-story structures, characterized by visually transparent façades (such as glass), multiple points of entry along the building, and minimum ceiling heights of 14 feet. Retail uses would vary from general merchandise; food and beverage; entertainment; and service. Streetscapes along the storefronts would be designed with pedestrian amenities.

4.4.3 Parks and Open Spaces
unique character and programming intended to create accessible and walkable community open space, as Site A would be developed with three distinct park-themed areas or districts; each district would have a Seaplane Lagoon, along the southern edge of RAMP to Main Street, and along the Site A frontage on described below. A portion of the Bay Trail would be constructed along the northeastern edge of the Main Street, generally from RAMP north to West Tower Avenue. the residential uses. In addition to the public open spaces/parks described below, private open space would be developed for The Waterfront Park District would include an approximately 7.23-acre park along the shoreline of the Seaplane Lagoon. Amenities would be designed for water-oriented activities and views, and would include pedestrian walks, bicycle paths, vista points, seat/rest areas, flexible plaza space for events, and access to the water.

The Urban Park District would include an approximately 3.05-acre adaptive reuse park, with spaces for retail uses such as cafés, markets, and seating; and would provide pedestrian walks, bicycle paths, and flexible open-space zones. The park would be designed to provide information about the former uses of the base, and salvaged post-industrial materials such as train tracks would be integrated into the design.

The Neighborhood Park District would provide an approximately 1.15-acre park along RAMP, the main entry road, which would retain the existing Corsair Il aircraft display and existing Cypress tree along the constructed along G Street. Amenities would include areas for informal picnicking, seating, bicycle southern edge of RAMP. In addition, an approximately 1.35-acre linear neighborhood park would be paths, and areas for active uses such as a crossfit station and a tot-lot area.

4.4.4 Infrastructure Improvements
Proposed infrastructure improvements would be consistent with the MIP® for the APP. General improvements are described below.

Streetscape, Circulation, and Parking
of modes of transportation, and would provide pedestrian, bicycle, and transit facilities. New roadways Site A would be developed with a "complete streets" transportation network that would support a variety would be constructed, and existing roadways would be re-aligned, resulting in a grid street network on the Carlson, Barbee, Gibson, Inc., 2014. Master Infrastructure Plan, Alameda Point, Alameda, California. March 31.

April 2015
Site A of the Alameda Point Project
Environmental Checklist for Streamlined Review
site. West Atlantic Avenue would be realigned and renamed as an extension of RAMP from east of Main landscaped, and the portion of the Bay Trail along Main Street from RAMP to West Tower Avenue Street. RAMP would serve as a gateway to Site A. The project frontage along Main Street would be would be constructed. Intersection improvements would be made at RAMP and Main Street to improve signalization, and vehicular, pedestrian, and bicycle circulation. as Pan Am Way; and a network of local streets with connecting alleys. Sidewalks would be constructed The street system would include regional arterials, such as Main Street and RAMP; collector streets, such addition, bicycle facilities—including separated bicycle paths, shared pedestrian and bicycle paths, and along streets, with widths varying between 6 and 15 feet, based on street right-of-way sections. In bicycle lanes with painted buffer strips-—would be constructed throughout the site. A dedicated bus rapid transit lane would be constructed along a portion of the RAMP extension.

Utilities and Site Improvements
The MIP describes the planned backbone infrastructure, anticipated to consist primarily of new infrastructure installed to support the uses in Site A. The backbone infrastructure is the major framework of streets and utilities, generally based on the existing street grid within Site A. addition, the proposed utility systems described in the MIP include stormwater, wastewater, potable The MIP outlines potential corrective geotechnical and flood protection improvement measures. anticipated to connect to existing public facilities at the perimeter of Site A. The proposed electrical water, recycled water, electrical, natural gas, and telecommunication systems. Each of these systems is West Atlantic Avenue (future RAMP) and Main Street. system would connect to the existing Cartwright Substation, which is in Site A near the intersection of Lagoon, shoreline flood protection improvements would be installed to a minimum elevation of 7.6 feet rise adaptive management strategy for Alameda Point. Along the eastern perimeter of the Seaplane (City Datum) along Site A, based on the MIP design criteria 100-year tide, plus 24-inch sea-level rise, plus 1-foot wind/wave run-up, plus 1-foot freeboard. Geotechnical corrective measures to address liquefaction potential and stabilize the building sites may include soil improvement techniques such as soil-cement mixed columns, drilled displacement columns, stiffened foundations, and/or piles. In the site would be raised up to 3 feet above the existing ground level, requiring approximately addition, the site would be graded to achieve the minimum required elevations per the MIP. Portions of imported to the site. 360,000 cubic yards of on-site grading (cut to fill), and approximately 100,000 cubic yards of soil to be Stormwater. A new stormwater collection system would be constructed, consisting of pipelines, manholes, inlets, pump stations, multi-purpose basins, and outfalls. The new stormwater system would be designed to convey the 25-year design storm with 6 inches of minimum freeboard. Additionally, the system would accommodate the 100-year storm, with a maximum ponding in the streets of up to the top toward the northeastern edge of the Seaplane Lagoon. This new outfall would convey stormwater runoff of curb at low points in the street profiles. A new stormwater outfall would replace an existing outfall from Site A into the Bay, and would include tide valves to prevent tidal influences in the system. Due to project would implement low-impact development principles for the management and treatment of high groundwater table, and the limited potential for collecting and reusing stormwater, the proposed stormwater runoff. Although much of the system would be gravity-based, pumping may be necessary to convey treated flows to bioretention areas.

April 2015
15 Site A of the Alameda Point Project
Environmental Checklist for Streamlined Review
Potable Water Improvements. The existing water system would be replaced with a new potable water pipelines would connect to the existing East Bay Municipal Utility District (EBMUD) water facilities in distribution system in phases consistent with the development build-out. The proposed distribution Main Street. The proposed distribution system would range in size from 8 inches to potentially 16 inches in diameter. The proposed water distribution facilities would be installed in the backbone streets, providing potable and fire water to the proposed project.

Wastewater. The proposed project would replace the existing wastewater system with a new wastewater collection system that would be owned and operated by the City of Alameda. The proposed collection pump station(s) and force main pipelines. The proposed wastewater collection facilities would be system would include gravity pipelines ranging in size from 8 inches to 24 inches in diameter, and lift/ installed in the backbone streets in Site A. The proposed system would connect to EBMUD's existing Pump Station R at the Main Gate. Pump Station R conveys wastewater flows to the EBMUD treatment plant in Oakland.

Recycled Water. A network of recycled water pipelines is anticipated to be constructed in the proposed rights-of-way of major backbone streets, and would range in size from 6 to 12 inches to serve the open space and public landscaping. The recycled water facilities would be designed and constructed in source be available. accordance with EBMUD's regulations, standards, and specifications, should provisions for a permanent Electricity. The existing overhead transmission lines in Site A would be replaced with a new development build-out. The proposed electric distribution system would consist of new underground other utility distribution equipment, including its supervisory control and data acquisition communication monitoring and controls. The electrical conduits and cables would be placed in a joint utility trench along the backbone streets. This trench would also accommodate the natural gas, telephone, cable television, possible ancillary fiber optic cable systems, and streetlight facilities.

Natural Gas. A new natural-gas-distribution system would be installed throughout Site A, replacing the existing natural gas system in phases consistent with the development build-out. This system would connect to the existing 8-inch main near the intersection of West Atlantic Avenue and Main Street. The proposed gas facilities would be constructed in the backbone streets in a phased implementation. television, would be installed. Additional empty conduits would be installed to accommodate the New Telecommunications Systems. New telecommunications systems, including telephone and cable implementation of fiber optics by other service providers. These systems would connect to the existing systems east of Site A, near Main Street. The proposed telecommunication facilities would be constructed in the backbone streets.

4.5 Phasing and Construction
utility and street infrastructure constructed prior to completion of vertical construction for each phase. Site A would be constructed in three phases, with demolition and grading preceding each phase, and improvements would be installed as needed to connect to adjacent facilities and roadways to provide Approximately 279,429 square feet of existing buildings would be demolished. Temporary access and utilities until future development occurs.

The proposed project infrastructure improvements would be phased to accommodate the scheduled build- All below-grade utility and street surface improvements that are necessary to comply with the local, state, out of the residential, retail, commercial, parks, and open space planned for each phase of development.

April 2015
16 Site A of the Alameda Point Project Environmental Checklist for Streamlined Review and federal requirements and applicable law would be completed to deliver a fully functional phase. The hasing of the infrastructure improvements may vary depending on final build-out mix and need. Al ocal in-tract streets (streets within the parcels) necessary to provide access and utility connections woul be constructed in the appropriate phase. Each phase would also require interim transitions from the permanent improvements to the existing utilities and roadway sections.

Phase 1
Phase 1 would generally involve the construction of buildings, parks, streets, and utilities between Main Street on the east and Pan Am Way on the west, and between G Street/C Street on the north and RAMP on the south. In addition, existing buildings outside of Phase 1— such as Building 113, Building 117, Building 118, and Building 162-may be occupied with uses consistent with the Town Center Plan during any phase.

Installation of underground utilities and surface street improvements would occur first at the intersection of Main Street and RAMP, and then extend toward the western connection at Pan Am Way. Phase 1 street improvements would include construction of RAMP, A, B, C, and G streets, as well as Orion Street between RAMP and G Street, and Pan AM Way in front of Parcel 11. Main Street frontage improvements described above would be constructed during Phase 1.

Phase 1 would also include improvements to the waterfront park and shore edge along the Seaplane Lagoon, from the northeastern corner to approximately 500 lineal feet to the west. The approximately

3.05-acre urban park and the approximately 1.35-acre linear neighborhood park along G Street would be constructed during this phase.

Phase 2
Phase 2 would involve the construction of buildings, parks, streets, and utilities south of RAMP, between Main Street on the east and the Seaplane Lagoon on the west, as well as between Pan Am Way and F Street. Installation of underground utilities and street surface improvements would include Orion and C streets and Ferry Point Way from RAMP to the southern edge of Site A; E Street from Pan Am Way to the west; and F Street.

Phase 2 would also include construction of the waterfront park along Seaplane Lagoon, from RAMP to the south of Site A, covering approximately 275 lineal feet; as well as construction of the approximately

0.54-acre park on Parcel 12. In addition, the approximately 1.15-acre neighborhood park space along RAMP would be constructed during this phase.

Phase 3
Phase 3 would involve the construction of buildings, parks, streets, and utilities generally north of G and C streets, and generally from Main Street to Pan Am Way. Phase 3 would also include the extension of Orion Street and Pan Am Way improvements north to West Tower Avenue, and construction of D and C streets. The final Seaplane Lagoon park improvements would be installed along the western edge of Site A on Parcel 19.

4.6 Project Approvals

4.6.1 City of Alameda
Disposition and Development Agreement specifying the price and terms of payment for project site and development obligations.

April 2015
Site A of the Alameda Point Project Environmental Checklist for Streamlined Review • Development Agreement vesting the rights to develop the project site, as set forth under the terms of that agreement.
• Development Plan including a detailed site plan, with backbone and in-tract street alignments and Section 30-4.13 (i) of the Alameda Municipal Code. sections, building footprints and massing, landscape concepts, and a phasing plan, pursuant to Tentative and Final Maps, Design Review, and Conditional Use Permits or variances, if determined necessary, for each phase of development.

Density bonus waiver for construction of multi-family housing, and Affordable Housing Unit Plan.
• Site Management Plan providing guidelines for development activities to be conducted in a manner to protect the health and safety of workers, residents, visitors, and the environment. • Infrastructure Improvement Plans for the improvement of the on-site and adjacent off-site streets, communications facilities for each phase of development. open space, wastewater, stormwater, potable water, recycled water, power, natural gas, and • Excavation permit per City of Alameda Marsh Crust Ordinance. • A design-level geotechnical analysis to confirm that the necessary corrective measures would be prepared as part of the design process of proposed improvements. • Transportation Demand Management Plan Compliance Strategy. • Demolition, grading, and building permits.
• The City of Alameda Public Works Department and Alameda Municipal Power would be responsible for reviewing and approving each of their respective components of the proposed infrastructure improvements with each development.
• All proposed improvements and structures would be compliant with the avoidance and Service; the Declaration of Restrictions recorded on the Alameda Point property; and a minimization measures outlined in the Biological Opinion issued by the U.S. Fish and Wildlife Memorandum of Agreement with the Veterans' Administration for lighting mitigation measures related to protecting the least tern colony in the Veterans' Administration property. The City of Alameda would review all proposed improvements to ensure compliance.

4.6.2 Other Agencies
• Regional Water Quality Board - Section 401 water quality certification required for activities in wetlands or below the ordinarily high water line, such as for the construction of the stormwater • U.S. Army Corps of Engineers - Improvements in the waters of the United States require a Section 404 permit, such as for construction of the stormwater outfalls or any shoreline flood protection measures below the ordinary high water line. • Bay Conservation and Development Commission - Permit for improvements or proposed structures in the Bay or within 100 feet of the Bay shoreline.

April 2015
Site A of the Alameda Point Project Environmental Checklist for Streamlined Review • Bay Area Quality Management District - Permit for asbestos abatement activities. • EBMUD - Review and approval of proposed water, wastewater, and recycled water infrastructure improvements.
• Pacific Gas and Electric Company - Review and approval of proposed electrical and natural gas infrastructure improvements.

April 2015 19
Site A of the Alameda Point Project Environmental Checklist for Streamlined Review

5.0 EVALUATION OF ENVIRONMENTAL EFFECTS
proposed project to the effects previously identified for the APP's Development Program (including This Checklist compares the potential environmental impacts that may result from implementation of the Site A), to determine whether the proposed project's environmental impacts were adequately addressed in the APP EIR per CEQA Guidelines Sections 15162 and 15183, as described under Section 2.0, above.

The checkboxes in the Checklist indicate whether the proposed project would result in environmental impacts, as described below:
• Equal or Less Severity of Impact than Previously Identified in APP EIR - The severity of the specific impact of the proposed project would be the same as or less than the severity of the specific impact described in the APP EIR.
• Substantial Increase in Severity of Previously Identified Significant Impact in APP EIR - The proposed project's specific impact would be substantially greater than the specific impact described in the APP EIR.
• New Significant Impact - The proposed project would result in a new significant impact that was not previously identified in the APP EIR.

Where the severity of the impacts of the proposed project would be the same as or less than the severity of Identified in APP EIR is checked. Where the checkbox for Substantial Increase in Severity of Previously the impacts described in the APP EIR, the checkbox for Equal or Less Severity of Impact Previously Identified Significant Impact in APP EIR or New Significant Impact is checked, there are significant impacts that are:
• Peculiar to project or project site (CEQA Guidelines Section 15183[b][3]); • Not analyzed as significant impacts in the previous EIR, including off-site and cumulative impacts (CEQA Guidelines Section 15183[b][2]);
• Due to substantial changes in the project (CEQA Guidelines Section 15162[a][1]); • Due to substantial changes in circumstances under which the project will be undertaken (CEQA Guidelines Section 15162[a][2]); or
• Due to substantial new information not known at the time the EIR was certified (CEQA Guidelines Sections 15162[a][3] and 15183[b][4]).

As described under Section 3.2, above, the APP EIR analyzed the following environmental resource topics, which are present in the Checklist below in the order that they are presented in the EIR, as follows:
land use consistency and compatibility; population and housing; transportation and circulation; cultural and paleontological resources; biological resources; air quality and greenhouse gases; noise; geology, soils, and seismicity; hydrology and water quality; hazards and hazardous materials; aesthetics; public services and recreation; and utilities and service systems. The first section under each resource topic in the Checklist provides a summary of the potential environmental impacts that may result from the APP, as evaluated in the APP EIR. The second section describes the proposed project and its consistency with the EIR, identifies applicable mitigation measures, and discusses the adequacy of the EIR analysis. For the purposes of this Checklist, it is assumed that the proposed project will be required to comply with all applicable mitigation measures identified in the APP EIR and adopted and incorporated into the APP, as described in the Checklist.

April 2015
20 Site A of the Alameda Point Project Environmental Checklist for Streamlined Review This Checklist hereby incorporates by reference the APP EIR discussion and analysis of all potential environmental impact are included. The EIR significance criteria have been consolidated and abbreviated environmental impact topics; only those environmental topics that could have a potential project-specific in this Checklist for administrative purposes; a complete list of the significance criteria can be found in the APP EIR.

Equal or Less
Severity of Substantial
Impact than Increase in Severity
Previously of Previously

1. Land Use Consistency and Compatibility Identified in Identified Would the project: Alameda Point Significant Impact New Significant Project EIR in EIR Impact
a. Physically divide an established community;
•
• Conflict with any applicable land use plan,
policy, or regulation of an agency with
local coastal program, or zoning ordinance)
adopted for the purpose of avoiding or
mitigating an environmental effect; or
C. Conflict with any applicable habitat
conservation plan or natural community D
conservation plan.

Findings of the APP EIR
The APP EIR determined that the APP would have less-than-significant project-level and cumulative land use impacts caused by the physical division of an established community; conflicts with applicable land use plans, policies, or regulations of an agency with jurisdiction over the project (including, but not limited to, the General Plan and zoning ordinance) adopted for the purpose of avoiding or mitigating an environmental effect; or conflicts with
Conservation Plans. Therefore, no mitigation measures related to potential land use impacts were applicable Habitat Conservation Plans or Natural Community required.

The Town Center Plan created seven sub-districts, each of which are subject to form-based development standards, such as permitted building types and heights, and orientation and use regulations for the property, including permitted and conditional permitted uses.

Development of Site A
Land uses designated for the Town Center and Waterfront Sub-district include waterfront restaurants, retail, hotels, entertainment, other visitor-serving uses, and multi-family housing. As described in the • APP EIR, new building types include commercial block, workplace commercial, adaptive reuse, parking structures, and attached residential building types (such as work-live, stacked flats, multiplex, and row houses). The proposed project would serve as the retail core of Alameda Point, and at full buildout, would include up to 800 residential units and 600,000 square feet of retail, commercial, and hotel uses, which would occupy new buildings and repurposed existing buildings. In addition, approximately replacement utilities and infrastructure and new streets and streetscape improvements would be constructed on the project site. The project would improve connections interior to Site A, and between April 2015
21 Site A of the Alameda Point Project
Environmental Checklist for Streamlined Review
the site and surrounding areas, by constructing additional streets and pathways, and multi-modal amenities such as bikeways and pedestrian improvements.

The project would be constructed over three phases. Existing buildings outside of Phase 1, such as Building 113, Building 117, Building 118, and Building 162, may be occupied with uses consistent with the Town Center Plan during any phase. Development of Site A would conform to the requirements of guidelines included in the Town Center Plan, which were analyzed in the APP EIR. the General Plan Amendment, the Zoning Ordinance Amendment, and the land use and development above, development of Site A would not substantially increase the severity of the less-than-significant Based on an examination of the analysis, findings, and conclusions of the APP EIR, and on the discussion land use consistency and compatibility impacts identified in the APP EIR, nor would it result in new significant land use consistency and compatibility impacts that were not identified in the APP EIR.

Equal or Less
Severity of Substantial
Impact than Increase in Severity
Previously of Previously

2. Population and Housing Identified in Identified
Would the project: Alameda Point
Project EIR Signifin nt Impact Ner Significant
Impact
a. Induce substantial population growth in an
area, either directly (for example, by
proposing new homes and businesses) or
indirectly (for example, through extension of
roads or other infrastructure;
b. Displace substantial numbers of existing
housing, necessitating the construction of
replacement housing elsewhere; or
c. Displace substantial numbers of existing
people, necessitating the construction of
replacement housing elsewhere.

Findings of the APP EIR
population and housing impacts related to direct or indirect inducement of substantial population or The APP EIR determined that the APP would have less-than-significant project-level and cumulative housing growth; displacement of substantial population or housing; and additional population, housing, or employment growth, or displacement of existing residents or housing units, on a regional level.

Therefore, no mitigation measures related to potential land use impacts were required.

Housing and development as analyzed in the EIR would include approximately 1,425 residential units, of which 1,157 would be new units and 268 are existing single-family and multi-family housing units, employment-generating uses in existing and newly constructed buildings, which would generate jobs for resulting in approximately 3,240 persons. The EIR also analyzed approximately 5.5 million square feet of approximately 8,900 employees. Most of these jobs would be filled by people already living in the area, or by the new residents of the new housing units; these jobs would not induce an unanticipated influx of new labor into the region.

April 2015
22 Site A of the Alameda Point Project
Environmental Checklist for Streamlined Review
Development of Site A
The development of Site A would include approximately 800 residential units, and 600,000 square feet of

5.5 million square feet of commercial facilities studied in the APP EIR. Additionally, as shown in commercial/retail/hotel uses, which is less than the total 1,425 residential units and approximately Table 2, the population growth associated with development of Site A would be approximately 1,816 3,240 residents and 8,900 jobs analyzed in the APP EIR. Therefore, the amount of growth proposed for persons (56 percent of total) and an estimated 971 jobs (11 percent of total), less than the approximately Site A was anticipated in the Town Center Plan, and is well within the growth evaluated in the EIR. In addition, there is no housing currently in Site A; therefore, the project would not result in the displacement of housing. Based on an examination of the analysis, findings, and conclusions of the APP EIR, and on the discussion above, development of Site A would not substantially increase the severity of new significant population and housing impacts that were not identified in the APP EIR. the less-than-significant population and housing impacts identified in the APP EIR, nor would it result in -
Equal or Less
Severity of Substantial
Impact than Increase in Severity
Previously of Previously

3. Transportation and Circulation Identified in Identified Would the project result in:! Alameda Point Significant Impact | New Significant Project EIR in EIR Impact
Conflict with an applicable plan, ordinance, or
policy establishing measures of effectiveness
for the performance of the circulation system,
taking into account all modes of
transportation, including mass transit and non-
motorized travel and relevant components of
the circulation system, including but not
limited to intersections, streets, highways and
freeways, pedestrian and bicycle paths, and
mass transit;
Conflict with an applicable congestion
limited to level of service standards and travel
established by the congestion management
agency for designated roads or highways;
C. Result in a change in air traffic patterns,
including either an increase in traffic levels or
a change in location that results in substantial
safety risks;
d. Substantially increase hazards due to a design
feature (e.g., sharp curves or dangerous
intersections) or incompatible uses (e.g., farm
equipment);
April 2015
23 Site A of the Alameda Point Project
Environmental Checklist for Streamlined Review
Equal or Less
Severity of Substantial
Impact than Increase in Severity
Previously of Previously

3. Transportation and Circulation Identified in Identified Alameda Point Significant Impact
Would the project result in:! New Significant
Project EIR in EIR
Impact
e. Conflict with adopted policies, plans, or
programs regarding public transit, bicycle, or
pedestrian facilities, or otherwise decrease the
performance or safety of such facilities; or
f. Conflict with adopted policies, plans, or
programs regarding public transit, bicycle, or
pedestrian facilities, or otherwise decrease the
performance or safety of such facilities.

