Concord City Council
January 7, 2023

particular sub -phases from City to Developer, iii) Commencement of Backbone Infrastructure within or serving a Parcel; and iv) Completion of Backbone Infrastructure within or serving a Parcel. Milestones for each of the sub -phases within Phases One through Three are described in the table below (“Schedule of Performance Table ”). Schedule of Performance milestones (including force majeure-related permitted delays) remain subject to refinement through the planning and negotiation of the Specific Plan and DA and associated CEQA process, all as set forth in Section 8 below.

Milestone

Development
Phase One

Development Phase
Two

Development Phase
Three

Development Phase
Four

Development Phase
Five
Large Lot
Tentative
Map
Application
Map application for
first Phase One
Sub-Phase to be
submitted within 12
months of Master
Entitlement
Date. Map
applications for
subsequent Phase
One Sub-Phases to
be submitted no
later than date on
which building
permits for 50% of
residential units or
commercial sq ft,
as applicable, have
been issued for
prior Sub-Phase
Map application for first
Phase Two Sub-Phase
to be submitted on or
before date which is 6
years after Close of
Escrow for first Phase
One Sub-Phase
Parcel. Map
applications for
subsequent Phase Two
Sub-Phases to be
submitted no later than
date on which building
permits for 50% of
residential units or
commercial sq ft, as
applicable, have been
issued for prior Sub-
Phase
Map application for
first Phase Three Sub-
Phase to be submitted
On or before date
which is 6 years after
Close of Escrow for
first Phase Two Sub-
Phase Parcel. Map
applications for
subsequent Phase
Three Sub-Phases to
be submitted no later
than date on which
building permits for
50% of residential
units or commercial sq
ft, as applicable, have
been issued for prior
Sub-Phase
Map application for
first Phase Four Sub-
Phase to be submitted
on or before date
which is 4 years after
Close of Escrow for
first Phase Three Sub-
Phase Parcel. Map
applications for
subsequent Phase
Four Sub-Phases to be
submitted no later than
date on which building
permits for 50% of
residential units or
commercial sq ft, as
applicable, have been
issued for prior Sub-
Phase
Map application for
first Phase Five Sub-
Phase to be submitted
on or before date
which is 5 years after
Close of Escrow for
first Phase Four Sub-
Phase Parcel. Map
applications for
subsequent Phase
Five Sub-Phases to be
submitted no later than
date on which building
permits for 50% of
residential units or
commercial sq ft, as
applicable, have been
issued for prior Sub-
Phase
Large Lot
Tentative Map
Approval
Tbd depending on
size of Parcel but in
any event no later
than 18 months
following large lot
tentative map
application
Tbd depending on size
of Parcel but in any
event no later than 18
months following large
lot tentative map
application
Tbd depending on size
of Parcel but in any
event no later than 18
months following large
lot tentative map
application
Tbd depending on size
of Parcel but in any
event no later than 18
months following large
lot tentative map
application
Tbd depending on size
of Parcel but in any
event no later than 18
months following large
lot tentative map
application
First Phased
Large Lot
Final Map
Application
Submittal within 9
months following
date on which the
applicable Large
Lot Tentative Map
has been approved
Submittal within 9
months following date
on which the applicable
Large Lot Tentative
Map has been approved
Submittal within 9
months following date
on which the
applicable Large Lot
Tentative Map has
been approved
Submittal within 9
months following date
on which the
applicable Large Lot
Tentative Map has
been approved
Submittal within 9
months following date
on which the
applicable Large Lot
Tentative Map has
been approved
First Phased
Large Lot
Final Map
Approval
Prior to close of
escrow for
conveyance of
each Sub-Phase
Parcel
Prior to close of escrow
for conveyance of each
Sub-Phase Parcel
Prior to close of
escrow for conveyance
of each Sub-Phase
Parcel
Prior to close of
escrow for conveyance
of each Sub-Phase
Parcel
Prior to close of
escrow for conveyance
of each Sub-Phase
Parcel
Site
Development
Permit
Approval for
applicable
Sub-Phase
Parcel
Prior to close of
escrow for
conveyance of
each Sub-Phase
Parcel
Prior to close of escrow
for conveyance of each
Sub-Phase Parcel
Prior to close of
escrow for conveyance
of each Sub-Phase
Parcel
Prior to close of
escrow for conveyance
of each Sub-Phase
Parcel
Prior to close of
escrow for conveyance
of each Sub-Phase
Parcel

Milestone

Development
Phase One

Development Phase
Two

Development Phase
Three

Development Phase
Four

Development Phase
Five
Outside Date
for Close of
Escrow for
Sub-Phase
Parcels in
each Phase
First Phase One
Sub-Phase Parcel
to transfer on or
before 3rd
anniversary of
Master Entitlement
Date. Subsequent
Phase One Sub-
Phase Parcels to
be transferred prior
to transfer of any
later Phase Parcel
unless otherwise
approved by City
First Phase Two Sub-
Phase Parcel to transfer
on or before date which
is 8 years after Close of
Escrow for first Phase
One Sub-Phase
Parcel. Subsequent
Phase Two Sub-Phase
Parcels to be
transferred prior to
transfer of any later
Phase Parcel unless
otherwise approved by
City
First Phase Three
Sub-Phase Parcel to
transfer on or before
date which is 8 years
after Close of Escrow
for first Phase Two
Sub-Phase
Parcel. Subsequent
Phase Three Sub-
Phase Parcels to be
transferred prior to
transfer of any later
Phase Parcel unless
otherwise approved by
City
First Phase Four Sub-
Phase Parcel to
transfer on or before
date which is 6 years
after Close of Escrow
for first Phase Three
Sub-Phase
Parcel. Subsequent
Phase Four Sub-
Phase Parcels to be
transferred prior to
transfer of any Phase
Five Parcel unless
otherwise approved by
City
First Phase Five Sub-
Phase Parcel to
transfer on or before
date which is 7 years
after Close of Escrow
for first Phase Four
Sub-Phase
Parcel. Remaining
Phase Five Sub-Phase
Parcels to be
transferred no later
than date which is 6
years after Close of
Escrow for first Phase
Five Sub-Phase Parcel
Commencem
ent of grading
and Backbone
Infrastructure
work
necessary for
development
of each Sub-
Phase Parcel
Within 9 months
after Close of
Escrow for the
applicable Sub-
Phase Parcel
Within 9 months after
Close of Escrow for the
applicable Sub-Phase
Parcel
Within 9 months after
Close of Escrow for
the applicable Sub-
Phase Parcel
Within 9 months after
Close of Escrow for
the applicable Sub-
Phase Parcel
Within 9 months after
Close of Escrow for
the applicable Sub-
Phase Parcel
Completion of
grading and
Backbone
Infrastructure
work (other
than In-Tract
Improvement
s) necessary
for
development
of each Sub-
Phase Parcel.

Tbd depending on
size of Parcel but in
any event by no
later than 36
months following
commencement of
such work
Tbd depending on size
of Parcel but in any
event by no later than
36 months following
commencement of such
work
Tbd depending on size
of Parcel but in any
event by no later than
36 months following
commencement of
such work
Tbd depending on size
of Parcel but in any
event by no later than
36 months following
commencement of
such work
Tbd depending on size
of Parcel but in any
event by no later than
36 months following
commencement of
such work
Large Lot
Transfers to
Vertical
Developers
As soon as
practicable following
substantial
completion of
Backbone
Infrastructure work
associated with the
applicable Large
Lot Phased Final
map (a separate
SIA will be
executed that
ensures developm
ent of applicable In-
Tract Improvement
work to be
performed by the
vertical developer)
As soon as practicable
following substantial
completion of Backbone
Infrastructure work
associated with the
applicable Large Lot
Phased Final map (a
separate SIA will be
executed that
ensures development
of applicable In-Tract
Improvement work to be
performed by the
vertical developer)
As soon as practicable
following substantial
completion of
Backbone
Infrastructure work
associated with the
applicable Large Lot
Phased Final map (a
separate SIA will be
executed that
ensures development
of applicable In-Tract
Improvement work to
be performed by the
vertical developer)
As soon as practicable
following substantial
completion of
Backbone
Infrastructure work
associated with the
applicable Large Lot
Phased Final map (a
separate SIA will be
executed that
ensures development
of applicable In-Tract
Improvement work to
be performed by the
vertical developer)
As soon as practicable
following substantial
completion of
Backbone
Infrastructure work
associated with the
applicable Large Lot
Phased Final map (a
separate SIA will be
executed that
ensures development
of applicable In-Tract
Improvement work to
be performed by the
vertical developer)

6. Interim Lease.

Developer agrees to enter into an interim lease (the “ Interim Lease”) with City upon the later to occur of approval of the DDA or conveyance of the First Transfer Parcel, subject to the following:

a. Developer, as an expense of the Project, will operate, manage, and maintain the entirety of the First Transfer Parcel, including providing security, maintenance, and management of grazing or other leases.

b. Developer is entitled to 50% of net revenues (gross revenues less all Developer costs incurred under the Interim Lease, including security, management, insurance, maintenance, etc.), if any, generated from grazing, leases, or other operations on property covered by the Interim Lease.

c. As additional portions of the Development Footprint are conveyed by the Navy to the City, such property shall be automatically added to the premises covered by the Interim Lease.

d. At City’s request, Developer will cooperate with Navy and the EBRPD or other recipients of Public Benefit Conveyance (“ PBC”) propert y to explore joint security/property management arrangements under which the entirety of the Concord Naval Weapons Station, including the First Transfer Parcel, the PBC property and that portion of the EDC property not yet transferred by Navy could be managed by one party with the costs shared among Developer, the PBC property recipient, and Navy.

e. The Interim Lease will be terminated in part as portions of the Development Footprint are transferred to Developer pursuant to the terms of the DDA.

f. Except to the extent Developer causes or exacerbates a release of existing hazardous materials, Developer shall have no liability related to hazardous materials on or within any areas subject to the Interim Lease where the presence of such hazardous materials predates Developer’s execution of the Interim Lease.

g. Developer will coordinate with the City to procure one or more pollution legal liability (“ PLL”) insurance policies. Developer will be solely responsible for the costs of PLL insurance policies.

7. Infrastructure.

a. Backbone Infrastructure and Off -Site Roadway Improvements . Backbone Infrastructure shall be constructed and delivered on a Parcel by Parcel basis. “Backbone Infrastructure ” for a Parcel shall mean those components of infrastructure, including utilities, roadways, pedestrian and bike ways, parks, storm water detention facilities, pump/lift stations, electricity substations and similar

public and quasi-public improvements, including off-site public improvements that are within, or are necessary to serve planned development within the Parcel. The Backbone Infrastructure components by Phases are generally described in Exhibit C attached hereto and will be more fully detailed in the Specific Plan.

b. Developer Obligation; Timing . Developer, at its expense (subject to City’s obligations to participate in implementation of financing mechanisms identified in Section 13), shall constru ct the Backbone Infrastructure to support the development of each Phase in accordance with the Schedule of Performance described in Section 5c.

c. Limited Right to Assign In -Tract Backbone Infrastructure Obligations . Except as otherwise expressly provided be low, Developer shall perform all Backbone Infrastructure work itself and shall not be permitted to assign its Backbone Infrastructure obligations to vertical developers or other third parties. Subject to approval by City, which approval will not be unreasonably withheld, Developer may assign to a vertical developer the obligation to construct in -tract subdivision improvements (e.g. local streets, utility lateral lines, curb/gutter/sidewalk, street trees and landscaped medians and the like) (“ In-Tract Improvements”) serving only the property to be purchased by the vertical developer.

d. Upsizing of Infrastructure . Obligations to construct Backbone Infrastructure shall include construction of oversized public facilities to accommodate development of the entirety of the Development Footprint as planned and depicted in the Specific Plan. Developer will coordinate with BART regarding potential future uses for the North Concord BART Station and infrastructure sizing with the expectation that BART will be required to pay its fair share of all out -of-pocket hard and soft costs associated with the entitlements, design, and construction of such BART serving infrastructure.

e. Reimbursement. If Developer for any reason is not the master developer of one or more Future Phases to be served by upsized Backbone Infrastructure, City shall require future development to reimburse Developer for the pro rata share of Backbone Infrastructure capacity created by Developer in excess of the capacity required for land transferred by City to Developer.

f. Willow Pass Road and Bridge. Developer agrees to improve Willow Pass Road to four lanes between Landana and State Route 4 (including the bridge) as part of Phase One. Developer has included funding for this work in the Pro-forma.

8. Project Entitlements.

The key Project entitlements and approvals, including the EIR, General Plan/CRP Area Plan amendments, the Specific Plan, DDA and DA, would be considered by the City Council for approval (or in the case of actions requiring approval by ordinance, first reading) at the same meeting and the various ordinances and resolutions memorializing such approvals would include provisions conditioning the effectiveness of each such approval on the effectiveness of all other concurrent approvals (for example, the effectiveness of City’s approval of a proposed Specific Plan would be conditioned on City’s concurrent approval of the proposed DDA and DA and vice versa such that certification/approval of the EIR and Specific Plan could not become effective unless and until the DDA and DA approvals also became effective).

a. General Plan/CRP Area Plan Amendments. Prior to approving a Specific Plan for the Project, City will have to a mend the General Plan/CRP Area Plan to conform to the proposed Specific Plan. The General Plan/CRP Area Plan amendments will be prepared by a third party engineering and planning consultant retained by the City, at Developer’s expense.

b. Specific Plan. As n oted in Section 4 above, Project details will be set forth in a Specific Plan to be prepared by Developer, at its sole cost and expense. Developer agrees to commence preparation of the Specific Plan at the earliest possible date upon receiving concurrence of the Director of Economic Development & Base Reuse (the “ LRA Director”) that it is appropriate to commence such work. The Specific Plan will be prepared in accordance with California law, will be considered for approval concurrently with the General Plan/CRP Area Plan Amendments, and will comply with the following:

i. Must be substantially consistent with the goals and objectives of the CRP Area Plan; include development of the full range of uses, housing types, and densities contemplated by the CRP Area Plan as proposed to be amended, with the understanding that the specific number of residential units authorized by the Specific Plan may exceed the number of residential units referenced in the CRP Area Plan. City has determined that the programming outlined in this term sheet is consistent with the CRP Area Plan, as proposed to be amended.

ii. Must provide for creation of a sense of place at the point of interface with the BART station, including an initial entry plaza, retail core, or other comparable signature public space.

iii. Must be based on substantial community input and will be reviewed by the City’s Design Review Board, Parks Recreation and Open Space Commission, and Planning Commission and subject to final approval by the City Council.

iv. Must reflect consultation with key stakeholders.

v. Must include a land use program, development standards, and design guidelines for the entire Development Footprint.

vi. Must identify all Backbone Infrastructure needed to support development of the Development Footprint, including any required off -site infrastructure, consistent with a land use program to be established in the Specific Plan.

vii. Must include a framework for evaluating and maintaining financial feasibility of the entire development (including implementation of extraordinary unanticipated conditions of approval or extraordinary unanticipated CEQA mitigation measures imposed upon the Project) consistent with parameters set forth in the Pro-forma.

viii. Must include development standards and design guidelines to implement or exceed the goals and objectives of the CRP Area Plan and the Citywide Climate Action Plan -- including those regarding sustainability, transit, community character, and economic vitality -- as well as a process for implementation.

ix. Must include appropriate management planning documents to minimize construction impacts on existing residents and protect public health and safety.

x. Must include a minimum 300 foot wide corridor along Mt. Diablo Creek (150 ft. on either side of center) for conservation/restoration.

c. DDA. Concurrently with approval of a Specific Plan Developer will enter into a DDA with City.

d. Development Agreement . Concurrently with City Council’s consideration of a Specific Plan for approval, City Council will consider approval of a DA between Developer and City that addresses among other items, the key terms set forth in Section 28 below.

e. CEQA. Developer will work with the City to prepare a comprehensive and legally defensible CEQA document for the proposed Project, which will incorporate, as appropriate SB 375, SB 743 and/or other priority planning and transit -based statutory or regulatory provisions. City and Developer anticipate that project-level CEQA review would tier from the Concord Reuse Project Final EIR (the “ Reuse Plan EIR ”) and the CRP Area Plan Addendum. This new CEQA document is expected to include, and build upon, the mitigation measures incorporated into the mitigation monitoring and reporting program for the Reuse Plan EIR. City will determine, with input from Developer, whether a second addendum to the Reuse Plan EIR, a negative declaration tiered from the Reuse Plan EIR, a supplemental EIR tiered from the Reuse Plan EIR, or some other CEQA document should be prepared. Developer will bear the costs of CEQA compliance for the Project,

including the costs of the CEQA consultant who shall be retained by the City.

