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RECORDING REQUESTED BY AND
WHEN RECORDED RETURN TO:
City of Alameda
2263 Santa Clara Avenue, Room 280
Alameda, CA 94501
Attention: City Attorney
This document is exempt from payment of a
recording fee pursuant to California
Government Code Section 27383.
Recorder’s Stamp
FIRST AMENDMENT TO DEVELOPMENT AGREEMENT
REBUILDING THE EXISTING SUPPORTIVE HOUSING AT ALAMEDA POINT (RESHAP)
This FIRST AMENDMENT TO DEVELOPMENT AGREEMENT REBUILDING THE EXISTING SUPPORTIVE HOUSING AT ALAMEDA POINT (RESHAP) (this “First Amendment”) dated as of this ____ day of _______________, 2024 (the “First Amendment Effective Date”), is entered into by and among the CITY OF ALAMEDA, a municipal corporation (“City”), and MidPen Housing Corporation, a California nonprofit public benefit corporation (“MidPen”), Alameda Point Collaborative, a California nonprofit public benefit corporation (“APC”), Building Futures With Women and Children, a California nonprofit public benefit corporation (“Building Futures”), and Operation Dignity, a California public benefit corporation (“Operation Dignity”). Each of APC, Building Futures and Operation Dignity are referred to herein as a “Collaborating Partner”, and collectively, “Collaborating Partners”.
MidPen and the Collaborating Partners are referred to herein as the “Developer.”
RECITALS
This First Amendment is made with reference to the following facts and circumstances:
A. The City and Developer entered into that certain DA – Development Agreement Rebuilding The Existing Supportive Housing At Alameda Point (RESHAP) dated as of October 5, 2023 and recorded January 12, 2024 as Document No. 2024008474 in the Official Records of the County of Alameda (the “DA”). The capitalized terms used herein shall have the meaning set forth in the DA, unless otherwise specifically provided herein. 676\05\3689767.2
B. Since the October 5, 2023 Effective Date of the DA, certain minor inconsistencies and inaccuracies have been identified in the DA, which require that certain technical changes be made to ensure that the terms of the DA accurately reflect the transaction contemplated thereunder. In addition, on December 11, 2023, by Resolution No. PB-23-26, the City of Alameda Planning Board adopted amendments to the RESHAP Development Plan.
C. The City is disposing of the property subject to the DA to the Developer in accordance with a Disposition and Development Agreement dated as of October 5, 2023 and pursuant to authority granted by Government Code Section 37364 which requires that 40% of the Residential Units constructed as part of the Project and the Residential Units constructed as part of the adjacent West Midway Project are affordable in accordance with the requirements of Government Code Section 37364. The RESHAP Development Plan has been amended to increase the number of Residential Units to be constructed as part of the Project in order to comply with Government Code Section 37364.
D. Developer and the City wish to enter into this First Amendment to make certain amendments to the DA, and to further effectuate the program of development contemplated by the DA and the Development Plan, as amended, in order to ensure compliance with Government Code Section 37364. The Parties have entered into this First Amendment to memorialize their understanding and commitments concerning the matters generally described above.
AGREEMENT
ACCORDINGLY, for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the City and Developer agree as follows:
1. Recital G is hereby deleted in its entirety and the following is substituted in lieu thereof:
“The “Project” is a high quality, affordable supportive housing project that will serve extremely low-income, very low, and low-income residents by providing housing and supportive services that will help to break the cycle of homelessness and establish stability and opportunity in the lives of residents and create a cohesive, pedestrian- friendly, and inviting community. The Developer proposes to develop the following specified improvements consistent with the Main Street Neighborhood Plan and the Planning Documents. The Project is more fully described in the Development Plan, as amended, which is attached as Exhibit A to this First Amendment, herein incorporated by reference without limitation to define the Project as including the following components:
“a. Two-Hundred One (201) replacement residential units in newly constructed buildings replacing the 201 units currently located in the Existing Structures (the “Replacement Units”);
“b. One hundred thirty one (131) new residential units in newly constructed buildings (“New Residential Units and with the Replacement Units, collectively, the “Residential Units”); and
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“c. Approximately 40,000 square feet of non-residential space for community serving commercial and administrative office uses (“Commercial Space”).”