The APP EIR also included an analysis of potential transportation and circulation impacts based on criteria recommended by the City of Alameda Transportation Commission, the City of Oakland CEQA thresholds (for intersections in Oakland), Caltrans (for freeway segments these specific criteria are not listed here, the discussion below reflects the results of this analysis. Please refer to the APP EIR for these and ramps), and the Alameda County Transportation Commission (for Congestion Management Program roadway segments). Although specific criteria.

Findings of the APP EIR
transportation and circulation impacts at local study locations in the cities of Alameda and Oakland. The APP EIR also determined that the APP could result in significant project-level and cumulative During construction, the APP EIR determined that development facilitated by the APP would generate increases in traffic volumes on area roadways, resulting in a significant impact. impact to a less-than-significant level. The APP, at full buildout, would generate approximately Implementation of Mitigation Measure 4.C-1 (Construction Management Plan) would reduce this 33,429 daily vehicle trips, about 2,928 weekday morning (a.m.) peak-hour trips, and 3,294 weekday evening (p.m.) peak-hour trips. through 4.C-2o (TDM Program, Monitoring, and measures to implement physical improvements), and Even with the implementation of Mitigation Measures 4.C-2a Mitigation Measures 4.C-5a|
through 4.C-5ziv (TDM Program, Monitoring, Fund Fair Share Contribution to Transportation Improvements, and measures to implement physical improvements), the EIR determined that the redevelopment and reuse of NAS Alameda would result in significant and addition, project-level and cumulative transportation-related increases in peak-hour traffic volumes could unavoidable project-level and cumulative impacts at local study locations due to an increase in traffic. In potentially result in additional collisions involving pedestrians at the Oakland Chinatown intersections even with implementation of Mitigation Measure 4.C-9 (Chinatown Pedestrians). closest to the portals of the Webster and Posey tubes. This impact would be significant and unavoidable, The APP EIR determined that the APP would have negligible changes in density (vehicles per lane) and a minimal change in level of service on the freeway mainline or freeway ramps under project and/or could affect emergency response times, but-in accordance with the existing City requirements, cumulative conditions. The APP could result in an increase in traffic congestion on local streets that reviewed by local emergency services providers (including the police and fire departments) for standards, and regulations—-all development projects and transportation improvements would be consistency with their standards and provision of adequate emergency access. Overall, the APP EIR See APP EIR for a complete list of these measures.

April 2015
24 Site A of the Alameda Point Project Environmental Checklist for Streamlined Review determined that impacts to freeway facilities and emergency vehicle access would be less than significant, and no mitigation would be required.

Development of Site A
Site A would be developed with a "complete streets" transportation network that would support a variety of modes of transportation, and would provide pedestrian, bicycle, and transit facilities, consistent with the MIP. New roadways would be constructed, and existing roadways would be re-aligned, resulting in a grid street network on the site, as described under Project Description, above. The street system would include regional arterials, such as Main Street and RAMP; collector streets, such as Pan Am Way; and a network of local streets with connecting alleys. Sidewalks would be constructed along streets, with widths varying between 6 and 15 feet, based on street right-of-way sections. A dedicated bus rapid transit lane would be constructed along portions of the RAMP extension.

The development of Site A would include approximately 800 residential units, and 600,000 square feet of commercial/retail/hotel uses, which is less than the total 1,425 residential units and approximately

5.5 million square feet of commercial facilities studied in the APP EIR. Additionally, as shown in Table 2, the population growth associated with development of Site A would be approximately 1,816 persons (56 percent of total) and an estimated 971 jobs (11 percent of total), less than the approximately 3,240 residents and 8,900 jobs analyzed in the APP EIR. Therefore, the amount of growth proposed for Site A was anticipated in the Town Center Plan, and is well within the growth evaluated in the EIR.

Additionally, the proposed land uses and densities would be consistent with the project evaluated in the APP EIR.
(11 percent of total) analyzed in the APP EIR, the proposed project would not generate more weekday Because the proposed project contributes only a portion of the residents (56 percent of total) and jobs severity of the significant impacts previously identified in the APP EIR; therefore, project-generated trips were adequately covered in the previous analysis. Because the proposed project contributes to future traffic levels along affected roadways, the project sponsor would be required to adhere to specific mitigation measures from the APP EIR Mitigation and Monitoring Report Program, which are noted in Attachment A.

Implementation of specific mitigation measures (and other requirements to minimize transportation impacts) would be coordinated between the project sponsor and the City of Alameda, as appropriate.

Such measures shall include funding a fair share to the total costs of identifiable transportation improvements, and the implementation of a Transportation Demand Management (TDM) program pursuant to APP EIR findings and relevant project approvals. Additionally, the TDM Plan was approved by the City Council on May 20, 2014.

Based on an examination of the analysis, findings, and conclusions of the APP EIR, and on the discussion above, development of Site A would not substantially increase the severity of significant transportation and circulation impacts identified in the APP EIR, nor would it result in new significant transportatior and circulation impacts that were not identified in the APP EIR April 2015
25 Site A of the Alameda Point Project
Environmental Checklist for Streamlined Review
Equal or Less
Severity of Substantial
Impact than Increase in Severity
Previously of Previously
Cultural and Paleontological Resources Identified in Identified Would the project: Alameda Point Significant Impact New Significant Project EIR in EIR
a. Cause a substantial adverse change in the Impact
significance of a historical resource, as defined
in Section 15064.5;
b. Cause a substantial adverse change in the
significance of a unique archaeological •
resource, pursuant to Section 15064.5;
c. Directly or indirectly destroy a unique
paleontological resource or site or unique
geologic feature; or
d. Disturb any human remains, including those
interred outside of formal cemeteries. •
Findings of the APP EIR
The NAS Alameda Historic District contains 100 contributors, including 99 contributing buildings and Alameda Point contains the NAS Alameda Historic District, which covers approximately 406.5 acres.

District overlap with the Town Center and Waterfront Sub-district. The EIR determined that the APP structures, and contributing historic cultural landscape features. Portions of the NAS Alameda Historic Measure 4.D-1a could result in significant impacts to the NAS Alameda Historic District, and identified Mitigation Mitigation Measure 4.D-1c (Removal Mitigation Plans), and Mitigation Measure 4.D-5 (Implement (Historic Preservation Ordinance), Mitigation Measure 4.D-1b (Guidelines), implementation of these mitigation measures, impacts could remain significant and unavoidable. Mitigation Measure 4.D-1), all of which would reduce significant impacts; however, even with the contain buried prehistoric or historic-era sites. In addition, there are no known fossil sites in the project No archaeological resources have been recorded on Alameda Point, and the area has a low potential to There is no indication that the area has been used for burial purposes in the recent or distant past, and it is area, and the underlying geologic units have a low potential to yield significant paleontological resources. unlikely that human remains would be encountered in the project area. The EIR determined that impacts resulting from inadvertent discovery of archacological resources, paleontological resources, or human remains would be less than significant with implementation of Mitigation Measure 4.D-2 Measure 4.D-4 (Human Remains), Mitigation Measures 4.D-5 (Implement Mitigation Measure 4.D-1), (Archaeological Resources), Mitigation Measure 4.D-3 (Paleontological Resources), Mitigation and Mitigation Measure 4.D-6 (Implement Mitigation Measures 4.D-2, 4.D-3, and 4.D-4).

Development of Site A
development of new buildings in close proximity to the NAS Alameda Historic District or within the The APP EIR included an analysis of the potential effects to historic resources resulting from the the NAS Alameda Historic District. Within the Historic District, the proposed project would construct District, including the development of Site A. The portion of Site A that is west of Ferry Point Way is in 35 feet. These buildings would be consistent with the height limits designated in the NAS Alameda open-space improvements along the Seaplane Lagoon, as well as retail buildings with heights of up to Historic District Hanger sub-area and the Historic District Infill Guidelines described in the Town Center April 2015
26 Site A of the Alameda Point Project
Environmental Checklist for Streamlined Review
Plan. The project would maintain the character-defining views and street alignment through the project area, further described in Aesthetics, below.
buildings on Site A, as described under Section,4.1, and shown in Table 1, above; and would demolish Outside of the NAS Alameda Historic District, the proposed project would reuse approximately seven resource for the purposes of CEQA. Development in the Historic District, including modification of several other buildings. As described in the APP EIR, none of these buildings are considered a historic Measures 4.D-1a and 4.D-1b, as applicable. existing historic resources or the construction of new buildings, will require compliance with Mitigation Based on the records search performed as part of the APP EIR cultural resources analysis (which included in the project area (including Site A), and no indication that the project area has been used for burial a 0.5-mile radius around the project area, there are no known archaeological or paleontological resources purposes.

Measures 4.D-2, 4.D-3, 4.D-4, 4.D-5, and 4.D-6 to mitigate potential effects related to inadvertent However, the development of Site A would be required to implement Mitigation discovery of cultural resources.

Based on an examination of the analysis, findings, and conclusions of the APP EIR, and on the discussion above, development of Site A would not substantially increase the severity of the significant cultural and paleontological resources impacts identified in the APP EIR, nor would it result in new significant cultural and paleontological resources impacts that were not identified in the APP EIR. -
Equal or Less
Substantial
Impact than Increase in Severity
of Previously

5. Biological Resources Identified in Identified
Alameda Point Significant Impact New Significant
Would the project: Project EIR
in EIR Impact
Have a substantial adverse effect, either
directly or through habitat modifications, on
any species identified as a candidate, sensitive,
or special status species in local or regional
plans, policies, or regulations, or by the
California Department of Fish and Wildlife or
U.S. Fish and Wildlife Service;
b. Have a substantial adverse effect on any
riparian habitat or other sensitive natural
community identified in local or regional
plans, policies, regulations or by the California/
Department of Fish and Wildlife or U.S. Fish
and Wildlife Service;
c. Have a substantial adverse effect on federally
protected wetlands (as defined by Section 404
of the Clean Water Act) or on Waters of the
State protected wetlands, through direct
removal, filling, hydrological interruption, or
other means;
April 2015
27 Site A of the Alameda Point Project Environmental Checklist for Streamlined Review Equal or Less
Severity of Substantial
Impact than Increase in Severity
Previously of Previously
Identified in Identified

5. Biological Resources
Alameda Point Significant Impact New Significant
Would the project: Project EIR in EIR Impact
d. Interfere with the movement of any native
•
resident or migratory fish or wildlife species
or with established native resident or
migratory wildlife corridors, or impede the use
of native wildlife nursery sites;
e. Conflict with any local policies or ordinances
rotecting biological resources, such as a tree
preservation policy or ordinance; or
f. Conflict with any adopted local, regional, or
X
State Habitat Conservation Plan.

Findings of the APP EIR
The APP EIR determined that the APP could result in significant project-level and cumulative biological resource impacts on special-status wildlife, sensitive natural communities, riparian habitat, jurisdictional waters, and migratory and breeding wildlife; and conflict with policies and ordinances protecting biological resources. The EIR included mitigation measures that would reduce these impacts to a less- than-significant level.

The EIR identified numerous impacts to special-status fish and marine mammals from construction of the proposed marina and ferry terminal, as well as other in-water construction, and identified Mitigation Measure 4.E-1a (Sound Attenuation Monitoring Plan), Mitigation Measure 4.E-1b (NMFS and CDFW Consultation), Mitigation Measure 4.E-1c (Additional Noise Attenuation Measures), and Mitigation Measure 4.E-1d (Dock Lighting) to reduce these impacts to less-than-significant levels. Mitigation Measure 4.E-le (Northwest Territories Sensitive Resources Measures) applies to the development of the Bay Trail and a proposed regional park. Development of the APP, including Site A, could impact potential bat roosting sites in vacant or underused buildings, other manmade structures, and trees in or near the project site. Compliance with Mitigation Measure 4.E-1f (Bat Pre-Construction Survey) and Mitigation Measure 4.E-1g (Bat Maternity Colony Measures) would ensure that the proposed project has a less-than- significant impact on special-status wildlife. Mitigation Measure 4.E-1h (Monarch Butterflies) provides for monarch butterfly roost protection, typically groves of mature conifer and eucalyptus trees.

The EIR identified potential impacts to sensitive natural communities and jurisdictional waters- including federally protected wetlands, "other waters," and navigable waters-due to marina and ferry terminal and other in-water construction. Mitigation Measure 4.E-2a (Native Oysters and Eelgrass), Mitigation Measure 4.E-2b (Boater Education), and Mitigation Measure 4.E-2c (Invasive Species Control Plan) apply to the marina and ferry terminal construction; Mitigation Measure 4.E-3a (Wetlands), Mitigation Measure 4.E-3b (BMPs for Wetlands), and Mitigation Measure 4.E-3c (Wetland Mitigation and Monitoring Plan) apply to work in the vicinity of jurisdictional waters.

The APP could interfere with the movement of native resident or migratory fish or wildlife species, or with established native resident or migratory wildlife corridors, or impede the use of native wildlife nursery sites; Mitigation Measure 4.E-4a (Marine Craft Access Corridors) would apply to marine activities. The APP EIR determined that the project has the potential to induce bird collisions with lighted buildings and other April 2015
28 Site A of the Alameda Point Project Environmental Checklist for Streamlined Review structures, and would be required to implement Mitigation Measure. 4.E-4b (Bird Strike Mitigation); this measure requires design features that reduce the risk of avian collisions, and also requires the avoidance and minimization of increases in ambient night lighting. In addition, the APP would have to implement Mitigation Measure 4.E-4c (Breeding Birds) and Mitigation Measure 4.E-4d (Burrowing Owl) to avoid impacts on nesting birds and burrowing owls. General increases in ambient noise levels due to buildout would be less than significant; however, construction activities could generate noise that would substantially exceed ambient levels, and impact nesting birds. Implementation of Mitigation Measure 4.E-4e (Noise Mitigation Measures for Breeding Birds) would reduce this impact to a less-than-significant level. Open refuse containers would be prohibited throughout the project area through implementation of Mitigation Measure 4.E-4f (Open Refuse Containers); this would minimize the potential for increased predation on migratory and breeding birds.

Mitigation Measures 4.E-5, 4.E-6, and 4.E-7 require the implementation of the above measures to reduce conflicts with policies and ordinances, and to reduce cumulative impacts.

Development of Site A
Site A is generally developed and landscaped; it is not within the Northwest Territories or on the Federal Property, and is not within close proximity of the California least tern nesting colony. As described in Section 2.2, above, the land uses, building types, heights, and massing for the Site A development would be consistent with the Town Center Plan evaluated in the APP EIR, as well as the open spaces and view corridors. Elements of the proposed project may include in-water construction along the Seaplane Lagoon for the construction of park and levee facilities, which was evaluated in the APP EIR.

Therefore, development of Site A would require the implementation of Mitigation Measure 4.E-1a, for activities that involve pile driving in the Seaplane Lagoon; Mitigation Measures 4.E-1b, 4.E-1c, 4.E-1d, and 4.E-2c, for in-water construction activities Seaplane Lagoon or San Francisco Bay; and Mitigation Measures 4.E-1f and 4.E-1g, for demolition of buildings or removal of trees. Mitigation Measures

4.E-3a, 4.E-3b, and 4.E-3c are required for work near jurisdictional waters. In addition, Mitigation Measures 4.E-4b, 4.E-4c, and 4.E-4f related to bird strikes, breeding birds, and refuse containers would apply to the project. Mitigation Measures 4.E-5, 4.E-6, and 4.E-7 would also apply to the project.

Based on an examination of the analysis, findings, and conclusions of the APP EIR, and on the discussion above, development of Site A would not substantially increase the severity of the less-than-significant biological resources impacts identified in the APP EIR, nor would it result in new significant biological impacts that were not identified in the APP EIR.

Equal or Less
Severity of Substantial
Impact than Increase in Severity
Previously of Previously

6. Air Quality and Greenhouse Gases Identified in Identified Alameda Point Significant Impact New Significant
Would the project: Project EIR in EIR
Impact
a. Conflict with or obstruct implementation of
•
the applicable air quality plan;
b. Violate any air quality standard or contribute
substantially to an existing or projected air •
quality violation;
April 2015
29 Site A of the Alameda Point Project Environmental Checklist for Streamlined Review Equal or Less
Severity of Substantial
Impact than Increase in Severity
Previously of Previously

6. Air Quality and Greenhouse Gases Identified in Identified Alameda Point Significant Impact New Significant
Would the project: Project EIR in EIR
Impact
C. Result in a cumulatively considerable net
increase of any criteria pollutant for which the
project region is non-attainment under an
applicable federal or state ambient air quality
standard (including releasing emissions which
exceed quantitative thresholds for ozone
precursors);
Expose sensitive receptors to substantial
pollutant concentrations;
e. Create objectionable odors affecting a
substantial number of people;
f. Generate greenhouse gas emissions, either
directly or indirectly, that may have a
significant impact on the environment; or
Conflict with any applicable plan, policy or
regulation of an agency adopted for the
purpose of reducing the emissions of
greenhouse gases.

Findings of the APP EIR
The APP EIR determined that the redevelopment and reuse of NAS Alameda could result in significant air quality impacts due to construction activities (including demolition, excavation, and other construction activities), and to the generation of fugitive dust, toxic air contaminants (TACs), and air emissions from construction vehicles. Therefore, all construction activities, including the development of Site A, would require implementation of Mitigation Measure 4.F-1a (Fugitive Dust), Mitigation Measure 4.F-1b (Construction Exhaust), Mitigation Measure 4.F-1c (Demolition Controls), Mitigation Measure 4.F-1d further determined that although localized emissions of fugitive dust and TACs would be reduced to less- (Toxic Air Contaminants and PM2s), and Mitigation Measure 4.F-1e (Delayed Occupancy). The EIR than-significant levels with mitigation, project-level and cumulative construction air quality impacts from regional ozone precursors (reactive organic gas [ROG] and oxides of nitrogen) would remain significant and unavoidable even with the implementation of these measures, due to uncertainty of the scheduling and phasing of development at Alameda Point and the potential for the overlap of project construction activities.

The EIR also determined that the development of NAS Alameda could result in significant operational air quality impacts due to an increase in emissions sources-including on-site area and energy sources (e.g., natural gas combustion for space and water heating, landscape maintenance, and use of consumer products such as hairsprays, deodorants, and cleaning products), and exhaust emissions from on-road vehicle traffic associated with the proposed land uses on the project site. Therefore, all development at Alameda Point will be required to comply with Mitigation Measure 4.F-2 (Greenhouse Gas Reduction Measures), which includes design requirements (including Green Building Code standards) to minimize the generation of ROG, particulate matter less than or equal to 10 microns in diameter, and particulate April 2015
30 Site A of the Alameda Point Project
Environmental Checklist for Streamlined Review
matter less than or equal to 2.5 microns in diameter; and also requires the preparation of a TDM program, and participation by all sponsors of development at Alameda Point. However, to be conservative the APP EIR determined that the potential increase in traffic-generated air emissions would be a significant and unavoidable project-level and cumulative impact.

The EIR identified Mitigation Measure 4.F-4 (Implement Mitigation Measures 4.F-la, 4.F-1b, and 4.F-le), Mitigation Measure 4.F-7a (Implement Mitigation Measure 4.F-2), Mitigation
Measure 4.F-7b (Fuel-Efficient Vehicles), and Mitigation Measure 4.F-8 (Implement Mitigation remaining air quality impacts (including Measures 4.F-2 and 4.F-7b) to address other significant air quality impacts. The EIR determined that all the exposure of sensitive receptors to carbon monoxide
concentrations, the creation of objectionable odors, or the obstruction of the applicable air quality plan) would be less than significant.

Development of Site A
Based on the APP EIR Figure 4.F-1, sensitive receptors are located to the east of Site A/east of Main Street, and north of Site A/north of West Tower Street. There are currently no sensitive receptors in Site A; however, with phased development, sensitive receptors would occupy portions of Site A.

Buildout of the proposed Site A project would result in up to 800 residential units and 600,000 square feet of retail, commercial, and hotel uses, consisting of 200,000 square feet of new buildings and up to 400,000 square feet of existing buildings to be repurposed. The land uses, densities, and general location of these uses would be consistent with the project evaluated in the APP EIR. In addition, the amount of development proposed for Site A would be less than the total project analyzed in the APP EIR (5.5 million square feet of commercial/retail/industrial uses, and 1,425 residential units). As described in the qualitative air quality and HG assessment prepared for the proposed project, total buildout of Site A the proposed phases for the proposed ph overall, as well as for each of the three proposed phases of development individually, the proposed project would not result in a greater amount of development (in terms of building square footage) or a greater rate of construction when compared to the project analyzed in the APP EIR (see Attachment B). In addition, the proposed project would not locate new sensitive receptors substantially closer to TAC emission sources or odor sources compared to the APP full project buildout scenario analyzed in the APP EIR; and would not result in greater TAC sources and odor sources, or locate these sources closer to existing sensitive receptors when compared to the project evaluated in the APP EIR.