Developer will be provided a draft CEQA scope for review and comment. To comply with CEQA and give the public the opportunity to be aware of the environmental consequences of the Project, and to fully participate in the CEQA process, the Parties acknowledge that the City has no obligation to approve and Developer has no obligation to develop the Project unless and until the Parties have negotiated, executed and delivered mutually acceptable agreements based upon information produced from the CEQA environmental review process and any other public review and hearing processes, subject to all applicable governmental approvals. City shall retain discretion in accordance with applicable law before action on the Project by the City Council to (i) identify and impose mitigation measures to mitigate significant environmental impacts, (ii) select other feasible alternatives to avoid significant environmental impacts, (iii) balance the benefits of the Project against any significant environmental impacts prior to taking final action if such significant impacts cannot otherwise be avoided, or (iv) determine not to proceed with the Project.

The Parties acknowledge that the project -specific CEQA document will include a full transportation impact analysis to determine the nature and timing of any local or regional traffic improvement and mitigation measures described in the Community Reuse Plan Environmental Impact Report as well as other mitigation measures that may be deemed feasible and may reduce or avoid potentially significant traffic impacts.

9. Reimbursement of City Costs.

The Developer shall fully reimburse the City for loans made by the City to the Local Reuse Authority (“ LRA”) and for other costs previously incurred by the City in connection with site wide activities (“ Site-Wide Costs ”) by: (i) paying City approximately $5 Million prior to issuance of building permits for 90% of the market rate dwelling units in Phase One, and (ii) paying City approximately $10 Million prior to issuance of building permits for 90% of the market rate dwelling units in Phase Two.

In addition to payment of the Site -Wide Costs, Developer shall enter into a reimbursement agreement with City to provide for the payment and reimbursement of City DDA Costs (as defined in paragraph 6 of the Exclusive Agreement to Negotiate between City and Development dated October 26, 2021, as amended (“ENA”) and City CNWS Project Costs (as defined in Section 5 of the ENA) (collectively “City Costs”). Conforming amendments will be made to the ENA to clarify that ongoing reimbursement obligations will be covered by the reimbursement agreement. City Costs will be payable within thirty (30) days of City’s written demand which shall be accomp anied by copies of invoices or other reasonable evidence of such City Costs. The reimbursement agreement will provide for a deposit in an amount sufficient to cover not less that the next 180 days of anticipated City Costs to secure Developer’s obligation to pay City Costs (the “Deposit”). Developer will be obligated to deposit additional funds to fully

replenish the Deposit within twenty (20) days of City’s demand therefor or as otherwise provided in the reimbursement agreement. In the event Developer fails to timely replenish the Deposit, City shall have no obligation to perform any further work related to the Project until such time as the Deposit has been replenished. In addition to the City Costs, the following City and LRA costs will also be paid by Developer pursuant to the reimbursement agreement:

a. City’s fully loaded/burdened costs to maintain a suitable level of staffing for the project, which the Parties currently estimate will be 2.5 full-time equivalent staffing within the Community Development Department, including a dedicated principal planner supported by up to an additional 1.5 full-time equivalent staffing at a variety of levels, to (i) participate in the preparation and review of the Specific Plan, such as review scope of work and approach to outreach process, meet regularly with Developer and consultants, review interim and final deliverables, and prepare staff reports for Council and Board/Commission review; (ii) lead and expedite review of project development applications; and (iii) interface with other City departments on the Developer’s behalf.

b. City’s fully loaded/burdened costs to maintain 2.0 full -time staffing equivalents for LRA project management.

c. Actual costs associated with City-led CEQA review, including (i) outside consultant costs to prepare environmental documents and studies; and (ii) costs of City staff, consultants, and outside legal counsel to manage, review and oversee the CEQA process.

d. Actual costs of outside consultants and legal counsel to provide support to the City and LRA in implementation of the DDA, including but not limited to negotiation, drafting, processing, and implementing the DA, Specific Plan and all subsequent project agreements and entitlements, and the LRA’s project management costs to complete the negotiations and transfer process with the Navy. Developer will have an opportunity to review and comment on the scope and budget of all outside consultant and legal counsel contracts prior to City approval.

e. To address ancillary City costs incurred in connection with the above described work, including time spent by other City departments, including the City Manager, City Clerk, City Attor ney, Engineering Division and Police Department (i.e. departments other than Community Development Department and the LRA addressed in a. and b. above), Developer will pay an administrative mark -up of

6.5% on the costs described in subsections a. and b. above.

f. The reimbursement agreement will provide for the following procedures relating to reimbursement of City expenses described in Section 9(a)-(e):

i. Annual Budget. A budget will be established annually consistent with the City’s fiscal year (July 1-June 30) and submitted to Developer for review

and approval prior to its approval by the City Council. A process for augmenting the budget where necessary will also be included.

ii. Reporting. City shall deliver cost reports to Developer within 45 days following the end of each calendar quarter detailing City, third -party professional, and/or other costs incurred by the City related to the Project in relation to the approved budget.

iii. Disputes. Developer shall bring any inconsistencies or requests for clarification to the City’s attention within 30 days of receipt of a given cost report. The Parties shall attempt in good faith to informally resolve any dispute. If the Parties have not been able to resolve the dispute, the dispute may be resolved by non -binding mediation, or such other non -binding method determined by the Parties.

iv. Third-Party Professionals. City may retain third-party professionals to assist City Staff in negotiating, drafting, processing, and implementing the DDA, DA, General Plan/CRP Area Plan amendments, Specific Plan and all subsequent project agreements, plans, permits, and/or other entitlements, including related CEQA document for the Project. Developer shall have the right to retain a third -party consultant or consultants of its choosing for the purpose of preparing its Specific Plan, subject to the approval of the City, which approval shall not be unreasonably withheld.

10. Conditions Precedent to Transfer to Developer.

City would convey Parcels to Developer by quitclaim deed corresponding with Developer’s phased build-out of the Backbone Infrastructure for each sub -phase upon the satisfaction of the following conditions precedent:

a. Fee Title . The feder al government shall have conveyed the Parcel to the City without any use or activity restrictions that would impede the development of the Parcel in accordance with the CRP Area Plan, as proposed to be amended, pursuant to a Finding of Suitability to Transfer issued by the Navy and concurred- in by the U.S. Environmental Protection Agency, the Department of Toxic Substances Control, the regional water board and any and all other regulatory agencies

b. Project Entitlements. The City shall have finally approved the Specific Plan, the DA, and associated Tentative Map and Final Map.

c. Completion of Prior Sub -phase Backbone Infrastructure . For each conveyance following conveyance of the first sub -phase Parcel, Developer must have substantially completed cons truction of the Backbone Infrastructure, including parks (but not including In-Tract Improvements) in the prior sub-phase(s).

d. Completion of Commercial and Affordable Housing Pads . All commercial pads in prior sub-phases must be available for sale and fee title to all affordable housing

and Permanent Supportive Housing pads in prior sub-phases shall be ready to be transferred to City or its designee for development of affordable housing.

e. Approvals for Backbone Infrastructure . The City shall: (i) have approved a Large Lot Final Map that includes the Parcel; (ii) have approved and executed an Improvement Agreement providing for Developer’s installation of Backbone Infrastructure for the Parcel (other than In -Tract Improvements which may be deferred until further subdivision of the large lot parcels) and the posting of security consistent with the requirements of the Subdivision Map Act and the Subdivision Code ensuring performance of such Backbone Infrastructure and payment of labor and materials in connection therewith; and (iii) have issued or be ready to issue the development permit(s) required for grading and construction of the Backbone Infrastructure for the particular Parcel.

f. Insurance Policies . Developer shall have submitted to the City evidence of the insurance required to be maintained by Developer.

g. Evidence of Financing. Developer shall have delivered to City (i) certified copies of binding loan commitment letter(s) from the construction loan lender(s), committing said lender(s) to make construction loan(s) to Developer, subject only to such lender conditions as are customary in connection with binding loan commitments, and setting forth the terms of said loan(s), and (ii) evidence reasonably satisfactory to City of Developer's equity commitments for the applicable sub-phase. The total of the loan and equity commitments (collectively, the " Loan/Equity Commitments") shall be in substantially the sam e amount as the Backbone Infrastructure costs for the applicable sub -phase as identified in Developer's updated pro-forma.

h. Receipt of Improvement Security. Developer shall have delivered surety bonds to City from issuer(s) reasonably acceptable to City in amounts required to guarantee the completion of all Backbone Infrastructure, parks and public facilities, and the payment of labor and material costs associated with such work.

i. Commitment to Commence and Complete Improvements . Developer shall demonstrate to the reasonable satisfaction of the LRA Director or their designee that Developer will commence and complete the Backbone Infrastructure for the Parcel within the applicable time pursuant to the Schedule of Performance. Such evidence may include a construction contract with a general contractor for the applicable Backbone Infrastructure work. The Parties shall agree upon and attach to the DDA a form of letter to the LRA Director that, when executed by Developer and accompanied by materials identif ied in the letter, would satisfy the requirements of this Section 10(h).

j. Miscellaneous Standard Closing Conditions . The Parties shall have submitted executed closing documents into escrow, title insurance policies shall be ready to be issued and other sta ndard conditions to closing (which shall be described in more detail in the DDA) shall be met.

k. Waiver of Conditions / Reversionary Right. Developer may request, and City shall reasonably consider, transfers of Parcels within a given Phase prior to satisfaction of one or more of the conditions in this Section 10 provided: (i) City retains a reversionary right as to such property for which one more conditions has not been satisfied until satisfaction of such condition(s); and (ii) Developer shall be required to satisfy all Developer obligations as to such Parcel under the DDA, including Schedule of Performance obligations relating to the commencement and completion of Backbone Infrastructure as to such property.

11. Conditions Precedent to Transfer to Vertical Developer.

Developer would be permitted to convey subdivided large lot portions of a previously transferred Parcel to one or more vertical developers upon the satisfaction of the following conditions precedent:

a. Satisfaction of Conditions Precedent to Transfer from City to Developer . All applicable conditions precedent set forth in Section 10 shall have been satisfied.

b. Evidence of Experience. The vertical developer has demonstrable and has successful experience acting as the developer of a project of similar size commensurate with the property in which an interest is being transferred as reasonably determined by City.

c. No Debarment or Suspensi on. The vertical developer has not been suspended, debarred, or prohibited from contracting with the City.

d. Assignment and Assumption Agreements . The vertical developer shall have executed assignment and assumption agreements with the City in substantially the forms attached to the DDA and DA and City shall have approved the scope of any assignment of In-Tract Improvements work.

e. Broker Review of Assignment to Affiliated Vertical Developer . Where Developer proposes to transfer to a vertical dev eloper that is an Affiliate of Developer (as defined in Section 21), Developer shall submit an offer to be reviewed by a knowledgeable commercial broker specializing in land transactions representing the City for City review and approval, which shall not be unreasonably withheld or denied.

f. Assignee Formation Documents. The vertical developer shall have delivered to the City entity formation and other relevant documentation relating to the corporate, partnership, limited liability, or other similar status, as the case may be, of the entity to which Developer intends to assign its rights under the assignment and assumption agreement as to such Parcel.

g. Associated Backbone Infrastructure . All Backbone Infrastructure (other than In - Tract Improvements) needed to serve the vertical improvements on the large lot portion of the Parcel proposed to be transferred shall have been substantially completed.

h. Receipt of Improvement Security . The vertical developer shall have delivered surety bonds to City from issuer(s) reasonably acceptable to City in amounts required to guarantee the completion of all In -Tract Improvements, and the payment of labor and material costs associated with such work.

i. Insurance Policies. The vertical developer assignee shall have submitted to the City evidence of required insurance policies pursuant to the DDA and DA as required in the assignment and assumption agreement.

k. Miscellaneous Standard Closing Conditions . The Parties shall have submitted executed closing documents into escrow, title insurance policies shall be ready to be issued and other standard conditions must be met.

12. City Participation.

The parties agree, to the extent funds are available after Developer achieves an 18% unlevered investment rate of return (“ UIRR”), to implement a profit participation model formula described below (the “ PPF Formula ”). All City participation proceeds shall be deposited into a de signated escrow account (“Community Benefit Fund Account ”) and reinvested back into the Project in accordance with Section 12.c. below.

a. Participation Model. The Parties acknowledge that Developer will incur substantial costs and associated risks to install the infrastructure necessary to serve the Project, and that the City will directly benefit from the Project as a result of job creation, direct and indirect sales taxes, transient occupancy taxes, and other tax revenues created by the Project. The participation model shall include all Project Costs, whether incurred before or after the date of this Agreement. All Project revenues shall be applied:

i. First, Developer shall receive an 18% UIRR (Tranche 1);

ii. Second, Developer and City shall participate 60(Developer)/40(City) in proceeds received above 18% UIRR to a 20% UIRR (Tranche 2);

iii. Third, Developer and City shall participate 50/50 on proceeds received above a 20% UIRR to a 22% UIRR (Tranche 3);

iv. Fourth, Developer and City shall participate 40(Developer)/60(City) on proceeds received above a 22% UIRR (Tranche 4).

b. Calculation/Distribution. Within one-hundred twenty (120) days of the beginning of each calendar year, Developer shall provide City with an annual Profit Participation Model detailing all revenues and costs for the preceding year along with a projection for the current year and calculation of UIRR return(s) and profit participation under each of Tranches 1 through 4, as applicable.

c. Community Benefit Fund . Funds deposited into the Community Benefit Fund Account shall be placed in a specific and designated escrow account, and shall be reinvested into the Project for City costs and community benefits within the Project.

The preferred prioritization of the reinvested funds shall be as required by the Navy/City Conveyance Agreement (defined in Section 25 below) and as directed by the City Council. A committee, which includes a representative of Developer, will be formed by the City to make recommendations to the City Council on the reinvestment of funds into the Project.

13. Federal, State, and Regional Funding Sources; Financing of Public Improvements and Publicly Accessible Private Improvements.

a. City and Developer will cooperate in good faith at Developer’s expense to secure State, Federal and Regional grant and/or low interest loans to pay a portion of the costs of preparing Project planning documents such as the Specific Plan and Environmental Impact Report as well as hard and soft costs of constructing affordable housing and Backbone Infrastructure.

b. The parties contemplate that the construction, installation, and long -term maintenance of Backbone Infrastruct ure, other public improvements, and potentially certain additional community benefits will be financed through the use of private capital; federal, state, and local governmental (other than City) grants; community facilities district(s) (“ CFD(s)”), enhance d infrastructure financing district(s) (“IFD(s)”) or other similar vehicles, and other financing mechanisms. The DA shall include procedures addressing the filing of petitions by Developer and the City Council’s consideration of adoption of resolution(s) of intention to establish the applicable financing district(s). Upon adoption of such resolution(s) of intention, City, at Developer’s expense, shall use good faith, diligent efforts to establish and implement the financing district(s) pursuant to terms to be set forth in the DA, including scheduling of necessary public hearings and adoption of a resolution(s) of formation. Developer shall cooperate with City in the formation of such financing district(s), including by timely submitting all petitions, waiver s and consents and promptly paying all costs of establishing such financing district(s).

c. Developer also proposes to finance ongoing maintenance and replacement of publicly accessible private improvements, including private streets, private storm drains, common areas, and landscaping etc. through the use of various revenue sources, including homeowners associations (“ HOAs”), landscaping and lighting districts (“ LLDs”), geologic hazard abatement districts (“ GHADs”), and other financing mechanisms.

d. Prior to implementing an IFD or other mechanism that would direct to Developer tax increment otherwise available to the City, or implementation of revenue sources for annual maintenance and replacement costs, Developer shall demonstrate that the combination of its proposed financing strategies would preserve fiscal neutrality to the City’s General Fund.

