CITY OF ALAMEDA RESOLUTION NO. ________
AUTHORIZING THE CITY MANAGER, OR DESIGNEE, TO EXECUTE AN AFFORDABLE HOUSING AND SUSTAINABLE COMMUNITIES IMPLEMENTATION AND MUTUAL INDEMNITY COOPERATION AGREEMENT AMONG THE CITY OF ALAMEDA, MIDPEN HOUSING CORPORATION, AND THE SAN FRANCISCO BAY AREA WATER EMERGENCY TRANSPORTATION AUTHORITY, AND ALL AMENDMENTS THERETO, IN FURTHERANCE OF A $44,550,361 AFFORDABLE HOUSING AND SUSTAINABLE COMMUNITIES PROGRAM ROUND 9 AWARD FOR THE STARDUST GARDENS HOUSING DEVELOPMENT AND RELATED TRANSPORTATION IMPROVEMENTS WHEREAS, the California Department of Housing and Community Development (“HCD”) and the Strategic Growth Council (“SGC”) issued a Notice of Funding Availability dated March 25, 2025, under the Affordable Housing and Sustainable Communities (“AHSC”) Program established under Division 44, Part 1 of the Public Resources Code, commencing with Section 75200 (the “AHSC NOFA”); and WHEREAS, on May 28, 2025, the City of Alameda (“City”) and MidPen Housing Corporation (“MidPen”), a California nonprofit public benefit corporation, submitted a joint application to HCD in response to the AHSC NOFA (the “AHSC Application”) for funding to support construction of the Stardust Gardens Apartments affordable housing project (the “Housing Project”), certain sustainable transportation infrastructure improvements (the “STI Improvements”), and certain costs related to residents’ programs (the “AHSC Programs”); and WHEREAS, on December 10, 2025, the SGC awarded the City and MidPen $44,550,361 in AHSC grant and loan funding (the “AHSC Financing”) — the highest-scoring application in the State — consisting of: (i) $29,553,361 in AHSC loan funds for construction of the Housing Project; (ii) $7,000,000 in AHSC grant funds for electrification of the Seaplane Lagoon Ferry Terminal, to be completed by the San Francisco Bay Area Water Emergency Transportation Authority (“WETA”); (iii) $4,530,000 in AHSC grant funds for City street, bus, pedestrian, and bicycle improvements; (iv) $2,820,000 in AHSC grant funds for publicly accessible walkway and streetscape improvements to be completed by MidPen; (v) $150,000 in AHSC grant funds for anti-displacement programs administered by the City; and (vi) $497,000 in AHSC grant funds for other resident programs administered by MidPen; and WHEREAS, on January 20, 2026, the City Council adopted a resolution authorizing the City Manager to execute the AHSC Standard Agreement and all related Program Award Documents with HCD, under which the City and MidPen, as co-applicants, are jointly and severally liable to HCD for completion of the entire AHSC-funded project; and WHEREAS, because the AHSC award funds distinct scopes of work to be completed by three separate parties — the City, MidPen, and WETA — and because WETA is not a party to, or an applicant under, the AHSC Standard Agreement, the AHSC Program Guidelines require a separate cooperation agreement among the parties allocating roles, responsibilities, and risk for each party’s respective scope of work, and establishing the process for requesting and passing through grant reimbursements to WETA; and WHEREAS, City staff has negotiated an AHSC Implementation and Mutual Indemnity Cooperation Agreement (the “Cooperation Agreement”) among the City, MidPen, and WETA that: (i) assigns each party sole responsibility for completing its respective scope of work and for all costs and expenses related thereto, irrespective of whether such costs exceed that party’s allocated AHSC funds; (ii) establishes the procedures by which WETA submits reimbursement requests and supporting documentation for its transportation scope and by which the City requests and passes through the corresponding AHSC grant funds received from HCD; and (iii) provides for mutual and several indemnification among the parties for claims arising from each party’s own performance of, or failure to perform, its own obligations — excluding claims resulting from a party’s sole negligence or willful misconduct — without altering the City’s or MidPen’s joint and several liability to HCD under the AHSC Standard Agreement; and WHEREAS, execution of the Cooperation Agreement will allow the parties to proceed toward execution of the AHSC Standard Agreement and commencement of the Housing Project and related transportation improvements, consistent with the City Council’s prior authorization on January 20, 2026.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Alameda that the City Manager, or designee, is hereby authorized to execute, on behalf of the City, the AHSC Implementation and Mutual Indemnity Cooperation Agreement among the City of Alameda, MidPen Housing Corporation, and the San Francisco Bay Area Water Emergency Transportation Authority, substantially in the form attached to the accompanying staff report as Exhibit 1, and all amendments thereto; and BE IT FURTHER RESOLVED that the City Manager, or designee, is authorized to take such further actions and execute such further documents as may be necessary or appropriate to carry out the purposes of this resolution and the Cooperation Agreement; and BE IT FURTHER RESOLVED, that this resolution shall take effect immediately upon its passage, and that any actions taken thus far in furtherance of the activities authorized by this resolution are hereby ratified. * * * * *
I, the undersigned, hereby certify that the foregoing Resolution was duly and regularly adopted and passed by the Council of the City of Alameda in a regular meeting assembled on the 6th day of October 2026, by the following vote to wit:
AYES:
NOES:
ABSENT:
ABSTENTIONS:
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the Official seal of said City this 7th day of October 2026. __________________________
Lara Weisiger, City Clerk
City of Alameda
Approved as to Form:
_______________________________
Len Aslanian, Acting City Attorney
City of Alameda