Therefore, the emissions associated with the construction and operation of Site A were adequately Measures 4.F-1a through 1-e, 4.F-2, 4.F-4, 4.F-7a, and 4.F-8. The City of Alameda is responsible for described in the APP EIR. Development of Site A would require implementation of Mitigation implementing Mitigation Measure 4.F-7b.

Based on an examination of the analysis, findings, and conclusions of the APP EIR, and on the discussion April 2015
31 Site A of the Alameda Point Project Environmental Checklist for Streamlined Review Equal or Less
Severity of Substantial
Impact than Increase in Severity
Previously of Previously

7. Noise Identified in Identified
Alameda Point Significant Impact New Significant
Would the project result in: Project EIR in EIR
Impact
a. Exposure of persons to, or generation of, noise
levels in excess of standards established in the
local general plan, noise ordinance, or
applicable standards of other agencies;
• An increase in noise exposure of 4 or more
dB if the resulting noise level would exceed
that described as normally acceptable for
the affected land use, as indicated in
Table 8-1 (Table 4.G-3 above).
• Any increase of 6 dB or more, due to the
potential for adverse community response.
• When evaluating noise impacts associated
with new residential development, exposure
to traffic noise in outdoor yard spaces shall
not be considered a significant impact.
(Policy 8.7.h);
b. Exposure of persons to or generation of
excessive ground-borne vibration or ground-
borne noise levels;
c. A substantial permanent increase in ambient
noise levels in the project vicinity above levels
existing without the project;
d. A substantial temporary or periodic increase in
ambient noise levels in the project vicinity
above levels existing without the project;
e. Exposure of people residing or working in the
area around the project site to excessive noise
levels (for a project located within an airport
land use plan or, where such a plan has not
been adopted, within two miles of a public
airport or public use airport; or
f.

Exposure of people residing or working in the
area around the project site to excessive noise
levels (for a project within the vicinity of a
private airstrip).

Findings of the APP EIR
The APP EIR determined that the APP could result in significant project-level and cumulative noise impacts.

Mitigation Measure 4.G-1b (Construction Noise Measures), Mitigation Measure 4.G-1c (Pile-Driving Even with implementation of Mitigation Measure 4.G-la (Construction Hours), Noise Attenuation Measures), and Mitigation Measure 4.G-1d (Complaint Tracking), the EIR April 2015
32 Site A of the Alameda Point Project
Environmental Checklist for Streamlined Review
determined that the redevelopment and reuse of NAS Alameda would result in significant and unavoidable project-level impacts due to construction noise.

Impacts related to groundborne construction vibration, groundborne construction noise, non-transportation- related operations, and the placement of noise-sensitive residential uses in noisy environments would be reduced to less-than-significant levels with implementation of Mitigation Measure 4.G-2 (Implement Mitigation Measures 4.G-la through 4.G-1d), Mitigation Measure 4.G-4 (Noise Ordinance), and Mitigation Measure 4.G-5 (Noise Study and Design Measures).

In addition, project-level and cumulative transportation-related operations noise impacts would be significant and unavoidable, even with implementation of Mitigation Measure 4.G-3 (Implement Mitigation Measure 4.C-2a) and Mitigation Measure 4.G-6 (Implement Mitigation Measures 4.G-3 and 4.G-5).

Development of Site A
Existing noise-sensitive uses (such as residences and schools) are present north of Site A, near Pearl Harbor Road and West Essex Drive, as well as east of Main Street outside the APP area. Other existing noise-sensitive uses near Site A include the Alameda Point Multi-Purpose Field and City View Skate Park, both north of Site A. As described in the APP EIR, these noise-sensitive uses could be negatively impacted by construction activities at Site A. Therefore, the construction activities at Site A would be required to implement the above-described construction mitigation measures, including Mitigation Measures 4.G-1a through 4.G-1d and 4.G-2 (if pile driving is required).

The development of Site A would result in an increase in transportation- and non-transportation-generated noise sources over existing conditions. The potential increase in noise associated with an increase in traffic volumes caused by the development of Site A was accounted for in the noise analysis included in the APP EIR. In addition, the analysis for the increase in non-transportation-generated noise included assumptions for the types of development proposed for Site A. Therefore, the development of Site A would be required to implement Mitigation Measures 4.G-3 and 4.G-6 to reduce transportation-related noise levels, and Mitigation Measure 4.G-4 to minimize noise from stationary sources.

Existing and proposed noise sources, including loading docks, traffic, and the sports complex were accounted for in the APP EIR and would be as analyzed therein. Long-term noise measurements in the vicinity of the area proposed for development in Site A indicate that the existing ambient noise environment at Site A is greater than 60 A-weighted decibels (dBA), community noise equivalent level. An exterior noise level of 60 dBA or greater would result in potentially incompatible interior noise levels for new sensitive receptors. Therefore, per Mitigation Measure 4.G-5, a detailed noise study to determine applicable design measures to achieve acceptable interior noise levels at new residences would be required.

Based on an examination of the analysis, findings, and conclusions of the APP EIR, and on the discussion above, development of Site A would not substantially increase the severity of significant noise impacts identified in the APP EIR, nor would it result in new significant noise impacts that were not identified in the APP EIR.

April 2015
33 Site A of the Alameda Point Project Environmental Checklist for Streamlined Review Equal or Less
Severity of Substantial
Impact than Increase in Severity
Previously of Previously

8. Geology, Soils, and Seismicity Identified in Identified Would the project: Alameda Point Significant Impact New Significant Project EIR in EIR Impact
a. Expose people or structures to potential
substantial adverse effects, including risk of
loss, injury or death involving:
i) Rupture of a known earthquake fault, as
delineated on the most recent Alquist-Priolo
Earthquake Fault Zoning Map issued by the State
Geologist for the area or based on other
substantial evidence of a known fault;
її) Strong seismic ground-shaking;
ili) Seismic-related ground failure, including
liquefaction; and/or
iv) Landslides.
b. Result in substantial soil erosion or the loss of
topsoil;
Be located on a geologic unit or soil that is
restab or be project, add pome ally rese as a
on or off-site landslide, lateral spreading,
subsidence, liquefaction or collapse;
d. Be located on expansive soil, as defined in
Table 18-1-B of the Uniform Building Code
creating substantial risks to life or property; or
e. Have soils incapable of adequately supporting
the use of septic tanks or alternative
wastewater disposal systems where sewers are
not available for the disposal of wastewater.

Findings of the APP EIR
The APP EIR determined that the APP could have significant project-level and cumulative impacts or geology, soils, and seismicity, due to seismic conditions (including structural damage, seismically induced ground failure, liquefaction, lateral spreading, and earthquake-induced settlement and landslides) and the presence of unstable, compressible, and/or expansive soils. The APP EIR included Mitigation Measure 4.H-1 (Geotechnical Investigation), Mitigation Measure 4.H-2 (Geotechnical Mitigation), Mitigation Measure 4.H-3 (Slope Stability Plan), Mitigation Measure 4.H-4 (Settlement Mitigation), and appropriate engineering techniques to reduce potentially adverse geologic effects. Implementation of these required mitigation measures would reduce the significant impacts to less-than-significant levels.

Development of Site A
Site A is relatively flat, with very little topographical relief, and is generally not susceptible to landslides. It is not within 50 feet of the northern shoreline, and is not considered to have static slope stability issues. settlement. Subsidence related to consolidation of Bay Mud beneath fill and foundation settlement, and However, Site A is underlain by artificial fill and Bay Mud, which is generally susceptible to subsidence or April 2015
34 Site A of the Alameda Point Project
Environmental Checklist for Streamlined Review
directly related to site-specific structural building loads, could affect structures proposed as part of the develop Site A with land uses, building types, building heights, and densities consistent with the project development of Site A. In addition, the area is in an area of high seismic activity. The proposed project would design-level geotechnical investigation and related mitigations and recommendations would be required. evaluated in the APP EIR. Mitigation Measures 4.H-1, 4.H-2, 4.H-4, and 4.H-5 would apply to Site A, and a Based on an examination of the analysis, findings, and conclusions of the APP EIR, and on the discussion above, development of Site A would not substantially increase the severity of significant geology, soils. seismicity impacts that were not identified in the APP EIR. or seismicity impacts identified in the APP EIR, nor would it result in new significant geology, soils, or -
Equal or Less
Severity of Substantial
Impact than Increase in Severity
Previously of Previously

9. Hydrology and Water Quality Identified in Identified Would the project: Alameda Point Significant Impact New Significant Project EIR in EIR Impact
a. Violate any water quality standards or waste
discharge requirements or otherwise
substantially degrade water quality;
b. Substantially deplete groundwater supplies or
interfere substantially with groundwater
recharge such that there would be a net deficit
in aquifer volume or a lowering of the local
groundwater table level;
C. Substantially alter the existing drainage
pattern of the site or area through the
alteration of the course of a stream or river, or
by other means, in a manner that would result
in substantial erosion or siltation on- or off-
site or substantially increase the rate or
amount of surface runoff in a manner that
would result in flooding on- or off- site;
d. Create or substantially contribute to runoff
water that would exceed the capacity of
existing or planned stormwater drainage
systems or provide substantial additional
sources of polluted runoff;
e. Place housing or other improvements within a
100-year flood hazard zone as mapped on a
federal Flood Hazard Boundary or Flood
Insurance Rate Map or other flood hazard map
or impede or redirect flood flows;
f. Expose people or structures to a significant
risk of loss, injury or death involving flooding,
including flooding as a result of the failure of
a levee or dam: or
Expose people or structures to a significant
risk of loss, injury or death involving
inundation by seiche, tsunami, or mudflow.

April 2015
35 Site A of the Alameda Point Project Environmental Checklist for Streamlined Review Findings of the APP EIR
The APP EIR determined that the APP would have less-than-significant project-level and cumulative hydrology and water quality impacts associated with dewatering during construction, fertilizer use on landscaped areas, placing housing and other structures in areas subject to flooding, and flooding as a result of sea-level rise, with incorporation of Mitigation Measure 4.I-1 (Water Quality Measures), Mitigation Measure 4.I-2 (Integrated Pest Management), Mitigation Measure 4.1-6 (Flood Protection Measures), and Mitigation Measure 4.1-8 (Sea-Level Protection), described below.

Other potential hydrology and water quality impacts would be less than significant, and would not require mitigation. The APP could result in on-land and in-water construction activities that would be subject to San Francisco Bay Regional Water Quality Control Board (RWQCB) requirements; which, as part of the General Construction Permit, would include preparation and execution of a Storm Water Pollution Prevention Plan that would outline construction stormwater quality management practices, likely based on the Alameda County Clean Water Program Stormwater Quality Management Plan. For in-water construction, a project sponsor would be required to obtain permits from the U.S. Army Corps of Engineers, RWQCB, San Francisco Bay Conservation and Development Commission, and the City of Alameda, which would include measures to protect water quality during construction. Development projects would be required to implement stormwater management measures on site, as well as install a new stormwater system throughout the project site to collect and convey stormwater flows through new outfall structures, thereby minimizing the impact related to increased runoff.

Development of Site A
As described in the MIP, the elevation on Alameda Point ranges from 1 foot to 8 feet, with areas immediately along the Seaplane Lagoon and extending along Ferry Point within Site A that are in the 100-year tide zone, and therefore vulnerable to flooding. Areas generally between West Trident Avenue and West Atlantic Avenue are also in the 100-year tide, plus 24-inch sea-rise zone, and are therefore also vulnerable. The Site A project includes flood and sea-level rise protection improvements that are consistent with the requirements established in the MIP, described under Project Description, above, which would provide protection for up to 24 inches of future sea-level rise. This level of protection would exceed the level of protection required per the APP EIR, for 18 inches of future sea- level rise. These improvements, along with other components of the project, such as docks and stormwater outfalls, would involve in-water construction. provide up to 800 residential units and 600,000 square feet of commercial uses; new and replacement The proposed project would also involve construction of new and repurposed buildings, which would infrastructure, including utilities and streets; and approximately 13.35 acres of open space. These evaluated in the APP EIR. activities, including the in-water construction described above, are within the scope of the project The new utilities, including storm drains, flood, and sea-level-rise protection, implementation of Low- Impact Development in compliance with Provision C.3 of the NPDES, and the net increase in impervious surfaces, would reduce impacts to water quality. In addition, Mitigation Measure 4.1-1 and Mitigation Measure 4.1-2 would apply to the project; the City of Alameda is responsible for implementing Mitigation Measure 4.1-8.

Based on an examination of the analysis, findings, and conclusions of the APP EIR, and on the discussion above, development of Site A would not substantially increase the severity of significant hydrology and April 2015
36 Site A of the Alameda Point Project Environmental Checklist for Streamlined Review water quality impacts identified in the APP EIR, nor would it result in new significant hydrology and water quality impacts that were not identified in the APP EIR. qual or Les
everity of Substantial
Impact than Increase in Severity
Previously of Previously

10. Hazards and Hazardous Materials Identified in Identified Would the project: Alameda Point Significant Impact New Significant Project EIR in EIR Impact
a. Create a significant hazard to the public or the
environment through the routine transport,
use, or disposal of hazardous materials:
b. Create a significant hazard to the public or the
environment through reasonably foreseeable
upset and accident conditions involving the
release of hazardous materials into the
environment;
C. Emit hazardous emissions or handle hazardous
or acutely hazardous materials, substances, or
waste within one-quarter mile of an existing or
proposed school;
d. Be located on a site that is included on a list of
hazardous materials sites compiled pursuant to
Government Code Section 65962.5 and, as a
result, create a significant hazard to the public
or the environment;
e. Be located within an airport land use plan or,
where such a plan has not been adopted,
within two miles of a public airport or public
use airport, would the project result in a safety
hazard for people residing or working in the
project area;
f. Result in a safety hazard for people residing or
working in the project site vicinity for a
project within the vicinity of a private airstrip;
g. Impair implementation of or physically
interfere with an adopted emergency response
plan or emergency evacuation plan: or
h. Expose people or structures to a significant
risk of loss, injury or death involving wildland
fires, including where wildlands are adjacent
to urbanized areas or where residences are
intermixed with wildlands.

April 2015
37 Site A of the Alameda Point Project
Environmental Checklist for Streamlined Review
Findings of the APP EIR
hazardous substances, petroleum products, and other regulated materials necessary for an environmentally The Navy has been undertaking "necessary measures to meet the requirements and notifications for analyze, and clean up any releases of hazardous materials and wastes associated with past Navy suitable transfer of the site to the City of Alameda." These measures have included a process to "identify, operations." These measures and activities will continue after transfer of the former NAS Alameda to the City of Alameda, until regulatory closure is received. potentially significant impacts would result from the demolition of existing structures (due to the potential However, because of the long history of industrial and naval uses of the site, the EIR determined that for the structures to contain hazardous building materials) and new construction (due to the disturbance of contaminated soils and groundwater). Therefore, construction activities would require compliance with (Health and Safety Plan), Mitigation Measure 4.J-1c (LBP Removal Plan), Mitigation Measure 4.J-1d Mitigation Measure 4.J-la (Hazardous Building Material Assessment), Mitigation Measure 4.J-1b (Asbestos Abatement Plan), Mitigation Measure 4.J-1e (PCB Abatement), Mitigation Measure 4.J-2 (Site Management Plan), and Mitigation Measure 4.J-7 (Land-Use Restriction Tracking Program).

Included in these measures
assessment, and implementation of recommendations included therein prior to the start of demolition are requirements for the completion of a hazardous building material construction specifications; and a requirement that the City of Alameda include closed and open activities; preparation of a Site Management Plan by the City of Alameda for incorporation into sites that have land-use controls within its Land-Use Restriction Tracking Program. The EIR determined Installation Restoration (IR) Comprehensive Environmental Response, Compensation, and Liability Act materials impacts to a less-than-significant level. that implementation of these mitigation measures would reduce all significant hazards and hazardous Development of Site A
As described in the project description, a Finding of Suitability to Transfer (FOST) for the project site was completed on February 13, 2013; it covers a large portion of Alameda Point, and addresses areas of the Department of Defense's IR Program (an initiative to identify, investigate, and clean up hazardous the former base outside of the FOST area, including some of the parcels in Site A. As designated under waste sites on former military bases), Site A includes all or portions of IR 3 (Abandoned Fuel Storage (Seaplane Lagoon), IR 21 (Building 162 [Ship Fitting and Engine Repair]), and IR 35 (Areas of Concern Area, IR 4 (Building 360 [Aircraft Engine Facility]), IR 11 (Building 14 [Engine Test Cell]), IR 17 be radiologically contaminated, with open status and unrestricted release status. in Transfer parcel EDC-5). In addition, a few areas along the Seaplane Lagoon in Site A are suspected to Most of Site A is subject to the City of Alameda's Marsh Crust Ordinance (City of Alameda General Ordinance No. 2824), which requires notification and permit requirements for excavations that may Ordinance applies to excavations deeper than 5 feet in some areas of Site A, and deeper than mean high encounter a layer of deposits that commonly contain petroleum-related substances. The Marsh Crust tide in other areas of Site A.
workers, the public or the environment to hazardous materials. Numerous requirements described in the Site disturbance could disturb or release contaminated soil and/or groundwater, exposing construction approved by the U.S. Environmental Protection Agency, California Department of Toxic Substances APP EIR for protecting people and the environment, including a Site Management Plan, that must be Control, and the RWQCB, and included in construction specifications, would address impacts.

As described in the APP EIR, with the continued remediation efforts currently being conducted by the Navy and any that would be assumed by the City as overseen by the California Department of Toxic April 2015
38 Site A of the Alameda Point Project Environmental Checklist for Streamlined Review Substances Control or the RWQCB-combined with the City's tracking system, continued compliance with deed restrictions, Site Management Plans, mitigation measures, and other permit requirements (including adherence to the Marsh Crust Ordinance)the potential for residual contamination to significantly impact residents, employees, or the general public would be minimized, and is considered less than significant with mitigation. In addition, the proposed land uses and densities for Site A are consistent with the project evaluated in the APP EIR. Mitigation Measures 4.J-la through 4.J-le, 4.0-2, and 4.J-7 would apply to Site A.

Based on an examination of the analysis, findings, and conclusions of the APP EIR, and on the discussion above, development of Site A would not substantially increase the severity of significant Hazards or Hazardous Materials impacts identified in the APP EIR, nor would it result in new significant Hazards or Hazardous Materials impacts that were not identified in the APP EIR.

Equal or Less
Severity of Substantial
Impact than Increase in Severity
Previously of Previously
Identified in Identified

11. Aesthetics Alameda Point Significant Impact New Significant Would the project: Project EIR in EIR Impact
Have a substantial adverse effect on a scenic
vista;
b. Substantially damage scenic resources within •
a state scenic highway;
Substantially degrade the existing visual
character or quality of the site and its
surroundings; or
d. Create a new source of substantial light or •
glare which would adversely affect daytime or
nighttime views in the area.

Findings of the APP EIR
The APP EIR determined that the APP would have less-than-significant project-level and cumulative impacts on visual quality related to effects on scenic vistas, scenic resources, or the existing visual character of the project site. In addition, the EIR determined that development of the APP, which could result in potentially significant new sources of light and glare, would be reduced to less-than-significant levels by implementation of Mitigation Measure 4.K-4 (Lighting Mitigation), requiring that all lighting installations be designed and installed to be fully shielded (full cutoff), and to minimize glare and obtrusive light by limiting outdoor lighting.

Views of the project area are not sensitive, nor are there any officially designated scenic highways in or near the project site. The EIR determined that buildout of Alameda Point would create a generally beneficial aesthetic impact compared to existing conditions, by renovating or removing many vacant deteriorating buildings, eliminating open expanses of pavement, creating a greater continuity of land use, and introducing new public views and park and recreation areas to new residents and employees.

April 2015 39
Site A of the Alameda Point Project Environmental Checklist for Streamlined Review Development of Site A
As described under Section 2.2, above, the proposed project would be consistent with the uses and densities of development envisioned in the Town Center Plan, including the established building height limit of up to 65 feet for the Town Center and Waterfront Sub-district. Furthermore, all development under the proposed project would be subject to Design Review pursuant to the City of Alameda's General Plan polices and Design Review Ordinance, Sections 30-36 and 30-37. According to the APP EIR, implementation of the planning and design controls included in the APP, and as required by Sections 30-36 and 30-37, would provide for the improvement of on-site aesthetics, and would also ensure that the project would not substantially obscure on-site views of the Bay, or alter views of the Historic District from existing scenic corridors. The proposed project would preserve and maintain views, including of Seaplane Lagoon, consistent with the guidelines of the Town Center Plan's Transit Village Center Guidelines, by providing: a public plaza a minimum of 1 acre in size that extends from Pan Am Way to the waterfront, with a minimum width of 150 feet; building setbacks along the Seaplane Seaplane ago and 3 pro maci 20 c i or long the contentine or Buitin what orend to. and a view corridor extending along the RAMP right-of-way ranging from 83 to 105 feet. Mitigation Measure 4.K-4 would apply to the proposed project.

Based on an examination of the analysis, findings, and conclusions of the APP EIR, and on the discussion bove, development of Site A would not substantially increase the severity of significant aesthetic mpacts identified in the APP EIR, nor would it result in new significant aesthetics impacts that were no identified in the APP EIR.