14. Open Book Accounting.

a. Proposed Financial Deal Structure . Developer proposes a deal structure that aligns public and private interests through an open sharing of information and profits. Developer will provide a completely open book partnership allowing City to confirm Developer’s budgets and security (including subdivision bonds) to full y secure Backbone Infrastructure on a Parcel -by-Parcel basis before any land is conveyed to Developer.

b. Potential Federal/State/Regional Funding . To the extent the Project or any component thereof receives grant awards or other similar funding from Federal , State or regional funding sources, Developer’s UIRR shall be adjusted to account for such funding awards. Developer’s minimum financial commitments to Project community benefits, including the Library/Community Center, Tournament Sports Park, Citywide Pa rk and affordable housing as set forth in this Term Sheet shall not be subject to reduction based on receipt of monies from Federal, State or regional funding sources.

c. Open Book Accounting . Developer shall maintain a completely open book accounting, with specific processes for record keeping, accounting, and auditing as further described below.

i. Book and Recordkeeping Obligation . Developer shall maintain books and records of all Project costs and expenses for a period of three years following the end of each calendar year, or such longer period as may be necessary to comply with Base Realignment and Closure (“ BRAC”) requirements. Books and record shall be maintained with generally - acceptable accounting principles consistently applied or in another auditable form approved by the City.

ii. Annual Reports . Developer shall provide annual reports to the City commencing as of the date that Developer receives the first Parcel from the City. Annual reports, which shall be submitted to the City no later than four months after the end of each fiscal year, shall include at minimum: updated estimates of project costs and gross revenues; variances from the prior year’s annual report (if applicable); new development that is expected to occur or that is occurring; and a summary of all public benefits delivered to the City; and a statement of cumulative IRR achieved to date. Annual reports shall use generally accepted accounting procedures acceptable to the City.

iii. Inspection Rights. Upon ten business days’ prior written notice, City shall have the right to review or audit Developer's books and records at Developer's local office.

15. Remediation.

City will transfer each Parcel to Developer subject to applicable provisions of the quitclaim deed from the Navy to the City, including the Comprehensive Environmental Response, Compensation, and Liability Act (“ CERCLA”) section 120 covenants received from the Navy. Land anticipated for re sidential use is expected to be cleaned to appropriate residential standards, and to remain subject to CERCLA covenants. If hazardous materials requiring investigation or remediation are discovered on the Parcel during development and following completion of Navy’s remediation program, the City shall not be responsible for performing or paying for such investigation or remediation; in such instance, Developer will, in its sole discretion: (i) request that the Navy perform or pay for the investigation or remediation under the CERCLA section 120 covenants or the indemnity provided under BRAC section 330 of the National Defense Authorization Act of 1993, PL 102 -484, October 23, 1992, 106 Stat. 2315, as amended (“ DOD Indemnity”), and said CERCLA covenants and BRAC indemnity shall have been passed through by the City to Developer; (ii) tender a claim to the insurer under the PLL policy to pay for the investigation or remediation; and/or (iii) in situations where the costs of performing the investigation or remediation would be less than the costs of pursuing a claim against the Navy or paying the deductible or self - insured retention under the PLL policy, perform or cause to be performed the investigation or remediation at its own cost. Notwithstand ing the foregoing, Developer will not take any action that adversely affects the rights of the City under CERCLA section 120 covenants granted by the Navy or under the DOD Indemnity or under the PLL policy. The Parties share the following objectives relating to remediation and transfers from the Navy:

a. It is in the Parties’ mutual interest for the First Transfer Parcel to transfer from the Navy to the City as expeditiously as possible without any use or activity restrictions that would mate rially impede development of the First Transfer Parcel and for subsequent portions of the Development Footprint to transfer without any use or activity restrictions that would materially impede development of such property as expeditiously as possible thereafter.

b. The Parties will cooperate and actively participate in negotiations with the Navy, US EPA, DTSC, and regional water board over remediation of hazardous materials and the transfer of lands from the Navy to the City on a schedule that will permit timely development consistent with the Specific Plan.

c. For lands within the Phase One Property (or reasonably necessary for the efficient development of the Phase One Property) that are not included in the First Transfer Parcel or transferred within a reasonable time thereafter via a FOST under section 120(h)(3)(A) and (B) of CERCLA, it is in the Parties mutual interest to gain access to such lands under a license or lease in furtherance of conveyance (“ LIFOC”) or have such lands transferred pursuant to a Finding of Suitability for Early Transfer (“FOSET”) under section 120(h)3(C) of CERCLA, and subject to approval by the Navy. Accordingly, Developer agrees to coordinate with City to actively and in

good faith negotiate such licenses, LIFOCs, FOSETs and related Environmental Services Cooperative Agreements (“ESCAs”) that provide for sufficient funds from the Navy to complete the necessary remediation and procure ap propriate environmental insurance.

d. For properties not included in the Phase One Property that may be eligible for a FOSET, as may be determined by the Navy, Developer similarly agrees to coordinate with the City to actively and in good faith negotiate FOSETs and related ESCAs that provide for sufficient funds from the Navy to complete the necessary remediation and procure appropriate environmental insurance. As appropriate, the Parties shall consider advocating for the use of a phased transfer of FOST- eligible properties to the extent such phasing would allow accelerated transfer of less complicated sites critical to development phasing (e.g. Site 13) ahead of the transfer or early transfer under a FOSET of other potentially more complicated sites (e.g. Bunker City).

16. Habitat & Species Mitigation and Resource Agency Permitting.

a. The Parties will cooperate, at Developer’s expense, to obtain from the various resource agencies, including the U.S. Fish and Wildlife Service, the U.S. Army Corps of Engineers, the California Department of Fish and Wildlife and the San Francisco Bay Regional Water Quality Control Board, all permits and approvals which are necessary to implement reuse of the Development Footprint in accordance with the General Plan/CRP Area Plan, as proposed to be amended, and the Specific Plan. Developer will work with the lead land manager for the EBRPD PBC areas and the City as to Mt. Diablo Creek conservation areas, in an effort to meet aquatic resource/wetlands and endangered specie s mitigation for the EDC property development on the EBRPD PBC property to the maximum feasible extent. Final determinations regarding the amount of mitigation credit will be reflected in permits or other authorizations issued by the resource agencies, and Developer will bear all costs of such mitigation requirements whether on or off of the EBRPD PBC property.

b. The Parties agree to cooperate in pursuing all resource agency permits necessary to implement the Project and establishing mutually agreeable, reasonable, and appropriate mitigation obligations. The Parties share the following objectives regarding resource agency permitting and the associated mitigation:

i. Impacts to species, aquatic resources, and other resources subject to the resource agency permits and authorizations (collectively, “ Ecological Resources”) from development should be mitigated, to the maximum extent reasonably feasible and cost-effective, on site or on the EBRPD PBC property. If off site mitigation is required, best efforts will be made to mitigate within the Mt. Diablo or Kirker Creek watersheds to the extent reasonably feasible and cost-effective.

ii. Obligations to fund and implement mitigation should be roughly proportionate -- in amount, nature, and timing -- to either the phasing of development generally or, where appropriate, to the timing of actual impacts caused by development. However, the Parties acknowledge that resource agencies may require some, or a substantial amount, of mitigation in advance of development in order to accommodate all of the mitigation on the PBC property. City will work with the resource agencies to identify in the permitting documents and approvals the mi tigation necessary to offset impacts from the Project. However, the permitting documents may not clearly distinguish the impacts and offsetting mitigation, and this determination may have to be made by mutual agreement of City and Developer.

c. Prior to issuance of the first grading permit, Developer will establish an endowment fund or provide a financial mechanism acceptable to the resource agencies to pay certain ongoing costs associated with Ecological Resources and other on -going mitigation obligations associated with each particular Phase of development. The endowment fund or other acceptable financial mechanism will be in an amount deemed sufficient by the resource agencies to fund long -term management and monitoring of the conservation are as. While a non -wasting endowment will be required to fund certain creation, restoration, enhancement, start -up, and interim management and monitoring obligations associated with the mitigation program, the Parties acknowledge that it may be appropriate for other mitigation obligations to be secured through other financial tools (for example, letters of credit, bonding, etc.). The Parties agree to pursue the most cost -effective combination of funding mechanisms available through the resource agency permitting process.

d. Following execution of the DDA, Developer may apply to become co -applicant / co-permittee on the City’s pending resource agency permit applications.

17. Prevailing Wages.

Developer agrees that any worker (as defined by State prevailing wage law) performing publicly-funded construction, alteration, demolition, installation or repair work or street, sewer or other improvement work done under the direction and supervision or by the authority of any officer or public body (“ Public Work”) shall be paid not less than the general prevailing rate of wages, as provided by State prevailing wage law, and shall be subject to the same hours and working conditions, and shall receive the same benefits as in each case are provided for similar work performed i n Concord, California. Developer shall include in any contract for Public Work a requirement that all workers performing labor under such contract shall be paid not less than the general prevailing rate of wages for the labor so performed as provided by California prevailing wage law.

18. Insurance.

Developer shall maintain, at its cost and expense, the following policies of insurance: (a) commercial general liability; (b) automobile; (c) workers’ compensation; (d) builder’s risk and (e) one or more Pollution Legal Liability policies to the extent required under Section 6, naming Developer as insured and, except for workers’ compensation insurance, naming the City as additional insured, on forms acceptable to City, and in amounts commensurate with similar military base redevelopment projects as will be determined in the DDA.

19. Indemnity.

a. Developer shall indemnify, defend (with counsel reasonably acceptable to City) and hold the City harmless from and against any and all claims resulting or arising from or in any way connected with the following, provided Developer shall have no obligation to indemnify the City (but will be obligated to defend (with counsel reasonably acceptable to City), subject to reimbursement below) to the extent any such claims directly result from the sole or active negligence or willful misconduct of the City:

i. The existence, release, presence or disposal of any hazardous materials to the extent that the City’s liability results from any of the following: (i) Developer’s breach of any obligation under the DDA with respect to hazardous materials; (ii) Developer’s breach of any environmental law on or relative to the Development F ootprint; (iii) Developers breach of any covenants or land use controls contained in the applicable Navy deed to the City or other actions by Developer that compromise or invalidate City’s rights under the CERCLA covenants granted by Navy or the DOD Indemnity; or (iv) any release or threatened release of Hazardous Materials to the extent the release or threatened release commenced during Developer’s ownership of the subject real property or was caused, contributed to, or exacerbated by Developer, prov ided that (iv) shall not apply to the extent that such release or threatened release was caused, contributed to, or exacerbated by the City;

ii. The non-compliance of improvements constructed by Developer with any federal, State, or local laws or regulations, including those relating to access, or any latent defects, in all cases regardless of whether the City has reviewed and/or approved plans for such infrastructure.

iii. During the period of time that Developer holds title to any portion of the Development Footprint, the death of any person or any accident, injury, loss, or damage whatsoever caused to any person or to the property of any person that shall occur in such portion of the Development Footprint; and

iv. The death of any person or any acci dent, injury, loss, or damage whatsoever caused to any person or to the property of any person that shall

occur in or around the Development Footprint, including any portions of the PBC property, or off -site improvement areas, to the extent caused by the act, omission, negligence or willful misconduct of Developer, or its agents, servants, employees or contractors.

b. In addition to the foregoing, Developer shall indemnify, defend (with counsel reasonably acceptable to City), and hold the City harmless from and against all losses and costs arising out of or connected with contracts or agreements (i) to which the City is not a party and (ii) entered into by Develope r in connection with its performance under the DDA, including any assignment & assumption agreement (see Section 21, infra), provided Developer shall have no obligation to indemnify the City (but will be obligated to defend, with counsel reasonably acceptable to City), subject to reimbursement as provided below) to the extent that any such losses and costs result, directly from the sole or active negligence or willful misconduct of the City.

c. Notwithstanding the foregoing, where claims are asserted against the City in connection with any of the claims above, Developer agrees to defend the City, subject to reimbursement by City to Developer of the City’s pro rata share of costs (including attorneys’ fees associated with Developer’s defense) corresponding to City liability following final resolution of such claims.

d. Each vertical developer will be required to undertake comparable indemnity and defense obligations for benefit of City with respect to the portion of the Development Footprint acquired by such vertical developer.

20. Third Party Legal Challenges.

At Developer’s sole cost and expense, City and Developer shall cooperate in the defense of any third party, or state or federal governmental entity or official challenge to the validity of any provision in this Term Sheet, the DDA, the General Plan/CRP Area Plan amendments, the Specific Plan, the DA, any Project entitlements and/or any related CEQA determinations or documents (for purposes of this section, a “Litigation Challenge”). If Developer elects, in its sole discretion, to contest or defend a Litigation Challenge, the Developer shall take the lead role defending such Litigation Challenge and shall reimburse City for any of City’s reasonable costs, including any attorneys’ fees, related to the Litigation Challenge.

City may, in its sole discretion, elect to be separately represented by the legal counsel of its choice in any such action or proceeding with the reasonable costs of such representation to be paid by Developer. Any proposed settlement will be subject to City’s and Developer’s approval, each in its reasonable discretion. If the terms of the proposed settlement would constitute an amendment or modification of this Term Sheet, the DDA, the General Plan/CR P Area Plan amendments, the Specific Plan, the DA, any Project entitlements and/or any related CEQA determinations or documents, the settlement shall not become effective unless such amendment or modification is approved by City, and City reserves its full

legislative discretion with respect thereto. If Developer opts not to contest or defend any such Litigation Challenge, City shall have no obligation to do so.

Developer shall indemnify, defend (with counsel reasonably acceptable to City) , and hold harmless City Parties from and against any and all Claims raised in connection with the Litigation Challenge, including attorneys’ fees awarded under Code of Civil Procedure Section 1021.5, assessed or awarded against City by way of judgment, settlement, or stipulation. Any proposed settlement of a Litigation Challenge shall be subject to City’s approval not to be unreasonably withheld, conditioned or delayed.

For purposes of S ections 18, 19 and 20, “ City Parties” means and includes City and its elected and appointed officials, officers, employees, agents, volunteers, attorneys, contractors and representatives, and “ Claims” means any and all liabilities, obligations, judgments, orders, claims, damages, fines, penalties and expenses, actions, causes of action, claims, cross -claims, disputes, demands, losses, taxes, costs, loss of service, expenses, liabilities, debts whatsoever, in law or in equity, whether known or unk nown, of any kind or character, including attorneys’ fees and costs.

This Section 20 shall survive expiration or other termination of this Term Sheet to the extent a claim accrues prior to or costs are incurred prior to such termination or expiration. Except as otherwise expressly provided herein, this Term Sheet shall terminate upon execution and approval of the DDA or as otherwise provided within this Term Sheet.