2. Subsequent Approvals. The first paragraph of Section 2.3 of the DA is hereby deleted in its entirety and replaced with the following:
“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 Main Street Neighborhood Specific 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 in one or more phases, as that term is defined in Section G of the Recitals above, provided, however, the City shall not grant any Subsequent Approvals that would cause the number of Residential Units to be constructed in the Project to be reduced such that fewer than 40% of the Residential Units constructed as part of the Project and the Residential Units constructed as part of the adjacent West Midway Project are affordable units meeting the requirements of Government Code Section 37364.”
3. Development Plan. Exhibit B to the DA is hereby deleted in its entirety and is substituted with Exhibit A attached hereto and incorporated herein.
4. Effect of this First Amendment. Except as expressly modified by this First Amendment, the Development Agreement shall continue in full force and effect according to its terms, and Developer and City hereby ratify and affirm all their respective rights and obligations under the Development Agreement. In the event of any conflict between this First Amendment and the Development Agreement, the provisions of this First Amendment shall govern.
5. Binding Agreement. This First Amendment shall be binding upon and inure to the benefit of the heirs, administrators, executors, successors in interest, and assigns of each of the parties hereto. Any reference in this First Amendment to a specifically named party shall be deemed to apply to any successor, administrator, executor, or assign of such party who has acquired an interest in compliance with the terms of this First Amendment or under law.
6. Recordation. The Developer shall record a copy of this First Amendment within ten (10) days following execution by the parties.
7. Counterparts. This First Amendment may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, when taken together, shall constitute the same document.
8. California Law. This First Amendment shall be governed by and interpreted in accordance with the laws of the State of California.
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9. Invalidity. Any provision of this First Amendment that is determined by a court of competent jurisdiction to be invalid or unenforceable shall be deemed severed from this First Amendment, and the remaining provisions shall remain in full force and effect as if the invalid or unenforceable provision had not been a part hereof.
10. Headings. The headings used in this First Amendment are for convenience only and shall be disregarded in interpreting the substantive provisions of this First Amendment. [ Remainder of this Page Intentionally Left Blank ]
INWITNESS WHEREOF,the City and Developerhave each causedthis First Amendmentto beduly executedontheirbehalfas of theFirst AmendmentEffectiveDate.
CITY:
CITY OF ALAMEDA,
a municipal corporation
By:
Jennifer Ott
City Manager
RECOMMENDED FOR APPROVAL:
By: A[\iCUn
Allen Tai
Planning,Building and TransportationDirector
APPROVED AS TO FORM:
By:
Celena H. Chen
Chief Planning Counsel
ATTEST:
By:
Lara Weisiger
City Clerk
SignaturePage toFirstAmendmenttoDevelopmentAgreement(NotaryAcknowledgmentRequiredfor Principals) 676\05\3689767.2
DEVELOPER:
MidPen Housing Corporation, a California nonprofit public benefit corporation By:
Name: ----------------
Title: ----------------
Alameda Point Collaborative, a California nonprofit public benefit corporation By: p�-
Name:_-+-'-2�- �t,}_IA_l-_13_7_/--_LJ ___ _
Title: __ E_-�X_£_l_cA._7_.7_v_(;_� _O_'J_'/_Pl��--_l _JtP_?� Building Futures with Women and Children, a California nonprofit public benefit --
Signature Page to First Amendment to Development Agreement (Notary Acknowledgment Required for Principals) 6 76105\3689767.2
CALIFORNIA ACKNOWLEDGMENT CERTIFICATE
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State Of: Calj.Jor��� J County Of: �\ffi.fY\lLOI°'
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who proved to m on the basis of satisfactory evidence to be the person(i) whose na1n
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I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
SS my hand and official seal.
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COMM.# 2388438 c...
NOTARY PUBLIC•CALIFORNIA )>
SANTA CLARA COUNTY (/)
MY COMMISSION EXPIRES _.
DECEMBER 27, 2025
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EXHIBIT A
AMENDED DEVELOPMENT PLAN