Equal or Less
Severity of Substantial
Impact than Increase in Severity
Previously of Previously
Identified in Identified

12. Public Services and Recreation Alameda Point Significant Impact New Significant Would the project: Project EIR in EIR Impact
a. Result in substantial adverse physical impacts •
associated with the provision of new or
physically altered governmental facilities.
need for new or physically altered
governmental facilities, the construction of
which could cause significant environmental
impacts, in order to maintain acceptable
service ratios, response times, or other
performance objectives for any of the
following public services:
• Fire protection;
• Police protection;
• Schools;
• Parks; and
• Other public facilities.

April 2015 40
Site A of the Alameda Point Project Environmental Checklist for Streamlined Review Equal or Less
Severity of Substantial
Impact than Increase in Severity
Previously of Previously
Identified in Identified

12. Public Services and Recreation Alameda Point Significant Impact New Significant Would the project: Project EIR in EIR Impact
b. Increase the use of existing neighborhood or
regional parks or other recreational facilities
such that substantial physical deterioration of
the facility would occur or be accelerated;
c. Include recreational facilities or require the
onstruction or expansion of recreationa
facilities which might have an adverse
physical effect on the environment.

Findings of the APP EIR
The APP EIR determined that the APP would have less-than-significant project-level and cumulative public services and recreation impacts related to physical deterioration of recreation facilities caused or accelerated by their increased use; potential adverse physical effects on the environment from construction or expansion of recreation facilities; and potential substantial adverse physical impacts from construction of governmental facilities, such as those related to fire protection, police protection, schools, and parks. Therefore, no mitigation measures related to potential public services and recreation impacts were required.

Development of Site A
The development of Site A could result in increased demand for police services, fire services, and schools, due to an increase in population within the City of Alameda boundaries. As described in the APP EIR, the project sponsor would be required by the City of Alameda's Fiscal Neutrality Policy to fund the proportional share of the cost of additional fire and emergency medical services, police services, and related infrastructure, as well as pay development fees to the Alameda Unified School District to The project would also have to comply with
applicable code requirements, including the California Building Code, California Fire Code, Alameda Fire Code, and Municipal Code Chapter 27-26 - Police and Fire Requirements.

Development of Site A would include construction of approximately 13.35 park and open-space areas. In addition, as described in the APP EIR, the project sponsor would be required to pay the City of Alameda's Development Fees (Municipal Code Chapter 27-4), to mitigate the impact of any additional use of City of Alameda-owned new and existing parks.

The development of Site A with up to 800 residential units and 600,000 square feet of retail, commercial, and hotel uses, which is less than the total 1,425 residential units and approximately 5.5 million square feet of commercial facilities that were anticipated in the APP EIR, resulting in approximately 1,816 persons and an estimated 971 jobs, would result in well under the amount of daytime, permanent, and school populations anticipated for APP in the APP EIR.

Based on an examination of the analysis, findings, and conclusions of the APP EIR, and on the discussion above, development of Site A would not substantially increase the severity of the less-than-significant public services and recreation impacts identified in the APP EIR, nor would it result in new significant public services and recreation impacts that were not identified in the APP EIR. 41 April 2015
Site A of the Alameda Point Project Environmental Checklist for Streamlined Review Equal or Less
Severity of Substantial
Impact than Increase in Severity
Previously of Previously
Identified in Identified

13. Utilities and Service Systems Alameda Point Significant Impact New Significant Would the project: Project EIR in EIR Impact
a. •
Ee ad watere eatent quire control
Board;
Require or result in the construction of new •
water or wastewater treatment facilities or
expansion of existing facilities, the
construction of which could cause significant
environmental effects;
C. Require or result in the construction of new
storm water drainage facilities or expansion of
existing facilities, the construction of which
could cause significant environmental effects;
d. Have insufficient water supplies available to
serve the project from existing entitlements
and resources, or are new or expanded
entitlements needed;
e. Result in a determination by the wastewater
treatment provider which serves or may serve
the project that it has adequate capacity to serve
the project's projected demand in addition to
the provider's existing commitments;
f. Be served by a landfill with sufficient
permitted capacity to accommodate the
project's solid waste disposal needs; or
g. Not comply with federal, state, and local
statutes and regulations related to solid waste.

Findings of the APP EIR
construction or expansion of wastewater or stormwater drainage facilities; water supplies, wastewater treatment capacity, or landfill capacity; and regulations related to solid waste.

EBMUD prepared a water supply assessment for the APP, and determined that the increased demand of

1.9 million gallons of water per day associated with the project is accounted for in EBMUD's 2040 water demand projection. In addition, EBMUD's Municipal Wastewater Treatment Plant has enough excess dry weather flow capacity to accommodate the development analyzed in the EIR; however, it has inadequate wet weather capacity. The APP would replace the existing on-site wastewater collection April 2015 42
Site A of the Alameda Point Project Environmental Checklist for Streamlined Review system, including sewer lines, which would substantially reduce inflow and infiltration entering the system during wet weather conditions, and would help provide adequate wet weather capacity. As described in the APP EIR Project Description, development projects would be required to contribute to the funding of infrastructure improvements through the Alameda Point Infrastructure Fee Program, which has been codified in a Development Impact Fee Ordinance for Alameda Point (Ord. No. 3098 N.S., 7-15-2014).

The APP EIR estimated that the redevelopment of NAS Alameda would generate 416,666 cubic yards of debris from the deconstruction and demolition of existing buildings. Adequate landfill capacity exists to accept this waste. However, development projects would be required to implement Mitigation Development of Site A
The proposed Site A development would include up to 800 residential units and 600,000 square feet of retail, commercial, and hotel uses, which is less than the total 1,425 residential units and approximately

5.5 million square feet of commercial facilities that were in the APP EIR, resulting in approximately 1,816 persons and an estimated 971 jobs. In addition, it would construct new and replacement infrastructure, including stormwater, water, wastewater, recycled water, electrical, natural gas, and telecommunications systems improvements. The increased demand for water supplies, increased demand for wastewater and landfill capacity, and increased demand for electrical and other utilities for the development of Site A is well under the amount of demand for services analyzed in the APP EIR. In addition, approximately 279,429 square feet of existing buildings would be demolished on Site A, which is well within the 4.5 million square feet of demolition anticipated in the APP EIR. Development of Site A would require implementation of Mitigation Measure 4.M-5.

Based on an examination of the analysis, findings, and conclusions of the APP EIR, and on the discussion above, development of Site A would not substantially increase the severity of significant utilities and service systems impacts identified in the APP EIR, nor would it result in new significant utilities and service systems impacts that were not identified in the APP EIR.

April 2015 43
Site A of the Alameda Point Project Environmental Checklist for Streamlined Review ATTACHMENT A:

SITE A MITIGATION MONITORING AND REPORTING PROGRAM
The following table is a Mitigation Monitoring and Reporting Program (MMRP) for Site A, which was excerpted from the adopted MMRP for the Alameda Point Project (APP). The Site A MMRP contains all of the previously adopted APP mitigation measures that are applicable to the Site A project, and serves as a stand-alone MMRP for Site A. Implementation of the mitigation measures in the Site A MMRP, which are also listed in the preceding Environmental Checklist, will be required to avoid or substantially reduce the severity of the impacts identified in the APP EIR.

The Site A MMRP identifies the monitoring and reporting requirements for each mitigation measure; the timing of mitigation implementation; and the agency or agencies with responsibility for monitoring and verifying the implementation of the mitigation measure. All applicants for specific development projects on Site A will need to implement all required mitigation measures during project construction or project implementation, as applicable. Confirmation of mitigation implementation will be determined in accordance with the Site A MMRP.

April 2015 A-1
Site A of the Alameda Point Project Environmental Checklist for Streamlined Review This page intentionally left blank.

April 2015 A-2
Site A of the Alameda Point Project Attachment A
Mitigation Monitoring and Reporting Program

MITIGATION MEASURES APPLICABLE TO PROPOSED SITE A DEVELOPMENT IN ALAMEDA POINT Implementation Procedures Monitoring Responsiblity Monitorin and Reporting Mitigation Schedule Notes Mitigation Moasures
C. Transportation and Circulation
Mitigation Measure 4.C-1 (Construction Management Plan): The City shall require that project Projoct applicant and its contractors) Copat memeda Pubic Works Public Works Department must Prior to issuance of building or applicants) and construction contractors) develop a Construction Management Plan for review and obtain approval of Construction review and approve Construction grading permit(s); inspoct during approval by the Public Works Department prior to issuance of any permits. The Plan shall include at least Management Plan and implement the plan Management Plan construction the following items and requirements to reduce traffic congestion during construction: during construction.

1. A set of comprehensive traffic control measures shall be developed, including scheduling of major truck trips and deliveries to avoid peak traffic hours, detour signs if roquired, lane closure procedures, signs, cones for drivers, and designated construction access routes.

2. The Construction Management Plan shall identify haul routes for movement of construction vehicles that would minimize impacts on motor vehicle, bicycle, and pedestrian traffic, circulation, and safety. and specifically to minimize impacts, to the greatest extent possible, to streets in and around the Alameda Point project site. The haul routes shall be approved by the City.

3. The Construction Management Plan shall provide for notification procedures for adjacent property owners and public safety personnel regarding when major deliveries, detours, and lane closures

4. The Construction Management Plan shall provide for monitoring surface streets used for haul routes so that any damage and debris attributable to truck hauling can be identified and corrected by the Mitigation Measure 4.C-2a (TDM Program): Prior to issuance of building permits for each development Project applicant shall implement the City of Alameda Community Prior to issuance of building permit(s) Although it is the City of Alameda's Developmon Depanment shall responsibility to implement this measure. project at Alameda Point, the City of Alameda shail prepare, and shall require that the sponsor of the Development Department development project participate in implementation of, a Transportation Demand Management (TDM) (TOM) programplan prepared by the cly require implementation of TDM all Alameda Point project applicants will brogram/plan for Alameda Point aimed at meeting the General Plan peak-hour trip reduction goals of program. be required to participate in the 10 percent for residential development and 30 porcent for commercial development. Transportation Demand Management (TDM) program developod by the City.

City of Alamoda Community City of Alameda Community Prior to issuance of building permit s" It is the City of Alameda's responsibility Mitigation Measure 4.C-2b (Monitoring): Prior to issuance of the first building permits for any for collection of funds for fair-share of to implement this measure prior to development project at Alameda Point, the City of Alameda shall adopt a Transportation Network applicant to fund a fair-share of the total cost Development Department Development Department shall of the improvements, as stated in Mitigation monitor to ensure implementation total cost and prior to impact sellance of a building nermit for the first Morovements online in the ER: 2) identy aproptato means and formulas to olict fair share of TDM Program, Monitoring, and occurring for implementation of the development project at Alameda Point. improvements at appropriate time. improvements, if necessary All Alameda Point omiert annlicants will financial contributions from Alameda Point development; 3) monitor conditions at the locations that will be necessary after implementation of Mitigation impacted by the redevelopment of Alameda Point; 4) monitor traffic generated by Alameda Point; and 5) Measures 4.C-2a and 4.C-2b, the City shall subsoquently be roquired to pay the fair. be responsible for ensuring implementation share financial contribution identified establish the appropriate time to implement any necessary secondary physical improvements required in during the implementation of Mitigation this EIR to minimize or eliminate significant transportation impacts prior to the impacts occurring at of the improvements at the appropriate time. affected locations where a secondary impact mitigation is recommended. Measure 4.C-2b.

City of Alameda shall require Projoct City of Alameda Community City of Alameda Community for collection of tadstor tantal sonof Fernside Prior to issuance of building permit(s) applicant to fund a fair-share of the total cost Development Departmont Monitor to enere implementation implement the following improvements: Measure 4. C-2, an, i serine lization total cost and prior to impact Improvements, I nocentation of the responsity to implemen his measure.

Remove the right turn island for the westbound approach on Otis Drive, add a dedicated right tum lane Messes 4C2 and 4C2, the City shon Be required fo pay a race are can may of tempovertores at ting apronia ton. contribution for this improvement, which will be determined during the City's
Optimize signal timing. 4.C-am entation of Milgation Measure Project applicant shall implement TDM Dovelpment Deporment shall Prior to issuance of building permits) Applies to Intersection of Measures 4C-24 (DA. -20 rackson/Sixth): The Cily of Alameda shal implement Mitigation program Dovelpman Deparmunity Jackson/Sixth Streets equire implementation of TDM See Mitigation Measure 4.C-2a. program
Project applicant shall implement TOM Development Departmonty Prior to issuance of building permits) Applies to intersection of Brush/11th Measurios 4C-24 (MC Program) /41th): The City of Alameda shal implement Mitigation program Streets See Mitigation Measure 4.C-2a.
program.

Project applicant shal implement TOM City of Alameda Community City of Alameda Community Priorto issuance of building permits) And Soverin Stretion of 23rd Straol Noasurios 4C-2 (04. -rogram) and a C-2 (Monitoring Alamoda shall implement Mitigation Development Departmont See Mitigation Measures 4.C-2a and
program.

April 2015 Environmental Checklist for Streamlined Review Site A of the Alameda Point Project Attachment A
Mitigation Monitoring and Reporting Program
Mitigation Measures Monitoring and Reporting
Implementation Procedures Monitoring Responsibility Action Mitigation Schedule Notes Mitigation Measure 4.C-2g (Main/Pacific Podostrian): The City shall implement TDM and Monitoring City of Alameda shall require Project City of Alameda Community City of Alameda Community Por otection of for is for airshare of and Pacific Avonution of Main Streot (Mal implemen ure song physical improvemen required to avold the impact or reduce ls severity. applicant to fund a fair-share of the total cost Development Department Development Department shall of the improvements, as stated in Mitigation monitor to ensure implementation total cost and prior to impact chatur they that tail turnt and we dund move courthy, and of tout yet longin Moasure 4.C-2g, and, if determined of TDM Program, Monitoring, and occurring for implementation of the 4. -Nitigation Measures Measures 4.C-2a and necessary after implementation of Mitigation improvements at appropriate time. improvements, if necessary Measures 4.C-2a and 4.C-2b, the City shall
e responsible for ensuring implementation
of the improvements at the appropriate time.

M anon Monoung (Cat Mess 4,2 d-2) and, whin rogue to aval the impact ore City of Alameda shall require Project City of Alameda Community applicant to fund a fair-share of the total cost Development Department Dovet Ament Department shall Por otection of tune i alread of trot to Apprecio Par Walter reduce its soverity, shall optimize the signal timing during the p.m. peak hour. of signal optimization, as stated in Mitigation monitor to ensure implementation See Mitigation Measures 4.C-2a and Measure 4.C-2h, and, i determined ›f TDM Program, Monitoring, and total cong for implementation of the necessary after implementation of Mitigation mprovement at appropriate time. 4.C-2b. improvement, if necessary
Measures 4.C-2a and 4.C-2b, the City shall
be responsible for ensuring implementation
of the improvement at the appropriate time.
(Nigion Measure 4C-2 ma -2) and, when tired to abel the mpat or and is seventy. City of Alameda shall require Project City of Alameda Community Doverpmon Degartment shall Prior to issuance of building permits) Applies to intorsection of Park Street applicant to fund a fair-share of the total cost Development Department for collection of funds for fair-share of and Otis Drive shall optimize the signal timing during the a.m. and p.m. and peak hours. of signal optimization, as stated in Mitigation monitor to ensure implementation total cost and prior to impact See Mitigation Measures 4.C-2a and Monsum 4 Cai and. if determined of TDM Program, Monitoring, and necessary after implementation of Mitigation Improvemen if nocosation of the 4.C-2b. improvement at appropriate time.

Measures 4 C-2a and 4 C-2b, the City shall
be responsible for ensuring implementation
of the improvement at the appropriate time.

Moniting (MArigaton easies 4,(C-2a and C-2B)dnt, When required to avoid the impart or reduce is City of Alameda shall require Project City of Alameda Community City of Alameda Community Prior to issuance of building permits) Applies to intersection of Broadway applicant to fund a fair-share of the total cost Development Department Dovolopment Department shall severity, shall optimize the signal timing during the a.m. and p.m. peak hours. of signal optimization, as stated in Mitigation monitor to ensure implemontation fotal ceton of for to foolai share of and Tilden Way Measure 4.C-2j, and, if determined of TDM Program, Monitoring, and Soo Mitigation Measures 4.C-2a and recessary after implementation of Mitigation 4.C-2b.
improvement at appropriate time.

Measures 4.C-2a and 4.C-2b, the City shall
be responsible for ensuring implementation
of the improvement at the appropriate time.

Mitigation Measure 4.C-2k (High/Fernside Pedestrian): The City shall implement TDM and City of Alamoda shall require Project City of Alameda Community City of Alameda Community Prior to issuanco of building permits) Applios to intersection of High Stroet Monitoring (Mitigation Measures 4.C-2a and C-2b) and, when required to avoid the impact or reduce its applicant to fund a fair-share of the total cost Development Department Development Department shall severity, shall optimize the signal timing during the p.m. poak hour. of signal optimization, as stated in Mitigation monitor to ensure implementation fotal lost and priort impairshare of and Fernside Boulovard Measure 4.C-2k, and, if determined of TDM Program, Monitoring, and necessary after implementation of Mitigation improvement at appropriate time.

Measures 4.C-2a and 4.C-2b, the City shall
City of Alameda shall require Projoct Covetime Departmonty Coyotent Department shall Prior to issuance of building permits) Applies to intersection of Atlantic applicant to fund a fair-share of the total cost for colloction of funds for fair-share of Avenue and Constitution Way of the improvoments, as stated in Mitigation total cost and prior to impact modify the phasing sequence and Measure 4.C-21, and, if determined TOM Program, Monitoring, and occurring for implementation of the 4C. Mitigation Measuros Measuros 4.C-2a and optimize the signal timing. improvements at appropriate time improvements, if necessary be reposite orts at the appropriatin.

Mitigation Measures 4C2 is 2) and, on to it to all in pact or radio a over. City of Alameda shall requiro Projoct City of Alameda Community Applies to Stargell Avenue offic improvements as tole to tal on Development Department 1 Dovelopment Dopatimoni shal shall construct a Class I or Class Il bicycle facility between Main Street and Webster Street. monitor to ensure implementation total cost and prior to impact Necessary Car impiomentation of Mitigaton of TDM Program, Monitoring, and occurring for implementation of the improvement at appropriate time improvements, if necessary Measures 4.C-2a and 4.C-2b, the City shall
be responsible for ensuring implementation
of the improvement at the appropriate time.

April 2015 1-4 Environmental Checklist for Streamlined Review Site A of the Alameda Point Project Attachment A
Mitigation Monitoring and Reporting Program
Monitoring and Reporting
Mitigation Measures Implementation Procedures Monitoring Responsibility Action Mitigation Schedule Notes Mitigation Measure 4.C-2n (Main Street Bike): The City shall implement TDM and Monitoring City of Alamoda shall require Project City of Alameda Community City of Alameda Community Pot olion of or bud al star ol Applies to Main Street (Mitigation Measures 4.C-2a and C-2b) and, when required to avoid the impact or reduce its severity. applicant to fund a fair-share of the total cost Development Department Development Department shall | See Mitigation Measures 4.C-2a and hall implement the following physical improvements: of the improvements, as stated in Mitigation monitor to ensure implementation total cost and prior to impact 4.C-2b. construct a Class Il bicycle lane or improve the existing Class I bicycle path on the west side of the Measure 4.C-2n, and, if determined of TDM Program, Monitoring, and occurring for implementation of the street between Appozzato Parkway and Pacific Avonue to current City standards: necessary after implementation of Mitigation improvements at appropriate time improvements, if necessary Measures 4.C-2a and 4.C-2b, the City shall
provide connectivity to existing Class i bicycle path on the east and west sides of the street north of be responsible for ensuring implementation Appezzato Parkway. Appropriate intersection treatments for connectivity may include striping, signage, of the improvements at the appropriate time. and/or bicycle boxes at the intersection of Main Street and Appezzeto Parkway, and Facities on west side C.e Ce stescribed bothe in Strot Pacific Stet intersticin to that bicycle Mitigation Moasure 4.C-20 (Central Avenue Bike): The City shall implement TDM and Monitoring City of Alameda shall require Project City of Alameda Community City of Alameda Community Prior to issuance of buikling permits) (Mitigation Moasures 4.C-2a and C-2b) and, when required to avoid the impact or reduce its severity. applicant to fund a fair-share of the total cost Development Department Devolopment Department shall for collection of funds for fair-share of shall use its best efforts to implement the following physical improvements: of the improvements, as stated in Mitigation monitor to ensure implementation total cost and prior to impact 4.C-2b. construct a Class Il bicycle lane or improve the existing Class i bicycle path on the west (south) side of Measure 4.C-20, and, if determined improvements ror me provements Frecessary or the the street between the Main Street-Pacific Street intersection and Lincoln Avenue to current City necessary after implementation of Mitigation standards; Measures 4.C-2a and 4.C-2b, the City shall
se responsible for ensuring implementation
extend a Class I bicycle path to Third Street; and of the improvemonts at the appropriate time. restripe and sign the street segment between Third Street and Fourth Street to provide Class Il bicycle lanes between Lincoln Avenue and Fourth Street.

Mitigation Measure 4.C-5a (Park/Clement): The City shall implement TDM and Monitoring Capic At to in emer gig on Measures City of Alameda Community Colorene Department shal Prior to issuance of building permits) Applies to intersection of funk a fair share cont ution to implement the tolving ret sical improvement or reduce is sovority, Development Department Park/Clement

4.C-2a and 4.C-2b, and fund a fair-share of See Mitigation Measures 4.C-2a and Add northbound left tum pocket along Park Street; the portion of the cost of the improvements 4.C-2b. (as statod in Mitigation Measure 4.C-5a) collection of fair-share of funds.