21. Transfers.

This Term Sheet and the DDA and DA shall be executed and entered into by Concord First Partners, LLC, or another entity controlled by the three members of Concord First Partners, LLC, and approved by City in its sole and absolute discretion. After execution of the DDA and DA, transfers by Developer of certain rights and obligations under the DDA and DA may be appropriate or necessary to achieve organizational and tax efficiencies, to attract development partners for diverse Project elements, to attract capital and investment in the Project, or other commercially recognized reaso ns. Developer shall be permitted to transfer its interests in the DDA and DA only as set forth in this Section 21. For purposes of this Section 21, “control” means power, indirectly or directly, to direct or cause the direction of the management or policies of the subject person or entity by contract or otherwise, subject only to major decisions requiring the consent and approval of other owners of such entity.

a. Transfer to Affiliate of Developer . Developer shall be permitted to transfer all or any portion of its rights and corresponding obligations under the DDA and DA from time to time to a transferee who, directly or indirectly, controls, is controlled by, or is under common control with Developer (any such person or entity, an “Affiliate”) without, in any such case, the approval of the City (except as provided in Section

11.c. above), provided that at the time of such transfer: (i) there has been no event of default by Developer under the DDA or DA; and (ii) no event has occurred that, with notice and opportunity to cure or both, would constitute an event of default by Developer under the DDA or DA.

b. Change in Control; Stock/Share Transactions . Developer shall not, without the City’s consent, allow a transfer of the direct or indirect interests in the Developer to any new person or new entity or party. Nothing in this Section 21 shall restrict transfer or issuance of shares on a public market or a merger or similar transaction.

c. Mortgages & Transfers to Vertical Developers. Subject to any conditions set forth in other Sections of this Term Sheet, the following mortgages and transfers shall be allowed without review or approval by the City:

i. Upon o r at any time after the satisfaction of the conditions precedent to transfer of a Parcel to Developer set forth in Section 10, any mortgage against fee title (or leasehold title) as to such Parcel (but not including affordable housing development pads) for the purpose of securing debt financing for development of all or a portion of the Development Footprint.

ii. Upon or at any time after the satisfaction of conditions precedent to transfer of a large lot parcel to a vertical developer set forth in Section 11, any conveyance by Developer to a transferee of fee or leasehold title as to such large lot parcel, and a corresponding permitted assignment to such vertical developer assignee of rights and obligations, including In -Tract Improvement obligations, of Developer under the DDA and DA as to such large lot parcel.

iii. Upon or at any time after the satisfaction of conditions precedent to transfer of a Parcel to a vertical developer and completion of the vertical development, the sale or leasing for occupancy of the completed vertical development.

d. Form of Assignment & Assumption Agreement. The Parties agree to negotiate and include as exhibits to the DDA and DA approved forms of one or more assignment and assumption agreements. The form of assignment and assumption agreement for vertical developers shall include a framework for the commitment by vertical developers to a schedule of performance for commencement and completion of vertical development.

e. Other Transfers. Any transfer not otherwise permitt ed by this Section 21 may be approved by City in its sole, absolute discretion.

22. Remedies.

a. Limitations on Award of Damages . Appropriate and customary remedies in the case of default by a Party (and in no event to include actual, consequential, special, or punitive damages) will be addressed by the Parties in the DDA and DA. The

principal remedy of both Parties in the event of default under the DDA or DA shall be specific performance.

b. No Attorneys’ Fees. Each party will bear its own attorney fees in any action by a Party to enforce its rights under the DDA and/or DA.

c. City Remedies against Vertical Developers . The forms of assignment and assumption agreement to be negotiated between City and Developer and attached to the DDA and DA shall address City’s remedies against vertical developers for defaults by such vertical developers.

23. Excusable Delays.

The time for Developer to perform any act under the DDA or DA, including Developer’s obligations in Section 5 (Schedule of Performance), shall be automatically extended for the period of any of the delays described below (each, an “ Excusable Delay ”). Developer’s obligation to make any community benefit contributions to the City as set forth in the DDA and/or DA, including the schedule for such payments, shall not be subject to extension for Excusable Delay.

a. Administrative Delay . Meaning failure by governmental or quasi -governmental entities to act within re asonable times under applicable laws, or actions by governmental or quasi-governmental entities that are successfully challenged by the Developer or an assignee / transferee / vertical developer.

b. Resource Permitting Agency Delays . Meaning delays in issuan ce of resource agency permits required to implement the Project, including: (1) authorization to dredge or fill waters of the United States under Clean Water Act section 404 from the U.S. Army Corps of Engineers; (2) certification of the San Francisco Bay Regional Water Quality Control Board under section 401 of the Clean Water Act; (3) a Streambed Alteration Agreement with the California Department of Fish and Wildlife; (4) authorization under sections 7 and/or 10 of the federal Endangered Species Act from the Fish and Wildlife Service; and/or (5) a Consistency Determination or Incidental Take Permit from the California Department of Fish and Wildlife under the California Fish and Game Code. Application of this automatic extension is subject to Developer’s reasonably diligent pursuit of such resource agency permits. Provided Developer can reasonably proceed with development consistent with the Schedule of Performance in the absence of one or more of the above-referenced permits, the extension in this Section 23.b. would apply only to those geographic areas of the Development Footprint where development consistent with the Specific Plan cannot occur absent such permit.

c. CEQA Delay. Meaning the time reasonably required to complete any additional environmental review or documentation for future Project applications or approvals (not including the initial approvals of the General Plan/CRP Area Plan amendments, the Specific Plan, the DDA, and the DA), subject to a requirement that Developer shall have made all commercially reasonable efforts to timely

complete such environmental review, and the time during which legal proceedings regarding sufficiency of environmental review are pending (regardless of whether development is subject to a stay during such proceedings).

d. Economic Delay. Meaning two or more of the following have occurred in the same calendar quarter: (i) the FHFA House Price Index has declined by more than four percent (4%) over the preceding 12 -month period; ii) the Housing Starts rate has declined by more than fifteen percent (15%) for two consecutive quarters over the preceding 12-month period, and iii) the National Bureau of Economic Research has declared that a recession is in effect during such calendar quarter. Economic Delay shall commence upon Developer’s notification to the City of the Economic Delay (together with appropriate backup evidence) (the “ Economic Delay Start Date”) that two or more of the for egoing metrics have been triggered. Economic Delay shall continue prospectively on a quarterly basis and remain in effect until two or more of the following have occurred: (1) the FHFA House Price Index has increased by more than four percent (4%) over the preceding 12-month period, (2) Housing Starts has increased for two (2) successive quarters and, (3) the National Bureau of Economic Research has declared that the recession has ended; provided that the cumulative total of Economic Delay in any given Phase shall not exceed forty-eight (48) months. “FHFA Housing Price Index” means the Rolling 12-Month Change published by the Federal Housing Finance Agency representing home price trends for the Oakland -Berkeley-Livermore Metropolitan Statistical Area (comprising Alameda and Contra Costa counties). “Housing Starts” means the New Private Housing Units Authorized by Building Permits for California published by the U. S. Census Bureau... If the FHFA Housing Price Index and/or the Housing Starts are discontinued, Developer and City agree to use a substitute index that tracks the residential market with as close a geography to the Oakland- Berkeley-Livermore Metropolitan Statistical Area as possible. If the National Bureau of Economic Research no longer makes declarations of recession Developer and City agree to use a declaration from another similar public or private, non-profit, non-partisan organization.

e. Force Majeure. Meaning the range of natural and man -made acts outside of the reasonable control of the Party claiming delay, including wars, strikes, natural disasters, litigation, and reasonably unforeseen site conditions, which adversely affect the claiming Party’s (which may, notwithstanding anything above, be Developer or City) ability to timely perform its obligations under the DDA or DA, provided that Excusable Delay shall not include the inability to obtain financing.

f. Notice. To claim Excusable Delay, Developer shall provide notice within sixty (60) days of actual knowledge of the event causing the delay. The period of Excusable Delay shall commence, and shall run from, the date of such notice.

24. Transfer of Remainder of Development Footprint.

If, following Developer’s default under the DDA or failure to timely meet milestones or other conditions required to earn the right to acquire and develop one or more

Future Phases, City conveys all or any portion of the Future Phases (the “Transferred Portion”) to any party other than Developer or its Affiliate(s), then City will require the developer of such Transferred Portion to reimburse Developer, out of project revenues from such Transferred Portion, for such Transferred Portion’s pro rata share of reasonable Proj ect Costs incurred by Developer for oversized utilities, school facilities, habitat or species mitigation work, hazardous materials remediation or containment work or facilities, environmental insurance premiums, planning and environmental review, or other similar work or improvements serving and benefitting the Project as a whole, including such Transferred Portion, and that the new developer would have had to complete but for Developer’s completion thereof. The DDAs for such Transferred Portion will contain a mechanism for granting priority and security for such reimbursement.

Developer acknowledges that the City will not be obligated to fund such reimbursement from its general fund or other City revenues (other than fees or revenues from the development of such Transferred Portion).

25. Navy/City Conveyance Agreement.

Developer and City acknowledge the need to negotiate the terms for conveyance of property from the Navy. Any land acquisition payment required to be made to the Navy (which could include an up-front payment, a participation framework, or some other structure) would be considered a Project Cost for purposes of the Pro- forma. Developer shall actively participate as requested by the City in the City’s acquisition of the Development Footprint from the Navy. Developer shall be readily available to attend meetings, provide Project data, and provide Project financial analysis to the City to support the City’s acquisition negotiations and final agreement between the City and Navy which is consistent with this Term Sheet (the “Navy/City Conveyance Agreement”). City shall use its good faith efforts to complete such negotiations for: a term sheet with the Navy within 12 month following City Council’s approval of this Term Sheet or as soon thereafter as reasonably practicable; and b) execute the Navy/City Conveyance Agreement within 24 months following City Council’s approval of this Term Sheet, or as soon thereafter as reasonably practicable.

26. Corporate Structure & Capitalization of Developer.

Developer, Concord First Partners, LLC, is a Delaware Limited Liability corporation (“CFP”). CFP’s members are Discovery Builders, Inc., a California Corporation (“DBI”), Lewis Concord Member, LLC, a Delaware limited liability company (“LCM”), and Cal ifornia Capital & Investment Group, a California corporation (“CCIG”) (collectively the “Members”). LMC is the managing member of CFP. The Members have capital interests in CFP and will contribute equity towards Project related costs/expenditures as follows:

DBI – 45%

LCM – 45%

CCIG – 10%

27. Development Agreement.

a. Term. The overall term of the DA will be commensurate with the timeline for development of the entire Project. The DA will include an initial term equal to anticipated Phase One build out timeline. Automatic extensions of the Term shall become effective upon City’s conveyance of Parcels of land to Developer for each of the subsequ ent Phases Two through Five, subject to Developer meeting specified milestones. The duration of each Phase specific automatic extension shall be equal to the anticipated buildout timeline for the applicable Phase. The DA will also include provisions authorizing extension of the term and deadlines for performance milestones upon occurrence of specified events of Excusable Delay referenced in Section 23.

b. Vested Rights.

i. Developer shall have the vested right to develop the portion of the Property in which Developer has a legal or equitable interest in accordance with and subject to the DA, the Specific Plan (and any related contemporaneous approvals) and any subsequently -required project approvals, which shall control the overall design, development, and construction of the Project and all improvements and appurtenances in connection therewith, including without limitation: (1) permitted uses; (2) density and intensity of uses; (3) maximum height and size of buildings; (4) building location; (5) the number of allowable parking spaces, (6) provision for construction of public improvements, and (7) all mitigation measures that may be required.

ii. To the extent Developer is required to obtain any subsequent Project approvals from the City, the City shall not use its discretionary authority in considering any such application to change the policy decisions reflected in the DA and the Specific Plan, or otherwise to prevent or to delay development of the Project.

c. Public Improvements and Amenities . The DA would specify the public improvements, community benefits and amenities and required timing of delivery of same.

d. Fees. Except for impact fees (including habitat mitigation fees) imposed upon Project-specific permits by federal and state resource agenci es or to address Project-specific mitigation measures imposed through the CEQA process, the Project shall be subject only to development impact fees that are imposed uniformly on a City-wide basis. However, the Project shall not be subject to any of the fo llowing fees or exactions, due to the substantial infrastructure, mitigation measures and improvements to be provided by the Project:

i. Any affordable housing fee, off -set or similar affordable housing requirement.

ii. Any traffic or transportation impact fee other than a fee program pursuant to the Specific Plan or pursuant to the mitigation monitoring and reporting program adopted in connection with a CEQA document for the Specific Plan and the DA. Any City development impact fee that addresses development impacts previously addressed and/or mitigated by Developer relative to the Project through mitigation measures imposed through the CEQA process described in Section 8.c.; Project elements included in the development program; or Project features, programs, or benefits required pursuant to the DDA, the DA, or the Specific Plan.

iii. Where Developer would be required to pay a development impact fee notwithstanding the provisions above, Developer shall receive credit against the fee in the amount of actual reasonable hard and soft costs, not including financing costs, associated with facilities built or provided as part of the Project.

f. Assignment. Assignment provisions and remedies consistent with those in the DDA.

g. Addition of Future EDC Transfer Parcels. The DA would address addition of future EDC transfer parcels as and when Navy transfers such parcels to the City.

h. Termination. Termination of the DDA will result in automatic termination of the DA as to any property in the Development Footprint that has not previously been conveyed to Developer.

28. Exhibits.

Exhibit A: Land Use Plan with Phasing
Exhibit B: Pro-forma (Summary Sheet & Cashflow Analysis) Exhibit C: Backbone Infrastructure by Development Phase

Exhibit A-1
OAK #4886-0854-7635 v18

Exhibit A

Land Use Plan with Phasing

Exhibit A-2
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Exhibit A-3
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Exhibit A-4
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Exhibit A-5
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Exhibit B
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Exhibit B

Proforma (Summary Sheet & Cashflow Analysis)

Sources and Uses ($$ in Millions*)
Community Benefits ($$ in Millions*)
Sources
Net Land Revenues $ 5,579.4 Community Center/Library $ 117.4 Marketing Program Revenue $ 209.4
CFD(s) $ 1,679.8 Affordable Housing Contributions $ 85.4

Subtotal - Sources $ 7,468.6 Tournament Sports Park $ 176.2

Uses Total Community Benefits: $ 379.0
Entitlements $ 77.6
Pre-Development $ 385.9
Remediation/Oversight $ 20.8
City Prior Debt Contribution $ 15.0 Projected Project Cumulative UIRR by Phase Habitat Mitigation $ 103.2 Phase I 15.2%
Backbone Infrastructure $ 1,154.6 Phase II 20.2%
Parks/Greenways/Mt. Diablo Creek Restoration $ 256.0 Phase III 20.5% Community Center/Library $ 117.4 Phase IV 20.8%
Affordable Housing Contributions $ 85.4 Phase V 20.9% Tournament Sports Park $ 176.2
Fire Stations (2) $ 28.8
Project Management/Overhead $ 72.3
Property Maintanance/Insurance $ 164.7 Profit Participation Structure City Marketing/Sales/Closing Costs $ 295.1
Contingency (20%) $ 443.8 Tranche 1 (18% - 20% UIRR) 40%

Subtotal - Uses $ 3,396.8 Tranche 2 (20% - 22% UIRR) 50%

Net Cash Flow $ 4,071.8 Tranche 3 (22% + ) 60%
Developer UIRR (Unleveraged IRR) 20.9%

* Costs/Revenues represented are estimates only based upon 2022 dollars with annual escalation; Actual results will likley vary from estimates

Exhibit C
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Exhibit C

Backbone Infrastructure by Development Phase

PHASE 1
• Off-Site Infrastructure
o Downstream Upgrades to CCCSD’s infrastructure in North Concord (Alternative o #3 per 2022 CCCSD Study) – 2 Miles± of New or Replaced Pipelines o Potable Water Transmission Main to Bates Avenue / Port Chicago Highway – 1 o Mile± of New Pipeline
o 1 – 3.3 MGD± Potable Water Storage Reservoir and Supply Pipelines o Recycled Water Transmission Main to the CCCSD Recycled Water Treatment o Plant (Route B per 2011 CCCSD Study) – 3.3 Miles± of New Pipelines o 1 – 2.9 MGD± Recycled Water Storage Reservoir, Supply Pipelines and Booster o Pump Station
o Phase 1 Mt Diablo Creek Regional Detention Basin, approximately 50 Acre-Feet± o Evora Road Connection and Diablo Creek Golf Course Repair o Evora Road Bridge at Mt. Diablo Creek
• On-Site Backbone Infrastructure
o Site Preparation, Demolition and Grading
o Backbone Utilities (Sewer, Storm Drain, Potable Water, Recycled Water and Dry o Utilities)
o Stormwater Multi-Purpose Basins and Outfalls
o Widening of Willow Pass Road to 4 Lanes from Highway 4 to Landana Drive o New Willow Pass Road Bridge at Mt. Diablo Creek
o Delta Road Bridge at Mt. Diablo Creek
o Backbone Roadways
o Phase 1 Mt. Diablo Creek Restoration
o Site Preparation for the PG&E Substation
PHASE 2
• Off-Site Infrastructure
o 1 – 3.3 MGD± Potable Water Storage Reservoir
o Phase 2 Mt Diablo Creek Regional Detention Basin, approximately 90 Acre-Feet± o Panoramic Drive / Port Chicago Highway Intersection Improvements o Arnold Industrial Way / Port Chicago Highway Intersection Improvements o East Olivera Road Widening
o East Olivera Street / Salvio Street Intersection Improvements • On-Site Backbone Infrastructure
o Site Preparation, Demolition and Grading
o Backbone Utilities (Sewer, Storm Drain, Potable Water, Recycled Water and Dry o Utilities)
o Sanitary Sewer Pump Station
o Stormwater Multi-Purpose Basins and Outfalls