Optimize the signal offsets and splits; and attributable to the project The northbound left-tum pocket Complete the Clement Avenue extension, which would reduce the demand for left turn movements onto along Park Street will be completed Park Street from eastbound traffic on Clement Avenue. by ACTC as part of the 1- 880/23rd/29th Stroof projoct.

Mitigation Measure 4.C-5b (Park/Encinal): Tho City shall implement TDM and Monitoring (Mitigation City of Alamoda shall require Project City of Alameda Community City of Alameda Community Prior to issuance of bulking permits) AaliCementorsection of Measures 4.C-2a and C-2b) and, when required to avoid the impact or reduce its severity, fund a fair applicant to implement Mitigation Measures Development Department Devolonment Denartment shall share contribution to implement the following improvement: 4.C-2a and 4.C-2b, and fund a fair-share of monitor to ensure implementation state in train Mostre 4. Crovemont (as 4C Mitigation Measures Measures 4.C-2a and Optimize offsets and splits.
attributable to the project.
(Mitigation Measures 4-2 ( C-2b) and ho recity stalind me impact or relico ts sovority. City of Alameda shall require Project City of Alameda Community City of Alameda Community Pror to losuance of bulling permits) Aroatiwayintersection of applicant to implement Mitigation Measures Development Department Development Department shall fund a fair share contribution to implement, the following improvement: 4.C-2a and 4.C-2b, and fund a fair-share of 1. ligation Measures 4.C-22 and he cortion of the most of the imamovement (as
Optimize the signal timing during both peak hours.
stated in Mitigation Measure 4.C-5c) colloction of fair-sharo of funds. attributable to the project.

Monaring Minato Mesires 4C2 and 25) and, ho rested to with man roduce to City of Alameda shall require Project City of Alameda Community City of Alameda Community Prior to issuance of building permits) Applies to intersection of applicant to implement Mitigation Measures Development Department Development Department shall Tilden/Blanding/Fernside severity, fund a fair share contribution to implement the following improvement: monitor to ensure implementation the portion of the cost of the improvement (as of TDM Program, Monitoring, and 4 CoNtigation Moasures 4C- 2a and Optimize the offsets and splits. collection of fair-share of funds. stated in Mitigation Measure 4.C-5d)
attributable to the project.

City of Alameda shall require Project City of Alameda Community City of Alameda Community Prior to issuance of building permits) Applies to intersection of Development Department Development Department shall High/Fernside monitor to ensure implementation
from the sited is a permited rather than protected movement: and such that the southbound left tum the state in tao Mature menti 4.C Mitigation Moasuros 1.C-2a and attributable to the project.

Optimize signal timing.

April 2015 A-5 Environmental Checklist for Streamlined Review Site A of the Alameda Point Project Attachment A
Mitigation Monitoring and Reporting Program
Mitigation Measures Monitoring Responsibility Monitoring end Reporting Mitigation Schedule Notes Implementation Procedures
Mitigation Moasure 4.C-5f (High/Otis): The City shall implement TDM and Monitoring (Mitigation City of Alameda shall require Project City of Alameda Community City of Alameda Community Prior to issuance of building permitts) Applies to intersection of HighrOlis Measures 4.C-2a and C-2b) and, when required to avoid the impact or reduce its severity, fund a fair applicant to imploment Mitigation Measures Development Department Development Department shall share contribution to implement the following improvements: 462220462h and hu a far chare of monitor to ensure implementation 4. C-Migation Measures 4.C-20 and Optimize the signal timing at High and Otis for both peak hours, and the portion of the cost of the improvements of TDM Program, Monitoring, and (as statod in Mitigation Measure 4.C-51)| collection of fair-share of funds.

Install traffic calming strategies on Bayview Drive to include improvements, such as: restriping Bayview attributable to the project.

Drive to create narrower driving lanes to reduce speeding, installing a cross walk and caution sign at the location of the public coastal access easement, and/or construction of sidewalk bulb-outs to improve pedestrian safety at the intersections of Bayview/Court Street and Bayview/Broadway.

TD and Monitoring 4. gation Mossures C- Da and C.d) and, When required fo avo the impact or City of Alameda shall require Project City of Alameda Community Development Department shall Prior to issuanco of building permitis) applicant to implement Mitigation Measures Development Department reduce its severity, fund a fair share contribution to implement the following improvement: 4.C-2a and 4.C-2b, and fund a fair-share of monitor to ensure implementation See Mitigation Measures 4.C-2a and Optimize signal timing during both peak hours. the portion of the cost of the improvement (as of TDM Program, Monitoring, and 4.C-2b. tated in Mitigation Measure 4.C-5g) collection of fair-share of funds. attributable to the project.

Mitigation Measure 4.C-5h (Fernside Boulevard and Otis Drive): The City shall implement TDM City of Alameda shall require Project City of Alameda Community Goverpmen Department shall Prior to issuance of building permits) Applies to intersection of Fernside applicant to implement Mitigation Measures Development Department Boulovard/Otis Drive

4.C-2a, 4.C-2b, and 4.C-2c, and fund a fair- monitor to ensure implementation 4 C tigation Moasures 4. C-2a and Fernside Boulevard. share of the portion of the cost of the of TDM Program, Monitoring. improvement (as stated in Mitigation Mitigation Measure 4.C-2c (if Measure 4.C-5h) attributable to the project. necessary), and collection of fair- share of funds.
(Nigion Measures 4C-2 an a) an, in the cured wol no mad are are i eventy. City of Alameda shall require Project City of Alameda Community City of Alamoda Community Prior to issuance of building permit(s) Applies to intersoction of applicant to implement Mitigation Measures Development Department Development Department shall Park/Blanding fund a fair share contribution to implement the folloving improvements: 4.C-2a and 4.C-2b, and fund a fair-share of nonitor to ensure implementation See Mitigation Measures 4.C-2a and Change east-west signal phasing to protected phasing; and the portion of the cost of the improvement (as of TDM Program, Monitoring, and 4.C-2b. stated in Mitigation Measure 4.C-5i) collection of fair-share of funds Optimize signal timing during both peak hours. attributable to the project.

Mitigation Measure 4.C-5j (Challenger/Atlantic): The City shall implement TDM and Monitoring City of Alameda shall require Project City of Alameda Community Develpmen Dopartment shall Prior to issuance of building permits) halone Alanction of (Mitigation Measures 4.C-2a and 4C-2b) and, when required to avoid the impact or reduce its severity. applicant to implement Mitigation Measures Development Department a fairshare to contribution optimize signal timing during the p.m. peak hour. monitor to ensure implementation See Mitigation Measures 4C-29and the portion of the cost of the improvement (as of TDM Program, Monitoring, and 4.C-2b. stated in Mitigation Measure 4.C-5i) collection of fair-share of funds attributable to the project.

City of Alamoda shall require Project City of Alameda Community City of Alameda Community Prior to issuance of building permits) Applies to intersection of applicant to implement Mitigation Measures Development Department Development Department shall Park/Lincoln

4.C-2a and 4.C-2b, and fund a fair-share of nonitor to ensure implementation See Mitigation Measures 4.C-2a and stated in trate no of the Covement (as 4.C-2b.
attributable to the project,
Measuro 4 Casure 4.C-5 (Jackson/Sixth): The City of Alameda shal implement: TOM (Mitigation Project applicant shall implement TOM Developmont Departmenty Coyot anon opartment shall Prior to issuance of building permits) Jackson to Interection of program.
require implementation of TDM 40 Migation Measures 1. -20 and program
Measure 4C-za)r C-2a)ro 4.C-5m (WobstorEighth): The City of Alameda shall imploren: TOM (Mitigation Project applicant shall implement TDM Development Departmenty Cay of Ame deporment shall Prior to issuance of building permit(s) Applies to intorsection of program. Webstor/Eighth
require implementation of TDM See Mitigation Measuros 4.C-2a and program 4.C-2b.

Mitigation Measure 4.C-5n (Broadway/Fifth): The City of Alameda shall implement TDM (Mitigation Project applicant shall implement TDM City of Alameda Community City of Alamoda Community Prior to issuance of building permit(s Applies to intorsoction of Measure 4.C-2a). program. Development Department Broadway/Fifth See Mitigation Measures 4.C-2a and
program. 4.C-2b.

Meaeuro a -aure 4. C-so (Brush/12th): The Cly of Alameda shall implement TDM (Mitigation Project applicant shall implement TDM City of Alameda Community City of Alameda City of Alameda Prior to issuance of building permit(s) Applios to intorection of Brush/12th program. Development Department Community Developmont
4C Migation Measures 1.C-2a and
April 2015 A-6 Environmental Checklist for Streamlined Review Site A of the Alameda Point Project
Attachment A
Mitigation Monitoring and Reporting Program
Mitigation Measures Implementation Procedures Monitoring and Reporting Monitoring Responsibility Action Mitigation Schedule
Mitigation Measure 4.C-5p (High/Oakport): The City of Alameda shalt implement TDM and City of Alameda shall require Project Signat timing to low for more 10: to for 2) and work with the City of Oakland to optimize tho City of Alameda Community City of Alameda Community Prior to issuance of building permits) Applies to intorsection of applicant to implement Mitigation Measures Development Departmont Development Department shall

4.C-2a and 4.C-2b, and fund a fair-share of monitor to ensure implementation High/Oakport he portion of the cost of the improvement (as
stated in Mitigation Measure 4.C-5p) 4.C tigation Measures 1.C-2a and altributable to the project.

City of Alameda shall require Project City of Alameda Community City of Alameda Community Prior to issuance of building permits) applicant to implement Mitigation Measures Development Department Development Department shall

4.C-2a and 4.C-2b, and fund a fair-share of monitor to ensure implementation the portion of the cost of the improvement (as 4C. ligation Measures 1.C-2a and stated in Mitigation Measure 4.C-5q)
attributable to the project.

Measure 4C 2a)ure 4. -5r (28thlF ord): The City of Alameda shal implement TOM (Mitigation Project applicant shall implement TDM City of Alameda Community Prior to issuance of building permits) Applies to intersection of 29th/Ford program. Development Department Cry of Ament Department shal require implementation of TDM 4.C. Migation Measures 1.- 2a and omaram.

Mitigation Measure 4.C-5s (23rd Ave./Seventh St.): The City of Alameda shall implement TOM and City of Alameda shall require Project City of Alameda Community City of Alameda Community Prior to issuance of buikling permits) motiound polite a spared of tun an and a hard toughingt or lang, are pine the applicant to implement Mitigation Measures Development Department Applies to intersection of 23rd Development Department shalt Ave./Seventh St.

4.C-2a and 4.C-2b, and fund a fair-share of monitor to ensure implementation the portion of the cost of the improvement (as of TDM Program, Monitoring, and See Mitigation Measures 4.C-2a and stated in Mitigation Measure 4.C-5s) ollection of fair-share of funds 4.C-2b. attributable to the project.

Mitigation Measure 4. 2 Mani a -2) and her roguild i alto mato eaten is severity. City of Alamoda shall require Project City of Alameda Community City of Alameda Community applicant to implement Mitigation Measures Development Department Prior to issuance of building permits) Applies to intersection of Main/Pacific fund a fairshare contribution to change signal timing to two-phase timing plan (i.e., northbound and Development Department shall southbound move concurrently; then eastbound and westbound move concurrently) and optimize cycle 4.C-2a and 4.C-2b, and fund a fair-share of nonitor to onsure implementation See Mitigation Measuros 4.C-2a and ength. the portion of the cost of the improvements 4.C-2b. (as stated in Mitigation Measuro 4.C-5t) of octop of fairshare of fund and attributable to the project.

Mitigation Measure 4.C-5u (Webster/Appezzato Pedestrian): The City shall implement TDM and City of Alameda shall require Project City of Alamoda Community Monitoring (Mitigation Measures 4.C-2a and 4.C-2b) and, when required to avoid the impact or reduce applicant to implement Mitigation Measures City of Alameda Community Prior to issuance of building permits) Applies to intersection of ts severity, fund a fair share contribution to optimize signal timing. Development Department Development Department shall

4.C-2a and 4.C-2b, and fund a fair-share of monitor to ensure implementation Webster/Appozzato the portion of the cost of the improvement (as 4 Co Mitigation Moasuros 4. C-20 and stated in Mitigation Measure 4.C-5u)
attributable to the project.

Mitigation Measure 4.C-5v (High/Fernside Pedestrian): The City shall implement TDM and City of Alameda shall require Project Monitoring (Mitigation Measures 4.C-2a and 4.C-2b) and Mitigation Measure 4.C-5e (optimize signal City of Alameda Community City of Alameda Community timing during the p.m. peak hour. applicant to imploment Mitigation Measures Development Department Development Department shall Prior to issuance of beiding permile Alighifornsintorsection of

4.C-2a, 4.C-2b, and 4.C-5e. monitor to ensure implementation coleto of air share of tundand 4.C-Nligation Measures 4. C-2a and City of Alameda shall require Project City of Alameda Community City of Alameda Community applicant to implement Mitigation Measures Development Dopartment Prior to issuance of building pemitts) Applies to intersection of

4.C-2a and 4.C-2b, and fund a fair-share of Development Department shall Appezzato/Constitution Modify phasing sequence; and the portion of the cost of the improvements nonitor to ensure implementation Optimize the signal timing. (as stated in Mitigation Measure 4.C-5w) 4C ligation Measures 1. - 2a and attributable to the project.

City of Nameda shall require Project City of Alameda Community City of Alameda Community Prior to issuance of building permits) applicant to imploment Mitigation Measures Development Department Dovelopment Department shall Applies to Park Stroot

4.C-2a and 4.C-2b, and fund a fair-share of monitor to ensure implementation See Mitigation Measures 4.C-2a and Provide transit signal priority at intersections along this corridor; and the portion of the cost of the improvements of TDM Program, Monitoring, and 4.C-2b.

Optimize spilts at the Park Street and Blanding Avonue intersection during a.m. and p.m. peak hours. (as stated in Mitigation Measure 4.C-5x) collection of fair-share of funds. attributable to the project.

City of Alameda shall require Protect City of Alameda Community applicant to implement Mitigation Measures Development Department Day or man Department shal Prior to issuance of building permits) | Applies to Appezzato Parkway

4.C-2a and 4.C-2b, and fund a fair-share of monitor to ensure implementation 4C Nigation Maasures 1. -20 and Install transit signal priority at intersections along this corridor: the portion of the cost of the improvements (as stated in Mitigation Measure 4.C-5y) of TDM Program, Monitoring, and Optimize cycle length at the Appezzato Parkway and Webster Street intersection during a.m. and p.m. collection of fair-share of funds poak hours and provide signal priority; and attributable to the project.

Establish exclusive transit lanes or queue jump lanes from Alameda Point to Webster Street.

April 2015 A-7
Environmental Checklist for Streamlined Review
Site A of the Alameda Point Project Attachment A
Mitigation Monitoring and Reporting Program
Monitoring and Reporting
Mitigation Measures Implementation Procedures Monitoring Responsibilty Action Mitigation Schedule Notes Mitigation Measure 4.C-5z (Stargell Avenue Transit): The City shall implement TDM and Monitoring City of Alameda shall require Project City of Alameda Community Doyopment da Coment shall Prior to issuance of building permits) Applies to Stargell Avenue (Mitigation Measures 4.C-2a and 4.C-2b) and, when required to avoid the impact or reduce its severity, applicant to implement Mitigation Measures Developmont Department See Mitigation Measures 4.C-2a and molement the following improvements: 4.C-2a and 4.C-2b, and fund a fair-share of the portion of the cost of the improvements coM Program, Montong, tod 4.C-2b.

Provide westbound queue jump lanes on Willie Stargell Avenue at Main Street or construct exclusive transit lanes on Willie Stargell Avenue: (as stated in Mitigation Measure 4.C-5z) collection of fair-share of funds Install transit signal priority at intersections along this corridor; and attributable to the projoct.

Optimize cycle length at the Main Street and Willie Stargell Avenue intersoction during a.m. and p.m. peak hours.

Mitigation Measure 4.C-5zi (Stargell Avenue Bike): The City shall implement Mitigation See Mitigation Measure 4.C-2m, above.

Measure 4.C-2m (Stargell Avenue bike path).

Mitigation Measure 4.C-5zii: The City shall implement Mitigation Measure 4.C-2n (Main Street bicycle See Mitigation Measure 4.C-2n, above. improvements).

Mitigation Measure 4.C-5zili (Central Avenue Bike): The City shall implement Mitigation See Mitigation Measure 4.C-20, above.

Measure 4.C-20 (Central Avenue bicycle improvements).

Mitigation Measure 4.C-5ziv (Oak Street Bike): The City shall implement TDM and Monitoring City of Alamoda shall require Project City of Alameda Community Development Departmont shal Prior to issuance of building permits) Applies to Oak Street (Mitigation Measures 4.C-2a and 4.C-2b) and, when required to avoid the impact or reduce its severity, applicant to implement Mitigation Measures Development Department fund a fair share contribution to implement the completion of a bicycle boulevard with appropriate 4.C-2a and 4.C-2b, and fund a fair-share of monitor to ensure implementation See Mitigation Measures 4.C-2a and signage and striping along Oak Street from Blanding Avenue to Encinal Avenue to advise motorists and the portion of the cost of the improvomonts 4.C-2b. of TDM Program, Monitoring, and
bicyclists to share the street. (as stated in Mitigation Measure 4.C-5zlv) collection of fair-share of funds attributable to the project.

Mitigation Measure 4.C-9 (Chinatown Pedestrians): The City of Alameda shall implement TDM and City of Alameda shall require Project City of Alameda Community Prior to isuance of building permits) SceNtigation Measures Moasures 1.C-2a and Monitoring (Mitigation Measures 4.C-2a and 4.C-2b) and shall continue to work with the City of 4. 2a and 4C-20, an ordinato witn Development Department Devot Alam Doorment shal Oakland, the ACT, and Caltrans, to evaluate and implement measures to reduce or divert the volume monitor to ensure implementation of traffic that travels through Oakland Chinatown to and from Alameda Point and other City of Alameda City of Oakland, the ACTC, and Caltrans to evaluate and thon implomont measuros that o True or aton in the c reduce/divert volume of traffic that travels of Oakland, the ACT, and through Oakland Chinatown to and from Caltrans.
datinda Point and other Gly of Alamodia
D. Cultural and Paleontological Resources
Muratient of the iDoric Preserve on Ordinance, Wich nol: a corticato o aroval thy the HAB City of Alameda Community Elvis Board (AD) shalt verify During the certificate of approval Development Department procoss
for modifications to contributors and resources within the Historic District. As part of the certificate of Preservation Ordinance./ completion of analyses. approval process, project sponsors shall provide:
1) An analysis of the proposal's conformity with the Guide to Preserving the Character of the Naval Air Seepiano Lages located adjacent to Station Alameda Historic District as adopted and amended by the City Council; 2) An analysis of the proposal's conformity with general management and design quidelines contained within the NAS Alameda Cultural Landscape Report (JRP, 2012), including application of the Socretary of the interior's Standards for the Treatment of Historic Properties with Guidelines for the Treatment of Spital ranscion, to Those inc, we spotin, rate and ordan, rd by fun, a wears for uh topics as fumishings and objects; and
3) An awol pit of i impast on the Histore District as a whols, an un an infinitual rosaur of attematives Histort Dietro, the ly shal complite and adopt Guilinos for Now inti Development with he da for No i elopmentor Guilines City of Alameda Community Review new buildings for Methin the NAS Armed Historie o al proceed ped inter Historicion Development Departmont conformance with Guidelines
Historic District. All new building will be reviewed for conformanco with the guidelinos. Project a guidan shalt conform to the cly's District Seaplane Lagoon.
for New hi Development within fees
Hielopment an al suit gue, to that
development within the Historic District.

April 2015 A-8 Environmental Checklist for Streamlined Review Site A of the Alameda Point Project Attachment A
Mitigation Monitoring and Reporting Program
Implementation Procedures Monitoring Responsibility Monitorim ato Reporting Mitigation Moasures Mitigation Schedule Notes
Mitigation Measure 4.D-2 (Archaeological Resources): If cultural resources are encountered, all Projoct applicant and its contractor(s) shall City of Alameda Community If resources are encountered. lf resourcos encountored, reviow of activity within 100 feet of the find shall halt until it can be evaluated by a qualified archaeologist and al halt work and notify archaeologist and Development Department verify work is suspended and treatmont and monitoring plan prior Vativo American reprosentative. Prehistoric archaeological materials might include obsidian and chort Native Amorican reprosentative if materials review and approve the treatment to continuation of construction laked-stone tools (e.g.. projectile points, knives, scrapers) or toolmaking debris: culturally darkened soil are discovered. and monitoring plan if "midden") containing heat-affected rocks, artifacts, or sheilfish remains; and stone milling equipment (e.g.. Archaeologist and Native American archaeological materials are nortars, pestles, handstones, or milling slabs): and battered stone tools, such as hammerstones and representativo shall conduct independent discovered pitted stones. Historic-era materials might include stone, concrete, or adobe footings and walls; filled wells review and prepare treatment plan, if Anivo Amorena
necessary.
representative determine that the resources may be significant, they shall notify the City of Alameda and hall develop an apropriate treatment plan for the resources The archaeologist shall consult with Nativo American monitors or other apropriate Native American represontativos in determining appropriate impacts pursuant to CEQA Guidelinos. re atment for unearthed cultural resources if the resources are prehistoric or Native American in nature.

In considering any suggested measures proposed by the archaeologist and Native American epresentative in order to mitigate impacts to cultural resources, tho project applicant shail determine whether avoidance is necessary and feasible in light of factors such as the nature of the find, project cultural resources is boing carried out.

Pursuant to CEOA Guidelines Section 15126(b), Mitigation Measures Related to Impacts on Historical Resources, the City of Alameda will, whenever feasible, sook to avoid damaging effects on any historical esource of an archaeological nature. The following factors shall be considered for a project involving an archaeological site:

A. Preservation in place is the preferred manner of mitigating impacts to archaoological sitos.

Preservation in place maintains the relationship between artifacts and the archaeological context.

Preservation may also avold conflict with religious or cultural values of groups associated with the site.

B. Preservation in place may be accomplished by, but is not limited to, the following:

1. Planning construction to avoki archaeological sites;

2. Incorporation of sites within parks, groenspace, or other open space:

3. Covering the archacological sites with a layer of chemically stable soil before building tennis courts. parking lots, or similar facilitios on the site.

4. Deoding the site into a permanent conservation oasement.

C. Wae ate recone for elegh exy raive in the encenil migado da rolo romaria e the historical resource, shall be prepared and adopted prior to any excavation being undertaken. Such studies shall be densied with the Califomin Historical Resouren Regional Information Center.

Archeological sites known to contain human remains shall be treated in accordance with the provisions of Section 7050.5 Health and Safety Code. If an artifact must be removed during project excavation or testing, curation may be an apropriate miligation.

D. Data recovery shall not be required for an historical resource if the lead agency determines that testing or studios aready completed have adequately recovered the scientifically consequential information from and about the archacological or historical resource, provided that the determination is documented in the EIR and that the studies are deposited with the Califomia Historical Resources Regional Information Center.

Mitigation Measure 4.D-3 (Paleontological Resourcos): If paleontological resources, such as Project applicant and its contractor(s) shall fossilized bone, teeth, shell, tracks, trails, casts, molds, or impressions are discovered during halt construction within 100 feat of Dovolpment Departmenty Covelopment of apropriado round-disturbing construction activities, all such activities within 100 foct of the find shall be haltod paleontological resources to continuation of construction until a qualified paleontologist can assess the significance of the find and, if necessary, develop palor ologia o sol se significance of paleont ingical resturces found anomariste salvado mestres in conculation vith the Clu o Alamedo and in confomonco with Society of Vertebrate Paleontology Guidelines (SVP, 1995; SVP, 1996).

A nocosa role aplica a re
incorporate measures upon continuation of
sonstruction
Mitigation Measure 4.D-4 (Human Remains): In the event of discovery or recognition of any human Projoct applicant and its contractor(s) shall City of Alameda Community Ongoing emains during construction activities, such activities within 100 feet of the find shall cease. The Alameda Comunity Developm Gily of Development Department:

Alamede County Coroner shall be contacted immediately. If the remains are determined to be Native NAHC: County Coroner encountered American, and no investigation of the cause of death is required, the Native American Heritage Department if remains are discovered Commission (NAHC) will be contacted within 24 hours. The NAHC will identify and contact the person NAHC shall assign most likely descendant or persons it believes to be the most likely descendant (MLD)* of the deceased Native American, who in tum vould make recomendations for the apropriate means of treating the human remains and any Pire act aekcant and te ent wotor (s) a il a Native American Cemetery
April 2015 Environmental Checklist for Streamlined Review Site A of the Alameda Point Project Attachment A
Mitigation Monitoring and Reporting Program
Mitigation Measures Montor Acto Reporting
Implementation Procedures Monitoring Responsibility Mitigation Schedule Notes Mitigation Measure 4.D-5: Implement Mitigation Measure 4.D-1. See Mitigation Measure 4.D.1.

Mitigation Measure 4.D-6: Implement Mitigation Measures 4.D-2, -3, and -4. See Mitigation Measures 4.D-2, 4.D-3, and 4.D-4.

E. Biological Resources
Mitigation Measure 4.E-1a (Sound Attenuation Monitoring Plan): Prior to the start of marina or Projoct applicant shall croate a NMFS- City of Alameda Community Verify completion of plan and Prior to start of marina or ferry *Although this mitigation measure orry terminal construction, the City shall require a NMFS-approved sound attenuation monitoring plan approved sound attenuation monitoring Development Department monitor throughout construction. applies primarily to marina or ferry o protoct fish and marine mammals, if pile driving is planned for the Seanlane Lacoon. This plan shall plan. terminal projects, it would also apply to provide detail on the sound attenuation system, detail methods used to monitor and verify sound levels Ensure that monitoring results get any projoct that entails pile driving within Projoct applicant shall implement plan and submitted to NMFS. utina pile drivine aciviles, and describe management pracices to bo taken to reduce impact hamme record monitoring results. Seaplane Lagoon. bile-driving sound in the marine environment to an intensity level of less than 183 dB. The sound monitoring results shall be made available to the NMFS. The plan shall incorporate, but not be limited. to the following best management practices (BMPs):
• To the extent feasible, all pilings shall be installed and removed with vibratory pile drivers only.

Projects hit wiNe. Al roy die alected used pepsin Cario US NA completed Section 7 consultation on this document, which establishes general procedures for minimizing impacts to natural resources associated with projects in or adjacent to jurisdictional waters.

An impact pile driver may only be used where necessary to complete installation of larger steel ilings in accordance with seismic safety or other engineering criteria The hammer shall be cushioned using a 12-inch thick wood cushion block during all impact hammer pile driving operations
• All piling installation using impact hammers shall be conducted between June 1 and November 30, when the likelihood of sensitive fish species being present in the work area is minimal • If pile installation using impact hammers must occur at times other than the approved work window, the project applicant shall obtain incidental take authorization from NMFS and CDFW, as necessary, to address potential impacts on steelhead trout, chinook salmon, and Pacific herring and implement all requested actions to avoid impacts
• The project applicant shall monitor and vority sound levols during pile driving activitios. Tho sound monitoring results will be made available to NMFS and the City • In the event that exceedance of noise thresholds established and approved by NMFS occurs, a contingency plan involving the use of bubble curtains or air barrier shall be implemented to attenuate sound levels to below threshokis
Mitigation Measuro 4.E-1b (NMFS and CDFW Consultation): During the project permitting phase, Project applicant shall consult with NMFS if Davelpmant Deparment: Confim consultation with NMFS Dor tonstrict nomitting phase, Although it is anticipated that this the City will ensure that any projects requiring in-water work include consultation with NMFS to project requires in-water work. and CDFW. mitigation measure would apply only to Jetermine if the work can be covered under one of the programmatic consultations for federally listed Project applicant shall consult with CDFW NMFS; CDFW marina or ferry terminal projects, it would species described above or if a projact-level BO would be required and whether an Incidental Harassment also apply to any other proposal that stomation (HAl for manno mammals unid ho nodded for droning or nilo driving seiiioe Tho project applicant shall also consult with CDFW regarding State special-status fish and the potential neod for construction of docks within Seaglane in incidental take permit (ITP). The project applicant shall submit to the City copies of anv IHA and/or Lagoon or San Francisco Bav.

TP received or, alternatively, copies of correspondence confiring that an IHA andior ITP is not required for the project in question.

Mitigation Measuro 4.E-1c (Additional Noise Attenuation Measures): As part of the NFS. aliens to recue the tote or reason NMFS will review and the sound Prior to construction Although it is anticipatod that this approved sound attenuation monitoring plan required for pile driving in the Seaplane Lagcon in Dardpian parmonity attonuation monitoring plan and mitigation measure would apply only to noise transmission. NMFS| approve the biological monitor that marina or ferry terminal projocts, it wouk would conduct daily surveys ale a reuite pil diving poor that transmission on marine mammals. These actions shall include at a minimum: before and during impact hammer • Establishment of a 1,600-foot (500-metor) safety zone that shall be maintained around the sound daily surveys. pile driving work. construction of docks within Seaplane source, for the protection of marine mammals in the event that sound levels are unknowm or cannot City will ensure implementation of Lagoon or San Francisco Bay. be adequately predicted the listed actions and daily
• Work activities shall be halted when a marine mammal enters the 1,600-feet (500-meter) safety zone and resume only after the animal has been gone from the area for a minimum of 15 minutes Measure 4.E-1a.
• A "soft start technique shall be employed in all pile driving to marine mammals an opportunity to mento the aron
• Maintain sound levels below 90 dBA in air when pinnipeds (seals and sea lions) are present •ANMFS-approved biological monitor will conduct daily surveys before and during impact hammer ile driving to inspect the work zone and adjacent Bay wators for marine mammals. Tho monitor will be present as specified by NMFS during the impact pile-driving phases of construction April 2015 A-10 Environmental Checklist for Streamlined Review Attachment A
Site A of the Alameda Point Project Mitigation Monitoring and Reporting Program Monitoring and Reporting Notes
Implementation Procedures Monitoring Responalblty Action Mitigation Schedule Mitigation Measures
Review construction plans and Prior to construction and after Although it is anticipated that this Mitigation Measure 4.E-1d (Dock Lighting): Prior to occupancy, the City shall ensure that the project Project applicant shall include dock lighting Covet plant Deportenty specifications to ensure it includes construction. mitigation measure would apply only to applicant installs dock lighting on all floating docks that minimizes artificial lighting of Bay waters by measures in construction plans and marina or ferry terminal projects, i would specifications. dock lighting requirements. also apply to any other proposal that using shielded, low-mounted, and low light-intensity fixtures and bulbs. would require construction of dodies
within Seaplane Lagoon or San
Francisco Bay.

Project applicant will obtain a qualified City of Alameda Community Review construction specifications Prior to issuance of demolition or project region renoval or tre any r Mitigation Measure 4.E-1f: (Bat Pre-Construction Survey) Potential direct and indirect disturbances to biologist to conduct pre-construction Development Department to ensure inclusion of protective tree removal permit bats shall be identified by locating colonies, and instituting protective measures prior to construction. No measures for active bat roosts. demolition of buildings. more than two weeks in advance of tree removal, demolition of buildings onsite, or initiation of construction surveys for bat roosts. within 100 feet of trees or structures providing potential bat roosting sites, a qualified bat biologist (o.g., a Qualified biologist will conduct pre- Monitor to ensure completion of biologist hokling a CDFW collection permit and a Memorandum of Undorstanding with CDFW allowing the construction bat surveys two weeks prior to pre-construction survey. biologist to handle and collect bats) shall conduct pre-construction surveys for bat roosts. No activities troe removal and building demolition work that coull disturb active roosts shall proceed prior to the complated surveys. and shall develop protective measures.

City of Alameda Community Prior to issuance of demolition or Mitigation Measure 4.E-1g: (Bat Maternity Colony Measures) If a maternity colony is located within the Project applicant and its contractors) shall tree removal permit project site during pre-construction surveys, the project shall be redesigned to avoid impacts if feasible, incorporate measures in the construction Development Department; demolition of buildings. specifications to reduce impacts to CDFW Impacts to matemity colonies. and a no-disturbance buffer acceptable in size to the CDFW shall be created around the roost. Bat roosts (matemity or otherwise) initiated during construction are generally presumed to be unaffected by maternity colonies. increased noise, vibration, or human activity, and no buffer is necessary as long as roost sites are not During pre-construction surveys, Project directly altered or destroyed. However, the "take" of individuals is still prohibited at any time. applicant and/or its contractors) will • If there is a maternity colony present and the project cannot be redesigned to avoid removal of the located within the profe sornity colony is tree or structure inhabited by the bats, demolition of that tree or structure shall not commence until after young are flying (i.o., after July 31, confirmed by a qualified bat biologist) or before maternity colonies form the following year (i.e., prior to March 1). • If a non-maternity roost must be removed as part of the project, the non-maternity roost shall be evicted prior to building/tree removal by a qualified biologist, using methods such as making holes in the roost to alter the air-flow or creating one-way funnel exits for the bats. • If significant (e.g., maternity roosts or large non-matornity roost sites) bat roosting habitat is destroyed during building/tree removal, artificial bat roosts shall be constructed in an undisturbed area in the project site vicinity away from human activity and at least 200 feet from project demolition/construction activities. The design and location of the artificial bat roosts) shall be determined by a qualified bat biologist.

Prior to issuance of building permits)
Mitigation Measure 4.E-2c: (Invasive Spocies Control Plan) The City shall require that the project Project applicant shall develop and implement a Marine invasive Specios and during construction applicant develop and implement a Marine Invasive Species Control Plan prior to commencement of Control Plan during construction of in-water and other relovant state Ensuro the provisions of the any in-water work including, but not limited to, construction of piers and seawalls, dredging, pile driving. work. agencies
and construction of now stormwater outfalls. The plan shall be prepared in consultation with the United States Coast Guard (USCG), RWQCB, and other relevant state agencies. Provisions of the plan shall Project applicant will prepare a post- construction.
include but not be limited to the following: USCS, and Rand submit to the city. • Environmental training of construction personnel involved in in-water work • Actions to be taken to prevent the rolease and spread of marine invasive species, especially algal species such as Undaria and Sargasso
• Procedures for the safe removal and disposal of any invasive taxa observed on the removed structures prior to disposal or reuse of pilings, docks, wave attenuators, and other features • The onsite presence of qualified marine biologists to assist the contractor in the identification and proper handling of any invasive species on removed Port equipment or materials • Austen and hateras folowing no mova, rom the water, and describing the treatment handling of identified invasive species. Reports shall be submitted to the City, as well as the USCG and the RWQCB if requested by the agencies.

A-11 Environmental Checklist for Streamlined Review
April 2015
Site A of the Alameda Point Project Attachment A
Mitigation Monitoring and Reporting Program
Monitoring and Reporting
Mitigation Measures Implementation Procedures Monitoring Responsibility Action Mitigation Schodule Notes Mitigation Measure 4.E-3a: (Wetlands) Prior to issuance of final grading or building permits that Project applicant shall obtain all necessary City of Alameda Community Prior to issuance of final grading or include work within or in the vicinity of jurisdictional waters, the City shall confirm that the project wetland permits. Dovolopment Department buikling permit(s) and during applicant has obtained all necessary wetland permits and shall further ensure that the project applicant Project applicant shall implement measures Ensure implementation of construction. mplements measures to avoid or minimize adverse effects on jurisdictional waters and sensitive natural communities. Specifically: lo avoid or minimize adverse effects on measures to avoid sensitive jurisdictional waters and sonsitive natural natural communities The existing wetlands in the Northwest Territories shall be preserved and incoroorated into communities. compatible open space uses to the maximum extent feasible. Project applicant will implement measures • Wetlands to be avoided shall be protected by setbacks throughout project construction. Based on to avoid or minimize adverse efferts onl commendations in the Baylands Ecosystem Habitat Goals (Goals Project, 1990) a minimum jurisdictional waters and sensitive natural 300.fot wetland buffer shail he incororated into prolect desian wherever possible to protect water communities as identified in Mitigation quality and the wildlife that uso the wotlands. Where existing uses preclude the stablishmont of a Measure 4.E-3a. 300. foot or larger buffer. the laranst buffer mossile shall he estahlished Ruffer with should he determined by considering the quality of the wetlands, actual or potential wildlife use, oxisting and proposed future uses, amount and type of vegetation within the buffer, and angle and direction of slope in proximity to the wetland (McElfish ot al., 2008). Open space usos shall incorporato those suffers in the siting of recreational trails and development of facilities to ensure the wetlands and the wildlife that use thom are adequately buffered from recreational usos. • During project construction, areas to be avoided and provided with setbacks pursuant to the fencing, straw wattles, or other appropriate erosion and sediment control methods or devices along oads and at the 100-foot sethack limits. To minimiz imnasts on wetlands and other waters equipment such as backhoes and cranes used for installation of rip-rap or other shore stabilization measures along the Bay shoreline shall operate from dry land where possible. Any construction operations within Bay waters shall be barge-mounted or use other water-based equipment such as scows, derrick barges, and tugs.

Mitigation Measure 4.E-3b: (BMPs for Wetlands) Standard BMPs shall be employed to avoid City of Alameda Community Ensure that Projoct applicant During construction Although implementation of this degradation of aquatic habitat and wetlands by maintaining wator quality and controlling erosion and Development Department mitigation measure is particularly critical sedimentation during construction as required by compliance with the National Pollutant Discharge composith POES Generand though in Measure 4, BMPs described for projects located adjacent to or in Elimination Syetom (NPDES) Goneral Pormit for Construction Activities (see also Section 4.H, Hydrology proximity to wetlands or surface waters, and Wafer Quality, of this EIR, which addresses impacts on water quality). all construction projects will be required BMPs shall include, but not be limited to, the following: (1) installing silt fencing between wetlands and to comply with the Regional Water quatic habitat and construction-related activities, (2) locating fueling stations away from potentially Quality Control Board's NDES General urisdictional features, and (3) otherwise isolating construction work areas from any identified jurisdictional Construction Pormit, and will be required eatures. In addition, BMPs to avoid impacts on water quality resulting from dredaing or other activities to implement appropriate BMPs. within open waters that are identified in the Long-term Management Strategy for the Placement of Dredged Material in the San Francisco Bay Region (LTMS) (Corps, 2001) shall be implemented. These BMPs include silt fencing and gunderbooms or other appropriate methods for keeping dredged materials or other sediments from leaving a project site.

Mitigation Moasure 4.E-3c: (Wetland Mitigation and Monitoring Plan) Where disturbance to Project applicant shall develop a mitigation City of Alameda Community Review of construction Prior to issuance of grading permit urisdictional waters cannot be avoided, compensation shall be provided ta minimum 1.1 ratin for specifications to ensure it includes temporary impacts and permanent loss. Actual componsatory mitigation ratios will be specified in projoct undistional vatore at a minimum 1:1 ratio permits issued by the Corps, RWQCB, and BCDC. Where applicable, compensation shall be detalled on which sha be leveloped prior the stand or he fist plase of dovespont or in ortiation with permit, and permanent loss. offsite mitigation options. Ensure that
applications and/or conditions. Altematively, offsite mitigation may be pursued through an approved mitigation plan incorporates items describod mitigation bank, although this option may result in a higher mitigation ratio.. At a minimum, such plans in Measure 4.E-3c. shall include: described in Mitigation Measure

4.E-3C.
• Baseline information, including a summary of findings for the most recent wetland delineation/ applicable to the project site:
• Anticipated habitat enhancements to be achieved through compensatory actions, including mitigation site location (onsite enhancement or offsito habitat creation) and hydrology:

April 2015 A-12 Environmental Checklist for Streamlined Review Site A of the Alameda Point Project Attachment A
Mitigation Monitoring and Reporting Program
Monitoring and Reporting
Mitigation Measures Implementation Procedures Monitoring Responsibility: Action Mitigation Schedule Porformance and success criteria for wetland creation or enhancement including, but not limited to, the ollowing:"
At least 70 percent survival of installed plants for each of the first three yoars following planting. prinsalad flats in far 1, ties prf pr cent over in Year f if least after cent over in Year 3r at least 40 percent cover in Year 4.

Performance criteria for hydrology in Years 1-5 as follows: Fourteen or more consecutive days of flooding, ponding, or a water table 12 inches or less below the soil surface during the growing soason at a minimum frequency of three of the five monitoring years; OR ostablishment of a revelence of wetland obligate plant species.
cortut antipe over greater that a proces on eat 1, 20 prentin roars at 3, 15 porcont n Year 4. and 10 mercent in Year 5
If necessary, supplemental water shall be provided by a water truck for the first two years following installation. Any supplemental water must be removed or tumed off for a minimum of two ensecutive vears prior to the end of the monitoring period, and the wetland must meet all other criteria during this period. At the end of the five-year monitoring period, the wetland must be self- sufficient and capable of persistence without supplemental water.

At least 75 percent cover by hydrophytic vegetation at the end of the five-year monitoring period. In addition, wetland hydrology and hydric soils must be present and defined as follows:
• Hydrophytic vegetation - A plant community occurring in areas where the frequency and duration of inundation or soil saturation produce permanently or periodically saturatod soils of sufficient duration to exert a controlling influence on the plant species present. • Welland hydrology - Identified by indicators such as sediment deposits, water stains on vegetation, and oxidized rhizospheros along living roots in the upper 12 inches of the soil, or satisfaction of the hydrology porformance criteria listed above. • Season to Slop that arbie ordions, wich are order haracterize dr tears so red concentrations, which form by the reduction, translocation, and/or oxidation of iron and nanganese oxides. Hydric soils may lack hydric indicators for a number of reasons. In such cases, the same standard usod to determine wetland hydrology when indicators are lacking can be used.

Five years after any wetland creation, a wetland delineation shall be performed to determine whether crate unflands are devening according to the success criters outlined in the broiect permits. If they are not, remedial moasures such as re-planting and or re-design and construction of he created wolland shall be taken to ensure that the Protect's mitigation obligations are met. • reportion or enhancement of wetland features no pretend thin proposed open span are h the Potential opion incan the creation of alone else are go on or pro a mitigation. Offsite compensatory mitigation would be required to fulfill the performance standards described abovo.
• Vegetasion rolated criteria listed here apply only misgation required for impacts to vegetated welands and would not be required for misgation required for impacts to unvegetated welands.