Exhibit C
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PHASE 3
o Backbone Roadways
o Phase 2 Mt. Diablo Creek Restoration
• Off-Site Infrastructure
o Phase 3 Mt. Diablo Creek Regional Detention Basin, approximately 50 Acre-Feet o East Olivera Road Widening
o Willow Pass Road Widening from Granada Drive to East Olivera Road o Willow Pass Road / Clayton Way Intersection Improvements o Bridge to City-Wide Park
• On-Site Backbone Infrastructure
o Site Preparation, Demolition and Grading
o Backbone Utilities (Sewer, Storm Drain, Potable Water, Recycled Water and Dry o Utilities)
o Stormwater Multi-Purpose Basins and Outfalls
o Backbone Roadways
o Phase 3 Mt. Diablo Creek Restoration
PHASE 4
• Off-Site Infrastructure
o Bridge to EBRPD Visitor Center
o West Street Extension to Concord Boulevard Connection o Phase 4 Mt. Diablo Creek Regional Detention Basin, approximately 50 Acre-Feet± • On-Site Backbone Infrastructure
o Site Preparation, Demolition and Grading
o Backbone Utilities (Sewer, Storm Drain, Potable Water, Recycled Water and Dry o Utilities)
o Stormwater Multi-Purpose Basins and Outfalls
o Backbone Roadways
o Phase 4 Mt. Diablo Creek Restoration
PHASE 5
• Off-Site Infrastructure
o Major Arterial Extension to Bailey Road and Intersection Improvements o Major Arterial Bridge at Mt. Diablo Creek
o Phase 5 Mt. Diablo Creek Regional Detention Basin, approximately 50 Acre-Feet± • On-Site Backbone Infrastructure
o Site Preparation, Demolition and Grading
o Backbone Utilities (Sewer, Storm Drain, Potable Water, Recycled Water and Dry o Utilities)
o Stormwater Multi-Purpose Basins and Outfalls
o Backbone Roadways
o Phase 5 Mt. Diablo Creek Restoration

Dear Concord City Council,

It’s time. PLEASE drop Seeno AND their partners as the Master Developer for the Concord reuse project.

This project could be the largest development in northern California, and definitely the largest one in our region. The consequences of this decision are too important to allow companies with such a long, poor record (shady practices, government investigations, fraud arrests, breaking environmental laws, bullying, threats, lawsuits against key partners on this project) to be involved. Last year in August when Seeno and their partners were tentatively chosen, more than 90 percent of public comments specifically asked you NOT to choose them as the Master Developer. Concord residents were ignored. And just this year, the company’s own representatives tried to eliminate the city’s leverage on the project, and even admitted they couldn’t make the project work. They shouldn’t have been chosen in the first place, they can’t deliver, and Concord residents deserve all the community benefits associated with this project that were promised to them in the years and decades leading up to today. PLEASE drop Seeno AND their partners so a trustworthy, capable entity can take the lead and create something that will benefit Concord instead of creating a disaster.

Regards,
Concord Resident

The email above was received from:

1. [email protected]

2. [email protected]

3. [email protected]

4. Luis Agcaoili

5. Carol Brenes

6. Susan Buckland

7. Colleen Cabot

8. David Carnahan

9. Deborah Carr

10. Christine Cerullo

11. Patti Collinson

12. Raquel Contreras

13. Lois CXourchaine

14. Joseph Crawford

15. Aaron Davis

16. Manuella Deitrick

17. Patricia Del Don

18. Jane DeYoung

19. Franklin Dill

20. Peter Ellingson

21. Peter Frazier

22. Joe Gunshannon

23. Jennifer Hanson

24. James Ingenluyff

25. Amanda Irish

26. Stefanie Keagy

27. Roger Kingston

28. Wayne Lutz

29. Karen MacPherson

30. Katherine Marsden

31. Debra Marshall

32. Diane McClelland

33. Phil McClelland

34. Phil McClure

35. Juan Mercado

36. Denise Meyer

37. Matt Morgan

38. Bridgett Mowry

39. Patricia Murillo

40. Catherine Natale

41. Steve Nelson

42. Kevin Newton

43. Jeff Nixon

44. Virginia Novak

45. Jennifer Odom

46. Stephanie Oroquita

47. Cindia Ortega

48. Edwin Osada

49. Linda Pavlin

50. Don Santos

51. Travis Pimentel

52. Christine Rivera

53. Anne Rosecrance

54. Eve Summers

55. Scarlett Salaverria

56. Holly Scott

57. Nydia M. Sena

58. Yuly Tenorio

59. Debra Thompson

60. Maura Torkildson

61. Julian Weingart

62. Shawn J. West

63. Carol Young

Dear Concord City Council,

Please drop Seeno and their partners as the Master Developer for the Concord reuse project. This project could be the largest development in northern California, and definitely the largest one in our region. The consequences of this decision are too important to allow companies with such a long, poor record (shady practices, government investigations, fraud arrests, breaking environmental laws, bullying, threats, lawsuits against key partners on this project) to be involved. Last year in August when Seeno and their partners were tentatively chosen, more than 90 percent of public comments specifically asked you not to choose them as the Master Developer. Concord residents were ignored. And just this year, the company’s own representatives tried to eliminate the city’s leverage on the project, and even admitted they couldn’t make the project work. They shouldn’t have been chosen in the first place, they can’t deliver, and Concord residents deserve all the community benefits associated with this project that were promised to them in the years and decades leading up to today. PLEASE drop Seeno AND their partners so a trustworthy, capable entity can take the lead and create something that will benefit Concord instead of creating a disaster.

The following people submitted the email above:

1. Patricia Abernathy

2. Diane Agar

3. Raul Agar

4. Karlo Agustin

5. Mikayla Alcock

6. Ingrid Alvarez

7. Banking Analyst

8. Sharon Anderson

9. Cynthia Antang

10. Martha Apaza

11. Ernest Teddy Applegate

12. Lynne Armstron

13. Quinn Daphne Arnhols

14. Andrew Austin

15. Sarah Baca

16. elainejegi Baker

17. Kelly balestrieri

18. Mario balestrieri

19. Shannon Barbour

20. Elizabeth Barre

21. Fred Barre

22. Francis Barrett

23. Michelle Barrett

24. Elizabeth Barry

25. Michael Bassett

26. Susan Bateman-Ketcham

27. Henry Bear

28. Mark Belotz

29. Patricia Bennett

30. Annette Benton

31. Chris Bergstrom

32. Georgina Blakemore

33. Ginger Blakemore

34. Peter Boffey

35. Benjamin Bomberry

36. Elizabeth Boyd-Baxley

37. Stephen Breithaupt

38. Kelly Brice

39. Marisa Briggs

40. Derek Brown

41. Heidi Brown

42. Chloe Buckingham

43. dineenburdick Burdick

44. Susan Burkitt

45. Camille Camerlo

46. David Camerlo

47. John Canales

48. Marc Caredio

49. Angela Carmazzi

50. Natalie Chapman

51. Steve Chapman

52. Steven Cheah

53. Paul Chelstowski

54. David Chiranukul

55. Ethan Christman

56. Carly Clements Owens

57. Christine Cole

58. Kim Collier

59. Catherine Colman

60. Patrick Conrad

61. Denise P Cory

62. Michael Cox

63. Sarah Cox

64. Rick Crowell

65. Joan Cuenco

66. Soledad Cuenco

67. Colette Cussary

68. Lisa Dadgar

69. Susan Dairclough

70. Megan Dale

71. Lori Dawson

72. Lisa Dell-Anno

73. David DeRose

74. Lynda Deschambault

75. Christian Deshaies

76. Catherine Dickert

77. Roman Dockal

78. Moses J Domigo

79. John Douglas Donegan

80. Don Dudan

81. Karla Duncan

82. Steve Duncan

83. Rachel Eaton

84. Theodore Edwards

85. Eric Eitelgeorge

86. Kristina Eitelgeorge

87. Sarah Engles

88. Anne Enright

89. Kenneth Fine

90. Robert Fine

91. Stan Fong

92. Robin Frazier

93. Duane Freeman

94. Katherine Galvin

95. Lori Garcia

96. Quay Garcia

97. Ernest Garrison

98. Kiley Gasparaovic

99. Jim Gill
100. Michelle Gill
101. Paul Glassner
102. Sharman Gordon
103. Alex Gourtzelis
104. Greg Grass
105. Sue Guest
106. Julio C Guillen
107. Cindy Hamer
108. Kymberly Hamilton
109. Phil Hanavan
110. Kim Hannan

111. Kenneth Hansen
112. Jennifer Hanson
113. Donna Harper
114. Linda Haycox
115. Hillary Hecht
116. Christie Heide
117. Todd Heller
118. Lucy Henderson
119. Carlos Hernandez
120. Carrie Hess
121. Kristina Hindes
122. Eileen Hinds
123. Ward Hinds
124. Guenter Hofstadler
125. Lieana Holman
126. Dorothy Hooper
127. Sharon Hooper
128. Kimi Horner
129. Kristin Horner
130. Christopher Hudson
131. Elaine Jackson
132. Elaine Jegi
133. Brian Johnson
134. L Johnson
135. Phil Johnson
136. Colleen Johnston
137. Joan Johnston
138. Jan Jones
139. Tom Jones
140. Karen Kaiser
141. Kevin Kananen
142. Jennifer Kaneshiro
143. Helen Kaslin
144. Stewart Kennon
145. Allan Kober
146. Donna Kramer
147. Lesley Lammers
148. Patricia Lapin
149. Lorna Lasky
150. Steve Lawler
151. Patrick Lazzari
152. Daniel Leininger
153. Leslie Lethaby

154. Emily Lines
155. Robert Livingston
156. zaklobato Lobato
157. Larry Loomer
158. Robert Loomis
159. Amy Lopez
160. Jeff Lucot
161. Teri Lusk
162. Dennis M
163. Lisa Madigan
164. Julia Maeding
165. Geraldine Mallari
166. Char Mander
167. Jami Martinez
168. Lynda Martinez
169. Taro Martinez
170. Richard McCarthy
171. Laura McFarland
172. Michael McGloin
173. Michael McKay
174. Wayne R McKinney
175. Sandra S Medeiros
176. Joe Megley
177. David Melton
178. Christine Miller
179. Marvin Miller
180. Dan Minor
181. Pamela Mitchell
182. Dennis Moniz
183. Gordon Monroe
184. Johnathan Montoya
185. Kenneth Moora
186. Edda L Moore
187. Nina Mortensen
188. Richard Mortensen
189. Tacy Moser
190. Nadyne Motheral
191. Save Mount Diablo
192. MKC Music
193. candydcahill n/a
194. Elizabeth n/a
195. noemitorres11 n/a
196. Sylvia Nchlinger

197. ericasvg Nelson
198. Toni Nestore
199. Edna Nguyen
200. Shirley Nootbaar
201. Alicia Oceguera
202. Kendall Oei
203. Jeannine O'Neil
204. Greg Or
205. Nathaly Ortiz
206. Norma Ortiz
207. Diane Shelby O'Shea
208. Alison Overell
209. Stephen Paanen
210. Jim Pappas
211. Connie Patch
212. Krysta Patterson
213. Josh Peng
214. Tracy Peng
215. Jenn Perlee
216. Ellen Peterson
217. Juley Peterson
218. Clint Pettit
219. Tiffany Pezzola
220. Sherry Piatt
221. Charmaine Portier-Drost
222. Rodney Post
223. Michael Potter
224. Donald Powell
225. Joe Queirolo
226. Nancy Quilici
227. Simona Quintana
228. Rico Ramirez
229. Steven Reichel
230. Elizabeth Renner
231. Joel Rentner
232. Joyce Richardson
233. Shawn Richardson
234. Allison rideau
235. Sandra S Ritchie
236. Lori Rivers
237. Antonio Robles
238. Maritza Robles
239. Sarah Robson

240. Marc Roccanova
241. Maria Rodriguez
242. Doug Rogers
243. Sheri Rogers
244. Jack Roy
245. Michael Ruth
246. Bernie Ryan
247. Danielle Salet
248. Juan Sanchez
249. Ignacio Sanchez
250. Harry Sanders
251. Deb Santone
252. Tamar Savazian
253. Robert Savre
254. Hans Schneider
255. Sarita Schoenstein
256. Tom Schoenstein
257. Karen Schwab
258. Barbara Scudero
259. Eric Serna
260. Robin L Sexton
261. Sally Shea Potts
262. Adam Shore
263. Johnathan Simonton
264. Romana Sinegal
265. Jimmy Sinkay
266. Peyton Siville
267. Mark Skriv
268. Bernard Smith
269. Kristin Smith
270. Peggy Smith
271. Shannon Smith
272. Mark Spellman
273. Tim Stewart
274. Sherryl Stientjes
275. Kym Storms
276. Kim Strand
277. Julie Sullivan
278. Viki Tatro
279. Greg Teal
280. Daja Terry
281. Kathleen Thomas
282. Suzannah Thomas

283. Rachel Tiffany
284. Andy Trickel
285. Eugene Turkov
286. Lindsey Turkov
287. Robert Underwood
288. Joan Valancy
289. Jay Vlavianos
290. David Waal
291. Harold Wagner
292. Janis Wagner
293. Mary Walker
294. Myrna Ward
295. Anne Warnement
296. Susan Warren
297. Jasmin Tabar Watson
298. Lisa Weaver
299. Dennis Weidenbach
300. RoseJean Weller
301. Dan West
302. Lynne White
303. David Williams
304. Sharon Williams

From: Aaron Tiedemann <[email protected]>
Sent: Thursday, January 5, 2023 9:00 AM
To: Hoffmeister, Laura <[email protected]>; Birsan, Edi <[email protected]>; Aliano, Dominic <[email protected]>; Nakamura, Laura <[email protected]>; Obringer, Carlyn <[email protected]>; Bjerke, Guy <[email protected]>; [email protected]; [email protected]; [email protected]; Ryan, Joan <[email protected]>
Cc: Debra Ballinger <[email protected]>
Subject: EBHO Comment Letter on Draft CNWS Term Sheet

Please find attached our comment letter on the draft Term Sheet ahead of Council consideration on Saturday.

--
Aaron Tie de mann
Policy Manager

EAST BAY HOUSING ORGANIZATIONS (EBHO)
[email protected]
538 Ninth Street, Suite 200 | Oakland, CA 94607
pronouns: he/him

Join us or renew your membership for 2023! Thank you for supporting our efforts to protect, preserve and create affordable housing for all!

January 5, 2023

To:

Laura Hoffmeister, Mayor

Edi Birsan, Vice-Mayor

Carlyn Obringer, Councilmember

Laura Nakamura, Councilmember

Dominic Aliano, Councilmember

Guy Bjerke, Director, Economic Development and Base Reuse Joan Ryan, Principal Planner
Jeb Elmore, Vice-President, Acquisitions, Lewis Management Corp.