April 2015 A-13 Environmental Checklist for Streamlined Review Environmental Checklist for Streamlined Review A-14 April 2015 •Ware on the sights are to bo left on at night, instal fly shielded lights to contain and direct light • Install strobe or flashing lights in place of continuously burning lights for any obstruction lighting. • Installing fixtures that use lower-wattage, sodium, and yellow-red spectrum lighting. - Installing programmablo timers
- Installing task lighting
- Installing motion-sensitive lighting
visible from the exterior or exterior lights must be left on at night, including:
• Examine and adopt alternatives to bright, all-night, floor-wide lighting when interior lights would be • Avoid installation of lighting in areas where not required for public safety educe night lighting impacts on species other than least terns:
following goneral considerations that should be applied wherever feasible throughout Alameda Point to ghting usage, change light direction, and contain light. These include, but are not limited to. the similarly ensure that the design and specifications for buildings implement design elements to reduce Lighting. In addition to implementation of the City/VA Lighting MOA, the projact applicant shall reducing birds' flight momentum.
glass. Such close proximity will obscure habitat roflections and will minimize fatal collisions by shrubs immediately adiacent to the exterior alass walls, at a distance of lose than 3 feet from the Alternatively, if planting of landscapes near a glazed building façado is desirablo, situate trees and • Place new vegetation sufficiently away from glazed building facades so that no reflection occurs. ›verhanas: and
• Mute reflections in glass using strategies such as angled glass, shades, internal screens, and intervening interior obstacles such that a bird could perceive its flight path through the glass to be • Eliminate the use of clear glass on opposing or immediatoly adjacent faces of the building without angling glass towards the ground, UV-A glass, or awnings and overhangs; desian techniques such as lastic or metal screens, light-colored blinds or curtains, frosting of alass • Up to 60 feet high on building facades facing the shoreline, decrease reflectivity of glass, using Antimetore sauare i
experienced with bird strikes. Decats with pattered or abstract designs, with the maximum clear spaces at most 28 prepared by the qualified biologist centimeters, and/or recommendations and memoranda • Geometric fenestration patterns that effectively divide a window into smaller panes of at most 28 potential impacts on birds, and the from the outside by birds but appear transparent from the inside. each building that are intended to address One-way films installed on glass, with any picture or pattern or arrangement that can be seen measures and features of the design for
provided by the building developer of the • Pattemed or fritted glass, with patterns at most 28 centimeters apart, cords that include the written descriptions techniques may include:

Project applicant or City shall maintain • Decrease continuity of reflective surfaces using "visual marker" design techniques, which measure it easy for birds to identify buildings as such and not mistake buildings for open sky or trees; activities undertaken per this mitigation • Employ design techniques that create "visual noise" via cladding or other design features that make Project applicant or City shall document

4.E-4b. transmission from windows.
activities prescribed by Measure encouraging them to minimize light isted bolow, as now, more offolio technogy for arresting bird stee sailor at to in the Ensure proper documentation of occupants, hotel guests, and residents building design that are intended to address potential impacts on birds. The dosign shall include some esidents appropriately. materials to building tenants and The project applicant shall provide to the City a written description of the measures and features of the occupants, hotel guests, and Project applicant shall provide oducational get distributed to building tenants. rooftop olements. The fire, U.Ss. lo and i with euro geners, i aerial to be appropriate during this review.

Ensure that education materials placement of rooftop antennae and other potential impacts on birds. approve the desian of the building to ensure that it sufficiently minimizes the potential for bird strikes elated to bird strike, lighting, and that the project applicant retain a qualified biologist experienced with bird strike issues to review and features incorporated to address CDFW; USFWS buildings for potential impacts on birds 0 percent or more or that would replace 50 percent or more of existing glazing, the City shall require documentation of measures and Development Department: biologist to review and approve design of for oach new building, or for any exterior renovation that would increase the surface area of glazing by Prior to issuance of building permits) Review submittal and City of Alameda Community Project applicant shall retain a qualified Mitigation Measure 4.E-4b: (Bird Strike Mitigation) Prior to the issuance of the first building permit Notes Mitigation Schedule Action Monitoring Responsibility Implementation Procedures Mitigation Measures Monitoring and Reporting
Mitigation Monitoring and Reporting Program
Attachment A Site A of the Alameda Point Project
Site A of the Alameda Point Project Attachment A
Mitigation Monitoring and Reporting Program
Monitoring and Reporting
Mitigation Measures Implementation Procedures Monitoring Responsibility sation Mitigation Schedule Notes Antennae, Monopole Structures, and Rooftop Elements. The City shall ensure, as a condition of anternal and other dio euipment, and that monopot structures or and mas onto rings. in open reas, and at sports and plaving fields and facilities do not include guy wires.

Euiting pormi, thantso project pican agrees to pril ed oructonal matorialf to buying tonants. prior to building occupancy.

Documentation. The project applicant and/or City shall document undertaking the activities described provided by the bulking developer of the mosuros and features of the design for each buiting that re intended to address potential impacts on birds, and the recommendations and memoranda prepared by the qualified biologist experienced with bird strikes who reviews and approves the design of any proposed projects to ensure that they sufficiently minimize the potential for bird strikes.

Mitigation Measure 4.E-4c: (Breeding Birds) The City shall require project applicants to conduct pre- Project applicant shall conduct pro- City of Alameda Community Review construction specifications Prior to issuance of building permits) Although this mitigation measure is construction breeding bird surveys for projects proposed in areas containing, or likely to contain, habitat construction breeding bird surveys. Development Department to ensure incorporation of nesting and during construction particularly critical for projects located in for nesting birds as a condition of approval for any development-related permit. Specific measures to Project applicant shall implement identified bird avoidance and minimization the Northwest Territories and the avoid and minimize impacts on nesting birds include, but are not limited to, those described bolow. avoidance and minimization measures for measures. Federal Property, it is applicable to any • To avoid and minimize potential impacts on nesting raptors and other birds, reconstruction surveys nesting bird impacts. Monitor to ensure implementation project on a site that has trees, shrubs. shall be performed not more than one woek prior to initiating vegetation removal and/or construction of avoidance and minimization buildings, or other structures, all of which activities during the breeding season (i.e., February 1 through August 31) measures during construction. can provide nesting habitat for birds. • To avoid and minimize potential impacts on nesting raptors and other birds, a no-disturbance buffer zone shall be established around active nests during the breeding season until the young have fledged and are self-sufficient, when no further mitigation would be required • Typically, the size of individual buffers ranges from a minimum of 250 feet for raptors to a minimum of 50 feet for other birds but can be adjusted based on an evaluation of the site by a qualified hologist in cooperation with the USFWS and/or CDFW
• Bie introt impact resting from outinto note as human ality. However ideol take of nests, eggs, and netlings still propinited and buffer must establish to avoid ast lostniction
• If construction ceases for a period of more than two weeks, or vegetation removal is required after a period of more than two weeks has elapsed from the reconstruction surveys, then new nesting bird surveys must be conducted.

Mitigation Measure 4.E-4f: (Open Refuse Containers) The City shall prohibit open refuse containers rote onliners that contan tod waste. After construction is complete. that condio fed al te throat for Pite are men at lames aline incorporated into the termis Cly of Anem Deparmen ty Capemontero that mossuro is 4E- Interoid and minise macion paidats wile), tigation Measures a truen 5. See Mitigation Moasures 4.E-1a through 4.E-1h, 4.E-2a through 4.E-2C, 4.E-3a through 4.E-3c, and 4.E-4a through 4.E-4f. 2c (avoid and minimize impacts to sensitive natural communities), Mitigation Measures 4.E-3a through

4.E-3c (avoid and minimize impacts to jurisdictional waters), and Mitigation Measures 4.E-4a through

4.E-4f (avoid and minimize impacts to migratory and breoding wildlife). .E-In avord and milizo impacts on specials atus italie, Migation Measures 4. 2 Ta ugh . See Mitigation Measures 4.E-1a through 4.E-1h, 4.E-2a through 4.E-2c, 4.E-3a through 4.E-3C, and 4.E-4a through 4.E-4f. 2c (avoid and minimize impacts to sensitive natural communities), Mitigation Measures 4.E-3a through

4.E-3c (avoid and minimize impacts to jurisdictional wators), and Mitigation Measures 4.E-4a through

4.E-4f (avold and minimize impacts to migratory and breoding widlife).

See Mitigation Measures 4.E-1a through 4.E- 1h, 4.E-2a through 4.E-2, 4.E-3a through 4.E-3C, and 4.E-4a through 4.E-4f. 2c (avoid and minimize impacts to sensitive natural communities), Mitigation Measures 4.E-3a through

4.E-3c (avoid and minimize impacts to jurisdictional waters), and Mitigation Measures 4.E-4a through

4.E-4f (avoid and minimize impacts to migratory and breeding wildlife).

April 2015 A-15 Environmental Checklist for Streamlined Review Site A of the Alameda Point Project
Attachment A
Mitigation Monitoring and Reporting Program
Monitoring and Reporting
Mitigallon Measures Implementation Procedures Monttoring Responsibllity Action Mitigation Schedule Notes
F. Air Quality and Greenhouse Gases
Mitigation Measure 4.F-1a: (Fugitive Dust) The following BAAQMD Best Management Practices for City of Alameda Community Reviow construction specifications fugitive dust control will be required for all construction activities within the project area. These Prior to issuance of building permits) Development Department for inclusion of BAAQMD BMPs. and on-going during construction. neasures will reduce fugitive dust emissions primarily during soil movement, grading and demolition construction specifications. activities, but also during vehicle and equipment movement on unpaved project sites: Monitor to ensure that BMPs are Project applicant shall implement BMPs implemented during construction.

Basic Controls that Apply to All Construction Sites during construction.

1. All exposed surfacos (eg., parking areas, staging areas, soil pilos, graded areas, and unpaved access roads) shall be watered two times per day.

2. All haul trucks transporting soil, sand, or other loose material off site shall be covered.

3. All visible mud or dirt track-out onto adjacent public roads shall be removed using wet power vacuum street swopers at least once por day. The use of dry power sweeping is prohibited.

4. All vohicle speeds on unpaved roads shall be limited to 15 mph.

5. All streets, driveways, and sidewalks to be paved shall be completed as soon as possible. Building pads shall be laid as soon as possible after grading unless seeding or soil binders are used.

6. Idling times shall be minimized either by shutting equipment off when not in use or roducing the naximum idling time to 5 minutes (as required by the California airbome toxics control measure Title 13, Section 2485 of CCR). Clear signage shall be provided for construction workers at all access Minte i
. All construction equipment shall be maintained and property tuned in accordance with manufacturer's specifications. All equipment shall be chocked by a certified mechanic and determined to be running in proper condition prior to operation.

8. A publicly visible sign shall be posted with the telephone number and person to contact at the Load Agency regarding dust complaints. This person shall respond and take corrective action within 48 hours. BAAQMD's phone number shall also be visible to ensure compliance with applicable egulations.

Mitigation Measure 4.F-1.b: (Construction Exhaust) The following control measures for construction Project applicant shall incorporate control Developen Departmenty Prior to issuance of building permits) emissions will be required for all construction activities within the project area: To enore incorporation of contin constutions conication emissions in and during construction • All construction equipment shall be maintained and properly tuned in accordance with measures for construction manufacturer's specifications. All equipment shall be checked by a certified mechanic and omissions. determined to be running in proper condition prior to operation. Monitor to ensure that construction • Idling timos shall be minimized either by shutting equipment off when not in use or reducing the exhaust measures are maximum idling time to two minutes. Clear signage shall be provided for construction workers at all implemented during construction. access points.
project wide foot-average 20 percent NOx reduction and 45 percent PM reduction compared to the most recent CARB fleet average. Acceptable options for reducing emissions include the use of late model engines, low-emission diesel products, altemative fuels, engine retrofit technology, after- treatment products, add-on devices such as particulate filters, and/or other options as such become available. (The Lovel 3 Verified Diesel Emissions Control (VDEC) required under Mitigation Measure

4.F-1d would also comply with this measure)
• Require that all construction equipment, diesel trucks, and generators be equipped with Best Available Control Technology for emission reductions of NOy and PM. • Record heavy tractorste use equipment that meets CARB's most recent centification standard for Mitigation Measure 4.F-1c: (Demolition Controls) Demolition and disposal of any asbestos City of Alameda Community Review construction specifications Prior to and during construction.

Roguinion 11, Rule 2 Ableto Demolion, Renovation and Manutacturing) fEAt MOs repulations. Development Department to A 3 measures or the
demolition and disposal of
asbestos.

With Regulation 1, Rant compions
April 2015 A-16 Environmental Checklist for Streamlined Review Site A of the Alameda Point Project Attachment A
Mitigation Monitoring and Reporting Program
Mitigation Measures Implementation Procedures Monitoring Responsiblity Monitorin the Reporting Mitigation Schedule Notes Mitigation Measure 4.F-1d: (Toxic Air Contaminants and PM2.5) The project sponsors shall ensure City of Alameda Community that construction contract specifications include a requirement that all off-road construction equipment to ensure hit oxe aspectications Prior to and during construction.

Development Department
used for project improvements be equipped with a Level 3 Verified Diesel Emissions Control (VDEC). construction contract specifications. contaminants and PM2.5 measure which wouki reduce diosol particulate emissions by at least 85 percent. Project applicant will use off-road is incorporated.

Ensure that Project applicant uses
Emissions Control.

Mitigation Measure 4.F-1.e: (Delayed Occupancy) Health risks from construction-rolatod emissions Project applicant shall delay occupancy Devil pen Departmont y Prior to issuance of occupancy • This mitigation measure applies only to o new residences proposed under the project shall be minimized by delaying issuance of occupancy permits for new residontial until after the completion of construction activities at adjacent buildings permits) residential projects. upwind in prevailing west and northwest winds during individual development phases of the projoct. Contings on activities at adlaceme Mitigation Measure 4.F-2: (Greenhouse Gas Reduction Moasures) The following measures shall be Pratap i real leg documents. Ensure that projoct design During design phase. corporated into the project design for properties within the project area: Boyatpen Department • Implement a Transportation Demand Management (TDM) program, as described in detail in Mitigation Measure 4.C. 1a in Section 4.C, Transportation.

Require only natural gas hearths in residential units as a condition of final building permit; • Require smart meters and programmable thermostats:
• Meet Green Building Code standards in all new construction; Install solar water heaters for all uses as feasible;
• Use recycled water when available;
• Install low-flow fixtures (faucets, toilets, showers):
• Use water efficient irrigation systems; and
• Institute recycling and composting services.

Mitigation Measure 4.F-4: Implement Mitigation Measures 4.F-1a, 4.F-1b, and 4.F. 1e. Soe Mitigation Measures 4.F-1a, 4.F-1b, and 4.F. 1e.

Mitigation Measuro 4.F-7a: Implement Mitigation Measuro 4.F-2. Soo Mitigation Measure 4.F-2.

Mitigation Measure 4.F-7b: (Fuel-Efficient Vehicles) The City shall promote use of clean fuel Coyotpion Doorment
Program.

Mitigation Measure 4.F-8: Implement Mitigation Measures 4.F-2 and 4.F-7b. See Mitigation Measures 4.F-2 and 4.F-7b.

G. Noise
Mitigation Moasure 4.G-1a: (Construction Hours) The City will require construction contractors to City of Alameda Community Review construction specifications Prior to issuance of grading or imit standard construction activities hours to be in compliance with the Noise Ordinance. Pilo driving Development Department to ensure measure is buikding permit(e); inspection during activitios greater than 90 dBA limited to betwoon 8:00 a.m. and 4:00 p.m. Monday through Friday, No specifications. incorporated; inspection to ensure construction pile driving shall be allowed on weekends and National holidays. conformance.
than 00A are limed Bove 800 am.
and 4:00 p.m. Monday through Friday.

April 2015 A-17 Environmental Checklist for Streamlined Review Site A of the Alameda Point Project Attachment A
Mitigation Monitoring and Reporting Program
Mitigation Measures Implementation Procedures Monitoring Responsibility Monitorin Action porting Mitigation Schedule Notes
Mitigation Measure 4.G-1b: (Construction Noise Measures) To reduce daytime noise impacts due Project applicant and its contractor(s) shall City of Alameda Community Prior to issuance of grading building to construction, the City will require construction contractors to implement the following measures: use best available noise-control techniques Development Department permit(s); Inspect during construction described and locate stationary noise
Einiques, and has a provo miles, ontartin red sign, use of it a salers, cats, ongine sources as far from adjacent receptors as adherence to those requirements. enclosures and acoustically-attenuating shields or shrouds, wherever feasible. possible.

Impact tools (i.o., jack hammers, pavement breakers, and rock drills) used for project construction shall be hydraulically or electrically powered wherever possible to avoid noise associated with compressed air exhaust from pneumatically powered tools. However, where use of pneumatic tools is unavoidable, an exhaust muffler on the compressed air exhaust will be used; this muffler can lower noise levels from the exhaust by up to about 10 dBA. External jackets on the tools themselves will be used where feasible. and this muk achieve a reduction of 5 dRA Quioter procedures will be used, such as drills rather than impact equipment, whenever feasible.

St unay and note i in tomora feds, noonate suition baries, or ather measures. to the extent feasible.
• Haul routes that affect the fewest number of people will be selected.

Mitigation Measuro 4.G-1c: (Pilo Driving Noise Attenuation Moasuros) Pile driving activities within Project applicant and its contractor(s) shall Review noise-attenuation plan and Prior to issuance of grading or 300 foet of sensitive receptors will require additional noise attenuation measures. Prior to commencing incorporate plan into building building permits); inspect site during that maximum feast bie nois atuation wil be achioved. Those a tomation mobeure Wit treate as during construction. permit; inspect site during construction construction to confirm adherence
many of the following control strategies as feasible: to plan. • Erect temporary plywood noise barriers if they would block the line of sight between sensitive receptors and construction activities, particularly for existing residences in the northem area of the project site and for residences across Main Street;
• Implement "quiet" pile driving technology (such as pre-drilling of piles or use of sonic pile drivers). where feasible, in consideration of geotechnical and structural requirements and conditions; and • Utilize noise control blankets on the building structure as the building is erected to reduce noise miscion from the sio
Mitigation Measure 4.G-1d: (Complaint Tracking) Prior to the issuance of each building permit, Project applicant and its contractorts) shall City of Alamoda Community Review construction specifications Prior to issuance of building permits) along tres to espond to and at complaints pertaining to construtton is. These maures wit pom lots petiting To construction noise Development Department to ensure conformance: inspection • Say anil bering od at the riber othe job she, and a oract number with the city or lamedia in tho event of noise complaints. The project applicant will designate an onsite complaint and enforcement manager to track and respond to noise complaints: and • Notification of neighbors within 300 feet of the project construction area at least 30 days in advance of pile-driving activities about the estimated duration of the activity.

Mitigation Moasure 4.G-2: Implement Mitigation Measures 4.G-1a through 4.G-1d. Soo Mitigation Measures 4.G-1a through 4.G-1d.

Mitigation Measure 4.G-3: To roduce automobile trips and associated automobile noise impacts. See Mifigation Measure 4.C-2a. implemont Mitigation Measure 4.C2a (TDM Program)
Mitigation Measure 4.G-4: (Nolse Ordinance) During individual project phase design proparation, the City of Alamoda Community City shall ensure that design During design phase and prior to City will require a project applicant to comply with the Noise Ordinance and General Plan standards. Development Department Issuance of building permit(s) These measures implement noise control measures to ensure that all non-transportation source measures in projoct design phase projects incorporate operational operations comply with City standards and will include, but not be limited to, the following: locuments. noise control measures. • Thmproposed and at all arague so portions g, aning fucks, pat fong, to, an units, recreational-use areas) are located as far as possible and/or shielded from nearby noise sensitive and uses to meet City noise standards.
• Onsite landscape maintenance equipment will be equipped with properly operating exhaust mufflers and engine shrouds, in accordance with manufacturers' specifications. • The following activities will be limited to the hours of 7:00 a.m. to 10:00 p.m. unless site-specific analysis confirms that noise impacts to sensitive receptors would be less-than-significant:
• Truck deliveries:

Operations of motor powered landscape maintenance equipment; and • Outdoor use of amplified sound systems.

April 2015 A-18
Environmental Checklist for Streamlined Review
Site A of the Alameda Point Project
Attachment A
Mitigation Monitoring and Reporting Program
Monitoring and Reporting
Mitigation Measures Implementation Procedures Monitoring Responeibility Action Mitigation Schedule Notos Mitigation Moasure 4.G-5: (Nolse Study and Design Measures) The City will requito project sponsors for Project applicant shall obtain a qualified City of Alameda Community City shall review and approve Prior to construction. *This mitigation measure appliesonly to esidential development to submit a detailed noise study. prepared by a qualified noise consultant, to noise consultant to prepare a noise study. Devolopment Department noise study and ensure that residential projects
determine design measures necessary to achieve acceptable interior noise levels at the proposed new residences. The study will be submitted to the City for reviow and approval. Design measures such as Not termina do in manures necessary he following could be required, depending on the specific findings of the noise study: double-paned to achieve acceptable interior noise levels standarde lass windows facing noise sources: solid-core doors: increased sound insulation of exterior walls such as through staggered-or double-studs, multiple layers of gypsum board, and incorporation of esilient channels); weather-tight seals for doors and windows; or mechanical ventilation such as an air conditioning system.

Mitigation Measure 4.G-6: Implement Mitigation Measures 4.G-3 and 4.G-5. Soe Mitigation Measures 4.G-3 and 4.G-5.

H. Geology, Soils, and Seismicity
Mitigation Measure 4.H-1: (Geotechnical Investigation) Prior to approval of a building permit, a site Project applicant shall obtain a California- Project applicant and City of City shall reviow and approve Prior to approval of building permits) pecific, design-level geotechnical investigation shall be propared for all proposed development on the registered geotechnical engineer to Alameda Community geotechnical report. roject site. The investigation shall include detailed characterization of the distribution and compositions of conduct design-level geotechnical Development Department subsurface materials and an assessment of their potential behavior during violent seismic ground-shaking. investigation.

The analysis shall recommend site preparation and design parameters that would be necessary to avoid or Geotechnical engineer shall conduct substantially reduce structural damage under anticipated peak ground accolerations in accordance with geotechnical investigation, prepare a report eismic desian requirements within the most current version of the California Building Code and Alameda Municipal Code. The investigation and recommendations shall be in conformance with all applicable city and deance to Measure 4. -1: Enginoor ordinances and policies and consistent with the design requirements of the calculated Seismic Design Category for each site in accordance with the Califomia Builing Code. The geotachnical report shall be chalim too that rinance and ponies. prepared by a Califomia-registered geotechnical engineer and approved by the Cly, and all commendations contained in the report shall be includod in the final design of the projoct.