Louis Parsons, Discovery Builders
Doug Chen, Discovery Builders

RE: Comments on the Term Sheet Prepared by Concord First Partners Thank you for the opportunity to provide comments on the proposed Term Sheet for the development of the Concord Naval Weapons Station (CNWS) Reuse Area. East Bay Housing Organizations (EBHO) works to produce, preserve, and protect affordable housing opportunities for low-income communities across Contra Costa and Alameda Counties. Many of our 400+ individual and organizational members live, work, or provide affordable homes in Concord. We have been involved in this project for well over a decade and look forward to its eventual construction and the many opportunities for affordable housing it will create. No matter the final form of this project, it will have regional implications for the Bay’s housing crisis, making it a prime area of interest for all our members.

Having reviewed the draft term sheet and staff report prepared by City Staff and Concord First Partners (CFP), we would like to note several areas of concern that we believe must be addressed in order for this plan to move forward. In summary, these concerns are;

1. The failure to deliver on the 25% affordability requirement from the Area Plan and the infeasibility of the proposed accessory dwelling unit alternative

2. The oversized role of Related as Affordable Housing Administrator

3. The delay of the TOD area until Phase two

4. The truncated and closed public process culminating in a possible vote on this item the weekend after New Years
In light of these concerns, we request you postpone a final vote on this item at least until these issues are addressed in a new draft Term Sheet.
1

1. Failure to Deliver 25% Affordable Units
Most centrally, we would like to call attention to the failure of this Term Sheet to provide permanent affordable rental housing at the 25% level agreed to in the Area Plan. As stated in that plan:
“Affordable housing for lower income households as defined in Housing Element shall comprise at least 25 percent (3,020 total units) of the dwelling units within the Planning Area, with 30 percent of all affordable units prioritized for lower-income seniors, veterans, and teachers.” This language is clear that 25% of the total units developed must be affordable. However, in this Term Sheet, CFP has increased the number of units in the project total while keeping the number of affordable units at the 3,020 number identified earlier based on a lower total unit count, effectively reducing the percentage of affordable units to just over 19%. CFP appears to be translating the requirement from the Area Plan to mean ‘3,020 units will be affordable regardless of the overall number of units developed.’ This is a misreading of the requirement, which clearly states that 25% of the total units must be affordable, which, at the time that requirement was written, happened to be 3,020 units rather than the 3,899 units required under the new expanded number of total units.The proposed number of affordable units is an unacceptable reduction in affordability and a blatant move to work around the requirements of the Area Plan.

Unfeasible Use of JADUs to Make Up For Affordable Units EBHO and its members have serious concerns with the proposed strategy for making up the missing affordable housing with 879 junior accessory dwelling units (JADUs) attached to single family homes. At best the affordable JADU proposal is a distraction from the lowered amount of affordable units being provided, while at worst it is a means for market-rate developers to increase their profits under the guise of creating affordable housing.

It is worth noting that even CFP implicitly acknowledges that these units are not true affordable housing. In both the Term Sheet and their discussions with us they do not present this plan as delivering 3,899 affordable units. Instead, they claim they are delivering the “required” 3,020 units of affordable housing, and present the JADUs as an additional benefit.

JADUs are not a realistic way to create deed-restricted permanently affordable rental housing. This is the overwhelming opinion of our members, who represent a variety of affordable housing providers and experts in the field of housing creation. In order to remain affordable, deed-restricted affordable housing must be monitored by a government entity while tenants must go through a rigorous income certification process to ensure they qualify for their unit’s income restrictions. The nature of the proposed JADUs make both of these processes prohibitively more complicated. Currently, the City lacks capacity to monitor the affordability of 879 JADUs scattered across the Reuse Area and owned by individual homeowners, and adding such capacity would require a substantial ongoing investment of the city’s fiscal and staff resources. Furthermore, this Term Sheet offers no plan for how such a program could be started, funded, or maintained.The proposed JADU model puts the onus of providing affordable housing on individual private 2

homeowners who would need to go through the process of certifying that their tenants’ income meets the requirements to rent their unit. This is not a realistic expectation given the work required on the part of both the homeowner and tenant. Altogether, the lack of a plan to address these difficulties leads to the inevitable conclusion that a great number of these units will be rented to residents who do not meet the affordability restrictions and it would fall on the City to monitor and redress such a violation of the terms of a unit’s restrictions.

There is also no guarantee that JADUs will even be used as rental housing. While these JADUs have restrictions if put up for rent, they can freely be used as a home office or housing for family members, as CFP has told us they anticipate a significant portion of owners will do. If these units can and will be used for purposes other than rental housing for low income residents, as CFP has admitted they anticipate they will be, they cannot count towards the 25% affordable rental housing requirement.

We believe the proposed JADU strategy also violates the requirements of both Fair Housing law and the Surplus Land Act (SLA). Affordable units that are part of a mixed affordability level project must be generally of the same character as units which are market-rate. The proposed JADUs are one bedroom or studio units, whereas the other affordable units are two or three bedroom units. Because lower income and Latinx households are, on average, larger, smaller units not designed for families are less accessible to these already underserved groups; a violation of Fair Housing law. It is also disturbing, from a fair housing perspective, to put the preservation of a significant portion of the Reuse project’s affordable housing in the hands of private homeowners, especially because it means that even when units not offered for rent are used to house family members, only those with families that can afford to buy a home in the first place will benefit.

Furthermore, the Reuse project is only exempt from the SLA if it provides 25% permanently affordable housing. The lack of a serious plan that does so without relying on JADUs that will likely not actually provide affordable housing puts the future of this project at significant legal risk. The Term Sheet must be amended to include the construction of at least 3,899 units of realistic multifamily permanent affordable housing to comply with the requirements of the Area Plan.

Affordable Housing Investment
We would also like to see more investment from the Developer to ensure the affordable units that are being built are feasible. Currently the level of investment is much lower than it should be and, because it is split equally across all phases despite the unequal number of affordable units in each, results in a per unit investment that is far too low to realistically encourage development in some phases. While we are sensitive to the need for the project to pencil out, we do note that not only is the current affordable housing investment much lower than that originally proposed by the previous Master 3

Developer, but is dwarfed by the investment in the sports facility—reflecting a gross misalignment of priorities.

2. The Role of Related
Next we would like to draw attention to the role of Related as the Affordable Housing Administrator of this project. Related is being given the majority of direct control over the development of the affordable housing in the project; the Term Sheet only leaves 25% of affordable housing development to be constructed without Related’s involvement. While Related does have an arm that focuses on affordable development and has worked successfully with many of our members in the past, they are a for-profit developer. The creation of affordable housing should be led by the community based nonprofits who have been involved as stakeholders in the development of the CNWS for over a decade and who have a proven track record of providing deeply affordable housing. With this in mind, the 40% given to Related to develop in partnerships should be eliminated entirely, while the 35% of affordable development that Related is given direct development authority over should be reduced to, at most, 20%.

Additionally, Related should not have a role administering the competitive allocation of affordable developments as long as they are also going to act as a developer, as this is a role better left to the City as an impartial judge of an RFP process. Having Related take part in this role introduces an obvious conflict of interest. If the City lacks capacity to fulfill this role, the Term Sheet should include a plan to address this shortage as this is a necessary and vital part of the development process. Regardless of the process chosen, it is vital that the procedure to choose affordable developers be administered by an impartial actor; meaning either the city or a consultant who is not a housing developer.

3. Project Phasing
We oppose waiting until Phase 2 for the Transit Oriented Development (TOD) portion of the project. This is the most important area of the overall project, as it offers the most units of housing (both affordable and market rate) and takes advantage of the projects’ close proximity to a BART station. As such, it is also the area that will make affordable projects the most competitive for state funding, as proximity to transit is routinely a major focus of the scoring for such funding. Delaying this phase means those living or working in the Reuse Area will not have easy access to public transit, forcing them to rely on cars and other means that are both more environmentally harmful and less accessible to lower income residents and workers. This delay also compromises the Legally Binding Agreement with our partners in the Homeless Collaborative, whose Agreement specifies development in the first phase and development near transit amenities. The TOD phase must be moved up to comply with the project’s existing agreements and ensure its long term success.

4. Lack of Transparency and Substantive Input Opportunities 4

Finally, we would like to note the disturbing lack of openness in the process to get to this point.

With the previous Master Developer, stakeholders like EBHO as well as our partners in the Homeless Collaborative—who have pre-arranged legal rights to the proposed development—were treated as partners in the negotiation of a Term Sheet. This allowed us to make our concerns known to the City and the Developer early, as well as providing an opportunity to negotiate between conflicting interests, which enabled the creation of solutions to otherwise intractable differences of opinion prior to a vote by the City Council. In contrast, the current Term Sheet has arisen from a closed door process between the City and CFP with no chance for key stakeholder engagement until the Term Sheet is already finished and being recommended by staff to Council for acceptance. There is no space in this process for our concerns to be heard and the recommendation amended to reflect them.

As long-term stakeholders we feel there was no opportunity for our voices to be heard due to the rushed nature of the presentation to acceptance timeline of this process. Scheduling the entirety of this process to occur over little more than a month during theDecember holiday period, is a huge disservice to not only the key stakeholders but to Concord residents who may miss one of the most impactful decisions made by the City in their lifetimes because they did not have time to follow it.

The decision to hold this meeting exclusively in person, excluding anyone exposed to a virus or with a compromised immune system, only compounds this issue.

We strongly urge the City Council to delay a final vote on this Term Sheet until at least the end of January, in order to make meaningful changes to the term sheet that address these issues and those raised by the community.

Considering the regional importance of this project, meaningful engagement with residents and stakeholders is essential. Accepting this Term Sheet as is would ignore the legitimate and substantive concerns we have outlined and disrespect the need for feedback from the community to be incorporated.

Sincerely,
Aaron Tiedemann
Policy Manager
East Bay Housing Organizations
Debra Ballinger
Interim Executive Director, EBHO
Senior Advisor, Monument Impact
5

From: Victor Flores <[email protected]>
Sent: Wednesday, January 4, 2023 9:57 AM
To: Hoffmeister, Laura <[email protected]>; Concord City Council Email <[email protected]>
Cc: City Clerk <[email protected]>; Zoe Siegel <[email protected]> Subject: Comment Letter Re: CNWS Term Sheet

Good morning Honorable Mayor and City Council Members,

Thank you for your work and the opportunity to provide feedback. Attached is our comment letter from Greenbelt Alliance regarding the Concord Naval Weapon Station Term Sheet. We look forward to hearing from you all at the upcoming City Council meeting.

--
Victor Flores (he/him/his)
Resilience Manager, East Bay | Greenbelt Alliance
(415) 543-6771 x313 | Let's connect on LinkedIn | Calendly greenbelt.org | Facebook | Instagram | Twitter

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January 4th, 2023
Mayor Laura Hoffmeister
Vice Mayor Edi Birsan
Councilmember Dominic Aliano
Councilmember Laura Nakamura
Councilmember Carlyn Obringer
Concord City Hall
1950 Parkside Dr.

Concord, CA, 94519
Re: Concerns About the Concord Reuse Project Term Sheet Proposed by Concord First Partners (CFP)
Dear Concord City Council,
We are writing to express our thoughts on the Concord Naval Weapon Station Term Sheet. While we understand that many of the details will be ironed out in the specific plan, we want to emphasize the importance of strong commitments to climate action and resilient infrastructure.

We ask that the City Council, 1) NOT approve the Term Sheet as drafted on January 7th, 2) direct City staff and CFP to solve the issues discussed below if any CFP Term Sheet is to be approved, and 3) if CFP cannot address the concerns below, direct Local Reuse Authority to let the ENA with CFP expire on January 31st, 2023.

Our recommendations to our concerns are listed and discussed in detail below:

1. Re-adjust the phases to build transit-oriented jobs and housing first and increase transit opportunities to the eco-innovation district. Failure to capitalize on the North Concord BART Station in Phase 1 of Reuse Project construction impedes financing of affordable housing, negatively impacts sustainability and environmental goals by increasing car-dependent travel, increasing associated greenhouse gas (GHG) emissions, and negatively impacting transit-oriented development opportunities;

2. Fulfill the affordable housing requirement without using JADUs. Using junior accessory dwelling units (JADUs) to fulfill the 25% affordable housing commitment contained in the Area Plan is unacceptable due to the inability to monitor the affordability of JADUs and the high propensity for this type of dwelling to be used exclusively for members of a household’s immediate family, not in need of affordable housing;

3. Meet the city's greenspace commitment. Failure to meet the City’s green space commitment of 876 acres in the Area Plan is unacceptable. If anything, given the proposed increase of housing units proposed in the Term Sheet, green space acreage delivered by the Reuse Project should be increased;
1

4. Commit to climate-resilient infrastructure within the term sheet. Climate change and resilience is scarcely mentioned in the term sheet. In order to build a more climate-resilient future, it is critical for CFP to explicitly list their climate resilience goals for this project.

We mentioned nearly all of these concerns in a joint letter with the Community Coalition for a Sustainable Concord (CCSC) and point to that letter for a more in-depth explanation to the first five points.

Additionally, the City of Concord is accommodating CFP significantly more than the previous developer to an unusual degree in that, during negotiations with previous master developer candidates, it did not consider an increase in housing units, and resisted attempts to be grant candidates control of the whole Reuse Plan site. Considering this, CFP should be willing and able to amend the term sheet to address the shortfalls commensurate with what they’re committing to outside of the Area Plan; As we have seen with the recent rains, it is more important than ever to have infrastructure that is able to withstand extreme weather events. Concord and this site in particular are also at risk of extreme heat, wildfire, and air pollution. These factors will be exacerbated without a sustainable design that plans around people rather than cars. The current phasing is deeply concerning to meet our goals of VMT reduction and increasing the use of public transit, walking, and non-car mobility options. The reduction of greenspace will also impact the options for resilient infrastructure and trees that can mitigate extreme heat while providing cleaner air. We urge the City Council to prioritize these considerations in the development of the Concord Naval Weapon Station.

We believe that the Concord Naval Weapon Station presents an opportunity for the city to lead the way in climate action. We encourage the City Council to consider implementing policies and infrastructure that will reduce greenhouse gas emissions and support renewable energy. While the current Climate Action Plan (CAP) items have either been adopted as state requirements or are in the progress of implementation, we encourage you to update the document to add innovative ideas and policies relevant to today's climate needs. One example of how this can be done is to set aside a portion of money for a new CAP development process.

We look forward to seeing the specific plan and hope that it includes strong commitments to both climate action and resilient infrastructure.

Thank you for considering our thoughts.

Sincerely,
Victor Flores
Greenbelt Alliance
2

Honorable Mayor, Council Members of the City of Concord and staff:

In the City of Concord, we are at a crossroads. We have a choice to make history as champions of innovation and models of leadership, paving the way into the next century or we can give in to unfounded fear and hearsay and run the risk of losing the great and once in a lifetime opportunity that lies before us.

The Concord First Partners (CFP) Term Sheet is a comprehensive outline that encompasses the needs of all stakeholders in the community. In addition to clearly delineating the steps that will lead us into the next century, it also installs the City of Concord into the process at every step insuring accountability and transparency.

This term sheet has provisions for local hiring, training programs, and opportunities for local businesses to truly reach that next level. A Concord resident could literally start his/her career as a LABORER APPRENTICE on this project. Veterans will also have entry in the Helmets to Hardhats program, and you can be assured that workers on this project will be paid area standard wages with benefits for themselves and healthcare for their families.

Over 850 acres of parks, recreations, and trails that will be enjoyed by East Bay residents for decades to come, are also part of this development, including hundreds of millions of dollars in contributions made for both the Tournament Sports Park and a Campus District Community Center/Library. However, these benefits are only possible if we take the right step and mov e forward with this Term Sheet.

We appreciate your continued support of working families and all Concord residents and ask that you approve the CFP Term Sheet on January 7th. Thank you for your time.

The following people submitted the above email:
1 David Judd
2 Tieri Carter
3 Guadalupe Ruiz
4 Eduardo DeJesus
5 George Alva
6 Michael Black
7 Benjamin Strain
8 Teodoro Ortiz

9 Jose Gonzales
10 Edgar Soteno
11 Jorge Holoquin
12 Arturo Castillo
13 Curtis Kelley
14 William Ruppel
15 Jim Rivera
16 Terence Hernandez
17 Eldin Rivers
18 Glenda Rivers
19 Teneika Hernandez
20 Elvin Bunker
21 Marco Flores
22 Dan Schiegel
23 Fausto Diaz
24 Jose Garcia
25 Jose Cardenas
26 Alex Cortez
27 Dante Boyd
28 Anthony High
29 Louie Mendez
30 Adrian Cruz
31 Sage Alvarez
32 Elvira Verini
33 Robby Ronson
34 James Wilburn
35 Laura Teja
36 Ramon Flores
37 David Williams
38 Humberto Flores
39 Edwim Mira
40 Samuel Moore
41 Joege Morales
42 David Judd
43 Tieri Carter

From: Robert "Perl" Perlmutter <[email protected] > Sent: Friday, January 6, 2023 10:47 AM
To: Hoffmeister, Laura <[email protected]>; Birsan, Edi <[email protected]>; Aliano, Dominic <[email protected] >; Nakamura, Laura <[email protected]>; Obringer, Carlyn <[email protected]>
Cc: Bjerke, Guy <[email protected]>; Kristi Bascom <[email protected]> Subject: Term Sheet for Concord Naval Weapons Station

Mayor Hoffmeister and Members of the City Council:

Please see the attached letter from me regarding the proposed Term Sheet for Concord Naval Weapons Stations that you will be considering at tomorrow’s special meeting.

This letter is being submitted on behalf of the Concord Naval Weapons Station Homeless Collaborative.

Regards

Robert "Perl" Perlmutter
Partner
Shute, Mihaly & Weinberger LLP
396 Hayes Street
San Francisco, CA 94102-4421
p: 415/552-7272 x248 | he/him/his
www.smwlaw.com | A San Francisco Green Business

396 HAYES STREET, SAN FRANCISCO, CA 94102
T: (415) 552-7272 F: (415) 552-5816
www.smwlaw.com
ROBERT "PERL" PERLMUTTER
Attorney
[email protected]
January 6, 2023
Via Electronic Mail Only

Mayor Laura Hoffmeister and
Concord City Council Members
1950 Parkside Drive
Concord, California 94519
Email: [email protected]
edi.birsan@city ofconcord.org
dominic.aliano@c ityofconcord.org
[email protected]
carl
[email protected]

Re: Proposed Term Sheet for Concord Naval Weapons Station

Dear Mayor Hoffmeister and Members of the City Council:

This Firm represents the Concord Naval Weapons Station Homeless Collaborative (“Collaborative”) in connection with the above-referenced Term Sheet and the proposed redevelopment of the Concord Naval Weapons Station (“CNWS”).

Yesterday, the Collaborative submitted its comments on proposed Term Sheet between the City and Concord First Partners (“CFP”) and asked the Counc il to postpone making any decisions on whether to approve the Term Sheet until after that document was revised to address the Collaborative’s concerns.

We write to underscore the Collaborative’s request for the Council to postpone making any decisions on whether to approve the Term Sh eet and also to respond to the Term Sheet Revision Memo and Revised Term Sheet that was issued by City staff yesterday after the Collaborative submitted its comments.

In 2012, the City entered into a Legally Binding Agreement (LBA) with the Collaborative to oversee the construction of housing at CNWS fo r people experiencing homelessness. As set forth in the LBA and summarized in the Collaborative’s January 5, 2023 letter, the LBA was a precondition for the federal government’s transfer of the CNWS to the City, and its terms impose mandatory legal obligations on the City. The

Mayor Hoffmeister and City Council Members
January 6, 2023

LBA provides for the development of a minimum of four Homeless Sites to be developed at CNWS and expressly mandates that “[a]t least one Homeless Site will be in the first phase of CNWS to be developed.” LBA, § 3(a) (emphasis added).

Despite this express requirement, the Term Sheet proposed and circulated for public review by the City on November 30, 2022 did not incl ude any Homeless Sites in Phase I. Representatives from the Collaborative met with City staff and CFP in mid- December to raise this concern, and the Collaborative was pleased that staff acknowledged their concerns and attempted to address them in the memo and revised Term Sheet issued yesterday. Specifically, the Revised Term She et now provides in Section 4(a) for “Transitional housing, 4 acres (65 affordable units).” Although this phrasing is imprecise, we understand that staff has indicated these 65 units are intended to satisfy the requirements of LBA section 3(a) by providing permanent supportive housing (“PSH”) for the unhoused.1
However, simply revising the Term Sheet in this manner does not suffice to comply with the letter or the spirit of LBA. The LBA requires the City to consult with the Collaborative to delineate the “exact locations of each Homeless Site” and provides that, “to the maximum extent feasible, the Homeless Sites should be located to be competitive and conform to the requirements of outside affordable housing finance programs (e.g., the Homeless Sites shall be located near public transportation and other appropriate residential amenities).” LBA § 3(b) (emphasis added).

In addition to being expressly identified in the LBA, proximity to public transportation is widely recognized as one of the most important factors in providing successful permanent supportive housing and thus in securing outside financing for such projects. Based on the extensive experience of the Collaborative’s member s, it is difficult to imagine that a Homeless Site could “be competitive and conform to the requirements of outside affordable housing finance programs” if it is not located in close proximity to public transit. Nonetheless, while acknowledging the City’s obligation to construct at least one Homeless Site in Phase I, CFP has steadfastly maintained—albeit for reasons that appear to keep changing—that Phase I of the development cannot be constructed near public transportation.

1 To avoid any confusion and potential future disputes, the Collaborative has requested that all references in the Term Sheet to “transitional” or “homeless housing” be replaced with the term “permanent supportive housing,” consistent with b est practices and the intent of the LBA.

Mayor Hoffmeister and City Council Members
January 6, 2023

There is a fundamental contradiction between City staff’s acknowledgment that PSH units must be constructed in Phase I and CFP’s claim (apparently accepted by staff) that Phase I development cannot occur in close proximity to transit. On behalf of the Collaborative, we urge the City Council to direct City staff to work with CFP and interested stakeholders to resolve this contradiction, devise a realistic and practical means of ensuring that permanent supportive housing can and will actually be funded and constructed during Phase I, and revise the Term Sheet to reflect that approach prior to the Council taking any action to approve the Term Sheet.

Approving the Revised Term Sheet in its current form, with Phase I located at a significant distance from any public transportation, jeopardizes the utility and effectiveness of these units as PSH for people experiencing homelessness. Doing so would also contravene the City’s mandatory obligations under the LBA and do a grave disservice to the homeless individuals and population the LBA is intended to serve.

Very truly yours,

SHUTE, MIHALY & WEINBERGER LLP

Robert “Perl” Pe
rlmutter

cc: Guy Bjerke (via email – [email protected]) Clients

1603282.3

January 6, 2023

Phone call from Daisy Ray, Concord resident since 1962, please drop Seeno now.

Consideration of
Concord First Partners
Term Sheet

GUY BJERKE, DIRECTOR OF ECONOMIC DEVELOPMENT

AND BASE REUSE
JANUARY 7, 2023
1

Today’s Agenda

1. Staff Presentation

2. Concord First Partners Presentation

3. City Council Questions

4. Public Comment

5. Council Consideration
2

Staff Presentation

1. Project History Summary

2. What is a Term Sheet?
◦ What comes after acceptance of the Term Sheet?

3. CFP Term Sheet Highlights

4. LRA/City Protections

5. Alternative Actions
3

Project History Summary
2006 – B ase Closure
2007 - 2009 – C ommunity/Regional Outreach
2010 – R euse Plan – Clustered Villages with EIR
2012 – A rea Plan adopted with EIR amendments
2014 - 2016 – M aster Developer Selection #1 – ENA/Term Sheet 2017 – 2019 – D rafting of Specific Plan
March 2020 – E NA Expiration
4

Project History Summary (continued)
2020 – P roject Reset
◦ Discussion with developers/stakeholders on project success factors 2021 – M aster Developer Selection #2
◦ Project Labor Agreement > Streamlined RFQ for entire EDC ◦ RFQ issued in April 2021
◦ Three respondents in June 2021
◦ August 2021 – C ouncil votes 3 for CFP, 2 for Brookfield ◦ October 2021 – C ouncil votes 5-0 to enter ENA with CFP 5

Project History Summary (continued)
2022 – M aster Developer Selection #2
◦ January 2022 – L RA staff and CFP start Term Sheet negotiations ◦ May 2022 – C ouncil votes 4-1 to extend ENA to January 31, 2023 ◦ June - N ovember 2022 – Term Sheet negotiations
◦ November 30, 2022 – T erm Sheet released for public consideration ◦ December 1 and 15, 2022 – C ommunity Presentations
◦ Agency/Stakeholder/Organization Briefings
January 7, 2023 – C ity Council consideration of Term Sheet 6

What is a Term Sheet?
An outline of the potential future contract between LRA and Master Developer
Framework to be further negotiated into the future
Disposition & Development Agreement and Specific Plan
Based on a conceptual land-us e plan – types of
development, infrastructure and public facilities
Based on a conceptual financial plan demonstrating
estimated revenue and costs of the conceptual project
7

8 Exclusive Negotiating Agreement with Concord First Partners ENA Land-use
Plan
Pro-
forma
$$
Term
Sheet
EIR
Specific Plan
Pro-
forma
$$
DDA/DA
October 2021
Extended by Council
January 2023
January 2025
24 Months
Clears
Conceptual
Mitigation $
Benefits $
Costs $
Term Sheet and Conceptual documents
provide guidance to the drafting of the
SP , EIR, and DDA/DA, and Area Plan
Amendment which will document
community benefits.

City/Navy
Payment $
Developer
Profit $
Navy wants to see near final version of
the Pro-forma before agreeing to the final
terms of any EDC Agreement.

EDC
Agreement
w/Navy
Legend
ENA – Exclusive Negotiating Agreement
Land-use Plan – Uses, sq. ft., units, density
Pro-forma – Financial Plan
Term Sheet – Preliminary Deal Points
EIR – Environmental Impact Report
Specific Plan – Zoning, Design, Infrastructure
Area Plan Amendment – General Plan Changes
DDA – Disposition & Development Agreement
DA – Development Agreement
EDC – Economic Development Conveyance = City Council/LRA Decisions November 30, 2022
Area Plan
Amendment

CFP Term Sheet Highlights
Goal: To meet community expectations while insuring the financial feasibility of the Project

1. All 2,275 acres of the EDC in 5 phases over 40 years.

2. Increases residential unit count from Area Plan’s 12,272 to 1 5,595, using Junior Accessory Dwelling Units to meet a portion of the 25% affordable housing goal

3. Approximately 6 million square feet of commercial space; e
stimated to allow the creation of up to 16,920 jobs

4. Approximately 856 acres of parks, greenways and the phased r
estoration of the Mt. Diablo Creek corridor
9

10

CFP Term Sheet Highlights (continued)

5. Entire project is subject to a Project Labor Agreement with the CC B
uilding & Construction Trades

6. At least 50% of market-r ate residential units will be offered to unaffiliated vertical developers with a local preference

7. Pads and infrastructure for 3,020 units of affordable housing will b
e provided at an estimated cost of $187 million; additional $50 million contribution ($10 million per phase)

8. Legally Binding Agreement parcels for Food Bank (10 acres) and P
ermanent Supportive Housing (16 acres)
11

CFP Term Sheet Highlights (continued)

9. Four-a cre parcel for new Veteran’s Hall

10. A $65 million project contribution towards a Library/Community C
enter

11. A $100 million project contribution towards the Tournament Sports Co
mplex/City Park

12. Widening of Willow Pass Road to four lanes in Phase 1

13. Extension of Evora Road to Port Chicago Highway and Golf Course R
epair in Phase 1

14. Delta-D eAnza trail connection and Regional Park access in Phase 1 12

CFP Term Sheet Highlights (continued)

15. Expedited repayment of City Loan to project in Phases 1 & 2

16. CFP’s acceptance of Internal Rate of Return of 18%

17. City participation in project returns greater than 18% ◦ City share 40% - r eturns between 18 – 20%
◦ City share 50% - r eturns between 20 - 22%
◦ City share 60% - r eturns 22% or greater

18. Estimated payment(s) to Navy for EDC included in Conceptual F
inancial Plan
13

LRA/City Protections
A. Property to transfer in sub-p hases (50 to 100 acres) after CFP provides evidence of capability and bonds to City to ensure performance
B. CFP has agreed to a schedule of performance milestones to e
nsure the phased delivery of backbone infrastructure within certain time limits
C. CFP acting as Master Developer for backbone infrastructure and publ
ic amenities.
14

LRA/City Protections (continued)
D. Sale of land to affiliated builders must be at value reviewed and a
pproved by LRA
E. CFP agrees to Open Book Accounting with LRA inspection and a
udit rights, and annual reports
F. Changes in the composition of CFP requires LRA consent. 15

Alternative Actions:

1. Choose t o approve the Term Sheet as drafted ( LRA staff’s recommendation); or

2. Provide ad ditional direction to LRA staff and CFP
regarding additional or change provisions for
consideration in the Term Sheet and continue this
meeting to January 28, 2023, or

3. Reject th
e Term Sheet; direct LRA staff to let the ENA with
CFP expire on January 31, 2023.
16

CFP Presentation
Council questions to either LRA staff or CFP will follow CFP’s Presentation
17

MASTER DEVELOPER
Presentation By

CONCORD NAVAL WEAPONS STATION

TERM SHEET AND CONCEPTUAL PLAN

PRESENTATION

2 EXCLUSIVE NEGOTIATING PARTNER - CONCORD FIRST PARTNERS

PRESENTED BY JEB ELMORE, VICE PRESIDENT , CONCORD FIRST PARTNERS • Lewis Management Corp / Discovery Builders / California Capital Investment Group • Lewis Management Corp is the Managing Member
• Privately held – M ain Street not Wall Street
• Demonstrated Record of Accomplishments (RFQ selection of CFP) • Over 176 years of combined development experience
• Delivery of over 50M s quare feet of Retail, Commercial, and Industrial space • Delivery of over 120,000 homes
• Locally Owned – H eadquarters in Concord, and California • Base Reuse Experience – O akland Army Base, Mather Air Force Base, March Air Force Base 2Conceptual only

3 ROLE OF CONCORD FIRST PARTNERS AS MASTER DEVELOPER
• Planning and Development Ex pertise
• Stakeholder Collaboration to develop Specific Plan
• Implement a Project materially consistent with 2012 adopted Area Plan • Finance and Manage the Entitlements and Backbone Infrastructure • Assist City with N avy Conveyance Negotiations
• Deliver build-r eady sites for affiliated or unaffiliated end users • Most non-r esidential spaces - sold / leased to unaffiliated 3rd parties • 50% of m arket rate housing - sold to unaffiliated 3rd parties • Affiliate transfers require LRA approval of land values Conceptual only
3

4 DEDICATION TO PUBLIC-PRIVATE PARTNERSHIP
• Initiated work on Day One after selection
• Over 150 meetings with LRA / LRA Consultants
• 4 C ommunity “at large” Meetings
• Identified challenges / Produced solutions
• Promot e Financial Feasibility
• Underwriting Transparency
• Shared Success Program / City Profit Sharing
• Make it work with City as One Team, now, and in the future Conceptual only
4

5 PROMOTE FINANCIAL FEASIBILITY
• Recommended enhancements to promote financial feasibility • Increase the number of potential residential units (12,272 to 15,575) • Collaborated with LRA on pathways to expedite planning a
nd development timing
• Proposed Affordable Housing Programming
• Promote flexibility in land uses to support current/future markets • Implement Project-s pecific special financing districts • Orderly and practical project phasing
• Coordinated pursuit of public grant opportunities
Conceptual only
5

6 LABOR POLICIES AND LOCAL HIRE
• Proactive Engagement of Labor Partnership (Nov 2020)
• Project Labor Agreement
• Contra Costa Building and Construction Trades
• Fair Wages and Benefits
• Local Hire– 4 0% of construction workforce prioritized to City 1st, County 2nd
• Apprenticeship Programming / Job Training / Job Fairs 6Conceptual only