Mitigation Measure 4.H-1 would ensure that the proposed project would be designed to withstand strong seismic ground-shaking, and that the occupants of the proposed development are informod of safety acedures to follow in the event of an earthquake.

Mitigation Measure 4.H-2: (Geotechnical Mitigation) Prior to issuance of a building permit, earthwork, Project applicant and City of Ensure that geotochnical report foundation and structural design for proposed development under the project shall be conducted in Alameda Community addresses seismically-induced Incorporation no the project, Prot accordance with all recommendations contained in the required geotechnical investigation (Mitigation Development Department ground failures listed in the to issuance of building permits).

Measure 4.H-1a). The invostigation must include an assessmont of all potontially foreseeable seismically. measure. nduced ground failures, including liquefaction, sand boils, lateral spreading and rapid settlomont.

Vitiation strategies must be desianed for the site enacific contions of the miest and must ha ravaud Review and ensure that mitigation for compliance with the guidelines of CGS Special Publication 117A prior to incorporation into the projoct. strategies are developed consistent with the guidelines of
Examples of possible strategies include odge containment structures (berms, diked sea walls, retaining CGS Special Publication 117A. structures, compacted soil zones), removal or treatment of Equefiable soils, soil modification, modification of site geometry, lowering the groundwater table, in-situ ground densification, deep foundations, reinforced shallow foundations, and structural design that can accommodate predicted displacomonts.

Mitigation Measure 4.H-4: (Settlement Mitigation)The required geotechnical report for each Project applicant shall ensure that During the design and construction sottement and prescie apropite one ering teal does for reducing it it there at are e gusceptil or the sat to semes the Coyotamen Department and : registered geotechnical to settlement and that
andior differential settlement is predicted, mitigation measures-such as lightweight fill, geofoam, reducingt ricts and incudues for engineer. recommendations and mitigation surcharging, wick drains, deep foundations, structural slabs, hinged slabs, flexible utiity connections, and measures are included. tity handers.shall be used. These measures shall be evaluated and the most effective, feasible, and recommended mitigation measures. economical measures shall be recommended. Engineering recommendations shall be included in the i retire go technical engineer mact encineering and desian plans, and be reviowed and approved by a registered geotechnical engineering recommendations.
rociomans of the most recent Catformia Biting Cod, and apaticate Cily construction and grading City will ensure that construction ordinances. activities and design criteria
comply with applicable codes and
requirements.

Mitigation Measure 4.H-5: (Expansive Soils Assessment) Prior to issuance of a building permit, City of Alamoda Community City will roviow and approve Prior to issuance of building permits) subsurface earthwork (e.g., placement of engineered fill), shall be conducted in accordance with all Project nice i outs assessment of Dovelpen Department. geotechnical rope must incline an assessment of al pl trestigatio sive goin at cure a voy. The Bit may sin and strategies consistente affoct proposed improvemonts. Geotechnical strategies must be designod for the site-specific conditions of the projoct and must be reviewed for compliance with the requirements of the most recent requirements.

California Building Code as well as any additional City of Alameda requirements.

April 2015 A-19 Environmental Checklist for Streamlined Review Site A of the Alameda Point Project
Attachment A
Mitigation Monitoring and Reporting Program
Mitigation Measures Implementation Procedures Monitoring Responsiblitty Monitoring and Reporting Mitigation Schedule Notes
I. Hydrology and Water Quality
Mitigation Measure 4.I-1: (Water Quality Measures) The City shall ensure that project applicants for City of Alameda Community RWQCB and City will review projects at Alameda Point implement the following measures as part associated with the extracted Prior to construction water during project construction: Development Department, sermit application for activities specifications. RWQCB involving discharge or extracted
• The RWQCB could require compliance with certain provisions in the permit such as treatment of the Project applicant will obtain and comply water necessary during fows prior to discharge. The project applicant shall discharge the extracted water to the sanitary with necessary permits from RWQCB and construction activities. sewer or storm drain systom with authorization of and required permits from the applicable City of Alameda for any activities requiring regulatory agencies, in this case the City of Alameda. Glovo or sore drain system to the sanitary • The project applicant shall comply with applicable permit conditions associated with the treatment of conditions. groundwater prior to discharge.
• If necessary a dewatoring collection and disposal method shall be prepared and implemented for the project.
apiearis implemen integrated Past anagement measures to reduce frizer at pester eroject Thespite as Management measures City of Alameda Community City will ensure that the Integrated Prior to construction and after Development Department Pest Management measures are construction. contamination of receiving waters, as follows: into construction specifications. included in the construction
• Propare and Implement an Integrated Pest Management Plan (IPM) for all common landscaped The Project applicant will implement spocifications. areas. The IPM shall be prepared by a qualified professional and shall recommend methods of pest Integrated Pest Managoment measuros prevention and turf grass management that use pesticides as a last resort in pest control. Types including an integrated pest management Cryol picar implomarts post and rates of fertilizer and pesticide application shall be specified. plan. management measures.
• The IPM shall specify methods of avoiding runoff of pesticides and nitrates into receiving stor drains and surface waters or leaching into the shallow groundwater table. Pesticides shall be used only in response to a persistent pest problem that cannot be resolved by non-pesticide measuros.

Preventative chemical use shall not be employed.
• The IPM shall fully integrato considerations for cultural and biological resources into the IPM with an emphasis toward reducing pesticide application.

Mitigation Measure 4.I-8: (Sea-Level Protection) Tho City shall implement the following steps prior to City will incorporate measures into City shall ensuro that structural Prior to construction. project implementation: construction plans and specifications. Coyotpont Department y *Although implementation of this design and adaptive measures are mitigation measure is the responsibility • Apply for membership in the National Flood Insurance Program (NFIP) Community Rating System City will implement measures as stated in incorporated in construction plans of the City of Alameda, * should be (CRS), and as appropriate through revisions to the City Code, obtain reductions in flood insurance Measure 4.1-8. and specifications. implemented prior to construction of the rates offered by the NFIP to community residents.
• Cooperate with FEMA in its efforts to comply with recent congressional mandates to incorporate Alameda Poilopment project et predictions of sea level rise into its Flood Insurance Studies and FIRM. • Implement climate adaptation strategies such as avoidance/planned retreat, enhance levees, setback levees to accommodate habitat transition zones, buffer zones and beaches, expanded tidal prisms for enhanced natural scouring of channel sediments, raising and flood-proofing structures, or provisions for additional floodwator pumping stations, and inland detention basins to reduce peak discharges.

J. Hazards and Hazardous Materials
Mitigation Measure 4.J-1a: (Hazardous Building Material Assessment) Prior to issuance of any Project applicant will obtain a qualified City of Alameda Community City will reviow the hazardous Prior to issuance of demoition demolition permit, the project applicant shall submit to the City a hazardous building material licensed contractor to prepare and submit a Development Department *This mitigation measure applies only to building material assessment. permitis.

Indicating whether LES or load based cotings, ACMs, andior CBs Containing equipment are prosant. hazardous building material assessment. brings of liner sities of existing Qualified contractor will prepare and submit
the Proles applican and elys esent for
Mitigation Moasure 4.J-1b: (Hoalth and Safety Plan) If the assessment required by Mitigation Project applicant will prepare and Prior to and during construction.

Measure 4J-1a indicates the presence of BP, ACMs, and/or PCBs, the project applicant shall create Maste 1 acto the presence of Developmani Departmeniy City wil review heath and safety ries enting demotion des ringe and implement a health and safety plan to protect demolition and construction workers and the public from risks associated with such hazardous materials during demolition or renovation of affected LBP, ACMs, and/or PCBs. Cheat and satory anure that the buildings or other structures. structures.
implemented.

April 2015 A-20
Environmental Checklist for Streamlined Review
Site A of the Alameda Point Project Attachment A
Mitigation Monitoring and Reporting Program
Mitigation Measures Implementation Procedures Monitoring Responsibility Montor Actor Reporting Mitigation Schedule Notes
Mitigation Measure 4.J-1c: (LBP Removal Pian) If the assessment required by Mitigation Measure Project applicant will prepare and City of Alameda Community City will review LBP removal plan. Prior to construction and during *This mitigation measure applies only to

4.J-1a finds presence of LBP, the project applicant shall develop and implement a BP removal plan. implement a LBP removal plan if LBP is Development Department construction. projocts entailing demolition of existing The plan shall specify, but not be limited to, the following elements for implementation: found present. buildings or other structures. • Develop a removal specification approved by a Certified Lead Project Designer. , Ensure that all removal workers are properly trained. , Contain all work areas to prohibit offsite migration of paint chip debris.

Romove all pooling and stratified LBP on building and non-building surfaces to the degree necessary to safelt and money complete dealin is an is fl the survey. The demolition contractor shall be responsible for the proper containment and disposal of intact LBP on all equloment to be cut and/or removed during the demolition. • Provide onsite personnel and area air monitoring during all removal activities to ensure that workers ind the environment are adequately protected by the control measures used. • Clean up and/or vacuum paint chips with a high efficiency particulate air (HEPA) filter. • Collect, segregate, and profile waste for disposal determination. • Properly dispose of all waste.

Mitigation Measure 4.J-1d: (Asbestos Abatoment Plan) If the assessment required by Mitigation If asbestos is found upon implementation of City of Alamoda Community City will review and shall approve Prior to building demolition activities, Measure 4.J-1a finds ashestos the miect anolicant shall prenare an ashestos ahatement lan and shall i prepar an asbestos abatement planant Devolopment Department the asbestos abatement plan. and during demolition work. Projects onting doron or g onsure that asbestos abatement is conducted by a licensed contractor prior to building demolition. Ensure that abatement of known or buildings or other structures. batement of known or suenected ACMe shall neur prior to demolition or constriction activities that Project applicant will obtain a state-certified suspected ACMs are removed by a sould disturb those materials. Pursuant to an asbestos abatement plan doveloped by a state-certified asbestos consultant to prepare the asbestos state certified asbestos contractor. asbestos consultant and approved by the City, all ACMs shall be removed and appropriately disposed of by a state certified asbestos contractor.

State-certified asbestos consultant will
ensure that all ACMs are removed and
appropriately disposed of.

Mitigation Measure 4.J-1e: (PCB Abatoment) If the assessment required by Mitigation Measure 4.J-1a If PCBs are found upon implementation of City of Alameda Community City will ensure that PCB *This mitigation measure applies only to finds PCBs, the project applicant shall ensure that PCB abatement is conducted prior to building Mitigation Measure 4.J-1a, Projoct applicant Development Department Statement measure Pe incorporated orrenovation wine buiking demolition demolition or renovation. PCBs shall be removed by a qualified contractor and transported in accordance vill obtain a qualified contractor to in construction plans and with Caltrans requirements. implemont PCB abatement. specifications.

Qualified contractor will remove PCBs and City wil monitor and ensure that will transport in accordance with Caltrans PCB abatement measures are requirements. molementer
Mitigation Measure 4.J-2: (Sito Management Pian) Prior to issuance of a building or grading permit for City and Project applicant shall prepare a City of Alamoda Community Prior to issuance of a building or Water Board trieS P and
Site Management Plan (SMP) for U.S. EPA, Development Department and grading permit DTSC, or State Water Resources Control U.S. EPA, DTSC, or Water ensure SMP is incorporated into specifications. Any additional or remaining remediation on identified parcels from the City's tracking Board's (Water Board) approval. Board. construction specifications. stem shall be completed as directed by the responsible agency, U.S. EPA, DTSC, or Water Board, in accordance with the deed restrictions and requirements as well as any Covenants(s) to Restrict Use of City and Project applicant shall implement City and the overseeing agency will additional or remaining remediation efforts ensure that Project applicant implements additional remodiation
pornis in accordance with at rogu remonis set by the overseorg agony o, US, EPA, DTSC, or Water requirements based on those Board). The SMP shall be present on site at all times and readily available to site workers. The SMP shall Board. established by overseeing agency pecify protocols and requirements for excavation, stockpiling, and transport of soil and for disturbance of City will implement measures contained in Restic e of Property (CRUP groundwater as well as a contingency plan to respond to the discovery of previously unknown areas of the approved SMP. contamination (e.g., discolored soils, strong petroleum odors, an underground storage tank unearthod The City and the overseeing agency during normal construction activities, otc.). At a minimum the SMP shall include the following components: will onsure that the SMP is prosent on site at all
April 2015 A-21 Environmental Checklist for Streamlined Review Site A of the Alameda Point Project Attachment A
Mitigation Monitoring and Reporting Program
Monitoring and Reporting
Mitigation Measures Implementation Procedures Monitoring Responsibility Mitigation Schedule Notes

1. Soil management requirements. Protocols for stockpiling, sampling, and transporting soil generated mm onsite civities The soil management reguirements must include:
• Soil stockpiling requirements such as placement of cover, application of moisture, erection of containment structures, and implementation of security measures. Additional measures related to BAAQMD dust control requirements as they apply to contamination shall also be included, as needed (see also Air Qualty section).
• Protocols for assessing suitability of soil for onsite reuse through representative laboratory analysis of soils as approved by U.S. EPA, DTSC, or Water Board, taking into account the site-specific eith-hased remediation goals other apoliceble health hased standards, and the proposed location, circumstances, and conditions for the intendod soil reuse. • Requirements for offsite transportation and disposal of soil not determined to be suitable for onsite reuse. Any soil identified for offsite disposal must be packaged, handled, and transported in compliance with all applicable state, federal, and the disposal facility's requirements for waste handling, transportation and disposal.
• Protocols for adherence to the City of Alameda's Marsh Crust Ordinance.

Measure to hs taken for areas of R Sile 12 uhere refnery wastes and asphaltie meidune known as tarry refinery waste might be encountered. Measures shall include requirements for the storage. landling and disposal/recycling of any suspected tarry refinery waste that may be encountered. •Radiological screening protocols for the radiological sites identified by the Navy as approved by the I SEPA, where necessary.

2. Groundwater menagement requirements. Protocols for conducting dewatering activities and sampling and analysis requirements for groundwater extracted during dewatering activities. The sampling and analysis requirements shall specify which groundwater contaminants must be analyzed or how thoy wil be determined. The results of the groundwater sampling and analysis shall be used to determine which of the following reuse or disposal options is appropriate for such groundwater:
• Onsite reuse (e.g., as dust control);
• Discharge under the general permit for stormwater discharge for construction sites; • Treatment (as necessary) before discharge to the sanitary sewer system under applicable East Bay MUD waste discharon criteria.
• Treatment (as necessary) before discharge under a site-specific NDES permit; • Offsite transport to an approved offsite facity.

For each of the options listed, the SMP shall specify the particular criteria or protocol that would be considered appropriate for reuse or disposal options. The thresholds used must, at a minimum, be consistent with the applicable requirements of the Water Board and East Bay MUD.

3. Unknown contaminent/hazerd contingency plan. Procedures for implementing a contingency plan, including appropriate notification, site worker protections, and site control procedures, in the event unanticipated potential subsurface hazards or hazardous material releases are discovered during construction. Control procodures shall include:

Protocols for identifying potential contamination though visual or olfactory observation; Protocols on what to do in the event an underground storage tank is encountered; • Emergency contact procedures:

Procedures for notifying regulatory agencies and other appropriate parties; • Site control and security procedures:
• Sampling and analysis protocols; and

4. Interim removal work plan preparation and implementation procedures.

Mitigation Moasuro 4.J-7: (Land Use Rostriction Tracking Program) The City shall include closed City will include closed and open Installed City of Alameda Community City shall ensure that its Land-use Prior to transfer of title for any parcel. "This mitigation measure wil only apply and open IR CERCLA sites that have land-use controls within its Land-use Restriction Tracking Restoration (IR) CERCLA sites that have Dovelopment Department to sites that have land use controls due land-use controls within its Land-use to existing or past site contamination.

Restrictions Tracking Program. CERCLA sites. The City will identify restricted sitos to project applicants.
incorporated into intrusive site operations
enforceable Land Use Covenant, or any other applicable legal requirement. other applicable legal requirement.

April 2015 Environmental Checklist for Streamlined Review Site A of the Alameda Point Project Attachment A
Mitigation Monitoring and Reporting Program
Implementation Procedures Montoring Responsibility Monitorin Acto Reporting Mitigation Schedule Mitigation Measures Notes
K. Aesthetics
Mitigation Measure 4.K-4: (Lighting Mitigation) All lighting installations shail be designed and Prepare and cape dan tat care o al City of Alameda Community Verify that the design features and Priorto approval of building permits) installed to be fully shielded (full cutoff) and to minimize glare and obtrusive light by limiting outdoor Devolopment Department recommendations listod in the lighting that is misdirected, excessive, or unnecossary, unless expressly exempted below. The location specifications in Mitigation Measure 4.K-4. nitigation measure are and design of all exterior lighting shall be shown on any site plan submitted to the City of Alameda for Incorporated into the design approval. The following lighting is exempt from those requirements: review application for the project.

1. Lighting in swimming pools and other water features.

2. Exit signs and other illumination required by building codes.

3. Lighting for stairs and ramps, as required by the building code.

4. Signs that are regulated by the City sign code.

5. Holiday and temporary lighting (less than thirty days use in any one year).

Low-voltage landscape lighting, but such lighting should be shielded in such a way as to eliminate glare and light trespass.

M. Utilities and Services Systems
Mitigation Measure 4.M-5: (Solid Waste Management Pian) The City shall develop a solid waste Project applicants) shall develop a solid City of Alameda Community City of Alameda Community Plan shall be developed prior to • Although implementation of this management plan for the Alameda Point project consistent with Alameda's demolition and debris vaste managoment plan through Development Department Development Department shall issuance of demolition permit. mitigation measure is the responsibility ordinance. Plans for managing construction debris from specific reuse and development projects that ordination with City staff and demolition review plan. of the City of Alameda, it should be equire separation of waste types and recycling, and provide for reuse of materials onsite for the reuse subcontractors. implemented prior to issuance of a and development areas, shall be developed by the project sponsor. The solid waste management plan City and Project applicants) shall work with demolition permit to the first new shall be prepared in coordination with City staff, the project sponsors), and domolition subcontractors, organizations that would provide funding development project at Alameda Point and shall be approved by City staff prior to issuance of a demolition permit. The City and sponsors of and technical assistance for managing and that requires demolition of existing projects shall work with organizations able to provide funding and technical assistance for managing financing deconstruction, demolition and buiklings or other structures, including and financing deconstruction, demolition, and recycling and rouse programs, should those programs pavements. All projects will be required ecycling and reuse programs. to comply with the solid waste vist at thn timo of site clearanco
management plan prepared by the City.

April 2015 A-23 Environmental Checklist for Streamlined Review Site A of the Alameda Point Project Environmental Checklist for Streamlined Review ATTACHMENT B:

QUALITATIVE AIR QUALITY AND GREENHOUSE GAS EMISSIONS

COMPARISON OF SITE A DEVELOPMENT

AND THE ALAMEDA POINT PROJECT

ANALYZED IN THE ALAMEDA POINT PROJECT

ENVIRONMENTAL IMPACT REPORT
April 2015 B-1
Site A of the Alameda Point Project Environmental Checklist for Streamlined Review This page intentionally left blank.

April 2015 B-2
AECOM AECOM (415) 896-5858 tel
Post Montgomery Center (415) 882-9261 fax
One Montgomery Street, Suite 900
San Francisco, CA 94104-4538
www.aecom.com
Technical Memorandum
To Jennifer Ott, Chief Operating Officer - Alameda Point Page 1 Qualitative Air Quality and Greenhouse Gas Emissions
Comparison of Site A Development and the Alameda Point Project Analyzed in Subject the Alameda Point Project Environmental Impact Report Hannah Young, Project Manager
From David Joe, Air Quality Engineer
Date April 14, 2015
This memorandum provides a qualitative review of the proposed Site A development in comparison with the Alameda Point project (APP), which was analyzed in the APP Environmental Impact Report (EIR).

The APP EIR evaluated the potential environmental impacts associated with the redevelopment and reuse of the 878 acres of land and approximately 1,229 acres of water at the former Naval Air Station Alameda, at the western end of the City of Alameda.!? Among other project components, the APP EIR evaluated the rehabilitation, reuse, and new construction of approximately 5.5 million square feet of commercial and workplace facilities for approximately 8,900 jobs, as well as the rehabilitation and new construction of 1,425 residential units for a wide variety of household types for approximately 3,240 residents. The analysis in the APP EIR included the development of the 68-acre Site A.

This memorandum reviews the air quality and greenhouse gas (GHG) impacts identified in the APP EIR, and compares the development assumptions from the APP EIR with those for the proposed Site A. Based on this review and comparison, development of Site A would not substantially increase the severity of identified significant air quality or GHG impacts, nor would it be anticipated to result in new significant air quality or GHG impacts that were not identified in the EIR. This discussion is based on the assumption that, upon full buildout of the APP, the total APP-including the number of residential units and the commercial/industrial square footages—would not be greater than the project analyzed in the APP EIR.

Each of the impacts described in APP EIR Chapter 4.F, Air Quality and Greenhouse Gases is listed below, along with their significance determinations, and the development assumptions from the APP EIR and for Site A are compared, as applicable. In general, the proposed Site A development would not substantially increase the severity of identified significant air quality or GHG impacts, for the following reasons:
1 ESA. 2013. Draft Alameda Point Project EIR and Response to Comments on the Draft Environmental Impact Report, SCH No. 2013012043. Draft September 2013 and Final December 2013. 2 Skidmore, Owings & Merrill, LLP, et al., 2014. Alameda Point Town Center and Waterfront Precise Plan.

AECOM Technical Memorandum
April 14, 2015