7 AFFORDABLE HOUSING
• 25% Affordable Housing @ 80% or below Area Median Income • Legally Binding Agreements
• Resolution 2012
• Accessory Dwelling Units/Junior Accessory Dwelling Units • Developer requirements for pad delivery
• Orderly and balanced siting and implementation
• Related California as Affordable Partner
7Conceptual only

8 ACCESSORY DWELLING UNITS (ADU) / JUNIOR

ACCESSORY DWELLING UNITS (JADU)
• Studio/one Bedroom apartment included in home / lot
• Proven method for providing affordable housing
• Assembly Bill 671 – p romotes ADU’s at affordable rents • ADU’s satisfy RHNA Affordable Unit requirements
• Housing Element p rioritizes ADU’s (Program 1 of 25 Programs) • Surrounding Cities utilize ADU’s to fulfill affordable requirements • Promote Project Financial Feasibility
8Conceptual only

9 IMPLEMENTING AFFORDABLE HOUSING
• Related California
• Over 18,000 Affordable units built
• Administrator –pr omote implementation / reduce City burden • Administrator- s ite selection; assist City in competitive bidding 100% • Opportunities for non-P rofits – Build, Own, Operate *25% • Partnerships with other non-P rofits – Build, Own, Operate *40% • Developer – B uild, Own, Operate *35%
9Conceptual only
*Allocations above proposed in balanced application by phase, not in order of priority

10 ENVIRONMENT / OPEN SPACE
• Public Benefit Conveyance of 2,539 Ac res – East Bay Regional Parks District • Parks and Greenways 386 A cres
• Onsite Wetland Preservation 35 A cres
• Recreation 174 A cres
• Greenframe Pa rk 82 Acres
• Mt. Diablo Creek Restoration 179 A cres
Total Parks / Recreation / Open Space Acres: 3,395 Acres 10Conceptual only

11 ENVIRONMENT / OPEN SPACE
• Expedited delivery of Habitat Mitigation
• Creation / Enhancement of Biological Mitigation
• Orderly and Balanced delivery of Habitat Mitigation Phases I-V • Impacts for Development mitigated through procurement of on and o
ff-site habitat conservation at a 2:1 ratio
• Full Transparency - C ity Retains full oversight and management of Environmental Permitting and Mitigation throughout Project 11Conceptual only

12 COMMUNITY BENEFITS
• Contribution of $100 Million toward Tournament Sports Park / Citywide P
ark starting in Phase I
• $5 Million Contribution in Phase I
• $95 Million contributions in Phases II-IV
• Contribution of $65M toward Community Center / Library in Phases II-III • Contribution of $50M towards Affordable Housing in Phases I-V • Expedited Repayment of City’s Loan of approximately $15M in Phases I-II • Delta-D e Anza interim trail connection Phase I – WPR to CCC • Expedited delivery of Neighborhood Serving Retail in Phase I • 10,000 square feet of building built by CFP in Phase I 12Conceptual only

13 CONCEPTUAL LAND USES / PHASING
• Project anticipated to be developed in 5 major phases over a 40-y ear timeline • Balanced delivery of mixed land uses, including open space • Proposing 16,920 Jobs w/ 6.1M SF at Buildout (Area Plan: 26,530 w/ 6.1M SF ) • Modernization of Residential Programming
• Promotion of market-r ate attainable housing / higher density • Responding to market demands – l ow maintenance
• Commitment to deliver New Willow Pass Road in Phase I • Commitment to deliver Recycled Water to the Project
Conceptual only 13

14 PHASE 1 – PROGRAMMING
14Conceptual only
• Financial Feasibility
• I
nfrastructure Phasing
• Willow Pass Road / Utilities
• Public Accessibility to Regional Park
• Readily Marketable Land Uses
• Early activation of Job Center
• Activation of Recreation/Sports Park
Continued exploration BART Accessibility/Transit
Connectivity during Specific Plan

15 TRANSPARENCY AND ACCOUNTABILITY
• City retains full oversight of Environmental Permitting • City retains negotiation authority with Navy (EDC Agreement) • CFP offers Open Book Accounting for City verification • Joint pursuit of public financing opportunities
• Performance Milestones
• Conveyance Milestones (City to CFP)
• CFP agreement to operate at a below industry standard rate of return (18%) • Public Private Partnership – O ne Vision, One Project, One Team Conceptual only
15 Concord First Partners has done everything asked of us by the City to show our commitment to our Partnership and this Project

A WORLD CLASS

PROJECT

PRESENTED BY BRIAN JENCEK, FIRM-WIDE DIRECTOR OF PLANNING, HOK

17Conceptual only 17

A WORLD CLASS PROJECT
Equitable and
Inclusive
• Promote a diversity of
businesses
• Provide for distinct identity
within neighborhood spaces
• Promote community-driven
development
• Wide housing type mix
Health and Wellness
through Open Space
• Diversity of open spaces
• Connected park network
• Walkable neighborhoods
Multi-Generational
• Foster a diverse, mixed -income
and multi-generational
community
• Promote opportunities for inter-
generational living
• Provide housing affordability
• Promote a range of housing
options
Universally
Accessible Active
Mobility
• Provide transportation
alternatives
• Higher intensity of uses
around transit station
• Complete Streets
• Biking and walking trails
Environmentally
Regenerative and
Net-Zero
• Capitalize on the BART station
to reduce car usage and carbon
emissions
• Promote low -carbon mobility
alternatives
• Renewable energy generated
on-site

18Conceptual only 18

LAND USE PLAN WITH PHASING

19Conceptual only 19
LAND USE PLAN: PHASE 1

20Conceptual only
20 PLAN HIGHLIGHTS
A transit-oriented district with the flavor of city life Neighborhoods with character and convenience A commercial district providing opportunities for
investment and job growth
Convenient, multi-modal transportation system
Action on climate change
Open spaces that provide for conservation and
recreation

21Conceptual only

SHARED GOALS
21 *Source: Plan Bay Area 2050

22Conceptual only
22

OPEN SPACES, RECREATION

AND TRAILS

24Conceptual only 24

OPEN SPACE & TRAILS CONCEPT
• Ensure c ontiguous open space networks and a variety of variety of parks.
• Provide connections to regional parks.
• Protect significant views.
• Connect the north-s outh Contra Costa Canal Trail with the Delta / De Anza Trail.

25Conceptual only

OPEN SPACE TYPES
25 Conservation nature park
Central greenway
8 7
4 1
1 2
4 3
5 6
7 8
2 5
Neighborhood parks Transit center plaza Recreational field

URBAN STREETSCAPES
Regional park & nature trails
Preservation of Mt. Diablo Creek corridor
and conservation trails
6 Source: David Aughinbaugh II david.aughinbaug h.com
Celebrate views to Mt. Diablo
3 Contra Costa Canal trail
Delta / De Anza trail

26Conceptual only 26

COMMUNITY BENEFITS
Neighborhood-Serving Retail
Delta-De Anza interim trail connectionTournament Sports Park

27Conceptual only
27 COMMUNITY CENTER / LIBRARY
Library
Community Center

28Conceptual only 28

SUSTAINABILITY STRATEGIES
• Sm art Waste
M a n agement
• Geothermal heating &
cooling
• Smart Water Meter
Sensors
• R ecycled Water Use
• District Thermal Energy
• Transportation Demand
Management to reduce
vehicle trips, vehicle
em issions, and traffic
congestion.
• Preferential parking for
car -share, carpool
• Tier 2 EV Charging
facilities
• Smart traffic
m anagement
• Af fordable Housing
• R oad connections
b etween the plan area
and surrounding
neighborhoods
• W alkable neighborhoods
• Sm art irrigation-
controlled sprinklers
• Increased use of
Recycled waters as the
p rimary supply source for
outdoor irrigation of
p ublic space, open
sp ace, and parks.
• Rainwater Capture
• Photovoltaic Electric
Generation
• Process towards Zero-
Gas community to reduce
GHG emissions
• Distributed Micro-grid
• Electric Energy Storage

29Conceptual only 29

SUSTAINABILITY STRATEGIES
• Utilization of Intelligent
Building Systems
• Automatic Waste
Collection Systems
( AWCS) improv es
cleanliness and reduces
truck traffic
• All -electric buildings,
elimination of natural gas
• Increased access to jobs
f or local residents
• Opportunities for
residents to source Farm-
to -Table produce
• Siting of educational
institutions and parks
within walking distance of
r e sidents
• Af fordable housing
attainable to range of
i n c omes
• Parks designed to
accommodate flood
events
• Rainwater capture or
harvesting
• W ater conserving
grasses, shrubs and
ground covers as an
alternative to turf for
residential yards
• C onnect to creek
corridors and regional
parks
• Provide wildlife viewing
areas for visitors
• Network of agrarian
p arks and community
gardens co -located
along greenways
• Enhance local ecology,
incorporate local flora, and
augment ecological value of
op en space
• Use of native plant
m aterials and drought
tolerant species to minimize
water use
• Habitat areas to promote
b iodiversity, attract local
p ollinators

EQUITABLE & INCLUSIVE

31Conceptual only 31
A WORLD CLASS PROJECT: EQUITABLE AND INCLUSIVE
• Promote Diversity of Businesses: Encourage small businesses. • Enable Ne ighborhood Identity Spaces: Public spaces, images, symbols, and landmarks provide a way to bind people together around a shared identity. • Promote community -driven development.
• Housing Type Mix: A mixture of housing types, sizes, and tenures, both single- family and multi-family.
• Foster a diverse, mixed -income and multi-generational community. • Promote p ublic space to develop social bonds between different groups in the community.
• Promote range of housing options that allow for people of different family types, ages and incomes to co-exist in the same neighborhood.
• Promote opportunities for inter -generational living through senior housing. • Create affordable housing opportunities for seniors, veterans and individuals with special needs.

32Conceptual only
32 JOB GENERATORS
Campus
6,338 Jobs

2.3M Gross Square Feet

0.35 / 0.7 FAR
Innovation District
5,276 Jobs

2.2M Gross Square Feet

0.65 FAR
Village Centers
340 Jobs
169,884 Gross Square Feet

0.3 FAR
Transit Oriented District
4,182 Jobs
940,896 Gross Square Feet

3.0 FAR

33Conceptual only

UCSF MISSION BAY CAMPUS, SAN FRANCISCO
33

34Conceptual only 34

HOUSING GENERATORS
Village Neighborhood –
Low Density*
4,638 Units
13,636 Residents
Transit Oriented District
Core
513 Market Rate Units
513 Affordable Units
1,898 Residents
Transit Oriented District
Neighborhood
385 Market Rate Units
570 Affordable Units
1,767 Residents
Village Neighborhood –
Medium Density*
7,039 Units
14,852 Residents
*Including 879 Affordable ADUs / JADUs Page 462 of 478

MEMORABLE PLACES

36Conceptual only 36

DISTRICTS
Transit-Oriented District Innovation District
Campus District Village Neighborhoods Page 464 of 478
37Conceptual only
37 TRANSIT-ORIENTED DISTRICT

38Conceptual only
38 INNOVATION DISTRICT

39Conceptual only
39 CAMPUS DISTRICT

40Conceptual only
40 VILLAGE CENTERS

41Conceptual only 41
CONCEPT PLAN: ACTIVITY CENTERS
• Provide activities centers within a
5-m
inute walking distance to the
majority of residents.

42Conceptual only
42 Source: https://lmcexperience.com/news/2018/ 10/31 /redeve lopme nt-idea s-be ing-floate d-for-concord- naval-w e a po ns-station/

HIGHLIGHTS OF THE PLAN
• A transit-oriented district with vibrancy and activation • Neighborhoodswith character and convenience
• A commercial district offering flexibility and
opportunity for investment and job growth
• Open spaces that provide for conservationand
recreation
• Action on climate change
• Convenient, multi-modal transportation system
• Foster a diverse, mixed-income and multi-generational community

ACHIEVING YOUR GOALS
• Provide a dense mix of uses, good balance of live, work and play, with 24/7 vibe
• Provide a variety of housing types with accessibility to transit and amenities that feels uniquely Concord
• Flexibility to accommodate multiple types of businesses and create a road map for greater job density
• Protect sensitive habitat and enhance open space
through parks, recreation and trails.
• Reduce greenhouse gas emissions through energy
efficient transportation and maximizing bicycling and
walkability
• Provide a variety of travel modes, including walking, bicycling, micro mobility and transit circulator
• Promote range of housing options, including affordable housing
56

Imagine
BY EDWARD F. DEL BECCARO

- This is an exciting project that is proposed by Concord First Partners - 15,595 residential units including 25% affordable
- 6.1 million sf of commercial space
- Opportunity is to create approximately 17,000 diverse paying jobs by creating the ecosystem to
attract the jobs of the future
- There is a major need for housing for middle class work force to attract those jobs. - Concord cannot depend upon workers commuting 45 to 60 minutes one way to work in the pr
oposed employment centers

- One reason for the over 20 % office vacancy in the N680 corridor is the changing tenant pr
ofile who used to lease this space i.e.: Financial, Insurance, Back Office, Engineering who have migrated out of area to Sacramento or out of state - Bishop Ranch and Hacienda Business Park are tearing down office buildings and rezoning of
fice commercial land to housing to attract “The New Employers” - Why? To create workforce housing near and next to the Employment Centers. - The 60-a cre Chevron Park after Chevron left for Texas is proposed to be 70 to 80% residential - Each city as we know is required to implement a “Sustainability Plan” reducing car traffic to r
educe emissions with workforce housing next to employment centers - The new housing will create nearby jobs in retail, entertainment, service jobs and medical

- For the proposed Innovation and commercial zoned parcels, I recommend the m
aximum zoning and use flexibility designations with streamlined approvals - Remember Concord is competing with many other cities and states for the new jobs - How do we predict what employment uses will be in 30-40 years let alone 5? - The I Phone was invented in 2007. No one who drafted a zoning specific plan in 2000 a
nticipated the new job sectors and how space would be used in their 2000 general plans
- There is enough office space in Concord right now that it will take 8 to 10 years to lease up a
t current annual lease absorption rates.
- Average office rents are $2.18 per sf per month, and it takes $5.00 per sf to build a new o
ffice building that meets the new seismic standards for medical and life science uses. - Retail and buyer trends are drastically changing and reducing the amount of space r
etailers need. Bed, Bath and Beyond to announce BK next few weeks

The Project will create Various Districts for future employment sector growth jobs:

The Concord Blue Ribbon Committee of which I was a member, envisioned that the Concord Naval Weapons Station , because of its Central Location, large campus land sites and access to nearby educated workforce, would be in a position to attract :

Academic and Research institutions, R & D labs and or satellite campuses in the Cyber Security, Advanced Food Production, Medical Research, Robotics, Advanced Construction materials, Logistics, Clean Tech, Clean Energy and Medical Instrument Manufacturing sectors similar to what Fremont and Vacaville have recently achieved .

The Campus ,Innovation District and Transit Oriented Districts will benefit from the marketing strategies of the Diablo Valley Tech Initiative and Northern Waterfront Initiative ( note the City of Concord is a member of both) along with the Concord Buchanan Airport which have as their mission attracting these future companies to the North 680 and Highway 4 Corridors.

Imagine a new city with Needed Middle Class Work Force Housing along with Affordable Housing
Imagine World Class Educational Research Institutes, Parks, and Schools Imagine New Jobs created in Life Science, Medical, Advanced Manufacturing, Biotech, AI & Robotics
Imagine Concord as the Major Regional Employment Center in the Bay Area Imagine starting today with approving this Term Sheet

49Conceptual only 49
CONTACT US!
twitter.com/Concord_First
instagram.com/concordfirstpartners
facebook.com/people/Concord-First-Partners-LLC/100083582312148/ [email protected]
www.concordfirstpartners.com

WE ARE 100% COMMITTED TO THE CITY & LRA
ONE VISION, ONE PROJECT, ONE TEAM!