Oakland City Council
October 20, 2026

Attachment A
Oakland Redevelopment Successor Agency
Termination Plan
Adopted by ORSA Resolution No. 2026-________ ,
passed on October ___, 2026
Approved by Alameda Countywide Oversight Board on ______________.

Approved by California Department of Finance on __________________.

City of Oakland
Economic & Workforce Development Department
Prepared by Patrick Lane

ORSA TERMINATION PLAN
9/16/2026 1
Table of Contents
Purpose of This Plan ....................................................................................................................... 2 Background ..................................................................................................................................... 2

1. Adopt a Last and Final Recognized Obligations Payment Schedule (“ROPS”) ................ 5

2. Transfer Development Agreements: DDAs, LDDAs and OPAs ........................................ 6

3. Transfer or Eliminate Outstanding Loan Receivables ........................................................ 7

4. Transfer and Liquidate Real Property Assets ................................................................... 11

5. Transfer All Other Assets and Agreements ...................................................................... 12

6. Enter into the Assignment, Transfer, and Compensation Agreement. ............................. 12

7. Closeout ORSA in Oracle ................................................................................................. 12 Attachments .................................................................................................................................. 14 ATTACHMENT A - ROPS 2026-27 ................................................................................... 15 ATTACHMENT B - ROPS 2017-18 .................................................................................... 23 ATTACHMENT C - Listing Of Notes And Loans Receivable By Fund ............................. 35 ATTACHMENT D - Long Range Property Management Plan, Section D Property Proposed For Sale by ORSA ................................................................................................................ 37 ATTACHMENT E - Bond Expenditure Agreement ............................................................ 55 ATTACHMENT F - Housing Asset Inventory .................................................................... 62 ATTACHMENT G - List of Development Agreements ...................................................... 73 ATTACHMENT H - Master Agreement for Taxing Entity Compensation ......................... 75

ORSA TERMINATION PLAN
9/16/2026 2
Oakland Redevelopment Successor Agency
Termination Plan
Adopted on ___________, 2026
Purpose of This Plan
The purpose of this Termination Plan is to outline steps needed to wind down the affairs of the former City of Oakland Redevelopment Agency (the “Redevelopment Agency”) as mandated by California Health and Safety Code Sections 34177(h) and 34177.3(b). This Plan outlines steps needed for the Oakland Redevelopment Successor Agency (“ORSA”) to satisfy or remove all remaining assets and liabilities or transfer the responsibility over these assets and liabilities to the City of Oakland and prepare for termination by 2040.

The adoption of this ORSA Termination Plan, as well as authorizing the actions needed to implement this Plan, will require resolutions by the ORSA Board and the City Council. This Termination Plan will then need the approval of the Countywide Oversight Board and the California Department of Finance before this Plan can be implemented. Finally, as noted below, the City and ORSA will need to enter into an Assignment, Transfer, and Compensation Agreement, as further described below, to govern the transactions called for by this Plan.

The Department of Economic and Workforce Development (EWD) prepared this plan now to take advantage of the institutional knowledge of existing staff with expertise in these matters, prior to their permanent retirement. Completing this work today will ensure a complete and thorough plan is in place for the orderly termination of ORSA overtime.

Background
The Redevelopment Agency of the City of Oakland operated from October 10, 1956 until it was dissolved on February 1, 2012, pursuant to the Community Redevelopment Law (California Health and Safety Code Section 33000, et seq.). The Redevelopment Agency managed ten redevelopment project areas when it was dissolved and oversaw significant public investments largely through the use of redevelopment bond funds. The ten areas were: Acorn, Broadway/MacArthur/San Pablo, Central District, Central City East, Coliseum, Oak Center, Oak Knoll, Oakland Army Base, Stanford Adeline, and the West Oakland Project. The redevelopment project areas each had assets and four had bond obligations when the Redevelopment Agency was dissolved.

After dissolution, the Oakland Redevelopment Successor Agency (“ORSA”) was created to act as the successor agency to the former Redevelopment Agency, and as such has

ORSA TERMINATION PLAN
9/16/2026 3
succeeded to the authority, rights, powers, duties and obligations of the former Redevelopment Agency. By operation of law, all assets and liabilities of the former Redevelopment Agency (other than housing assets) were transferred to ORSA. ORSA was tasked to complete the obligations of the Redevelopment Agency which include winding down all redevelopment activities, paying off outstanding Redevelopment Agency bond debt, and managing remaining assets and obligations. The obligations of ORSA will exist until 2040 when the last of the bond obligations are due. ORSA is managed by the City of Oakland’s Economic Workforce Development Department’s Public/Private Development Division.

ORSA was tasked with completing the activities of the Redevelopment Agency in a way that minimizes costs and maximizes the revenue for the benefit of the taxing entities in Alameda County that now receive the net tax increment (“RPTTF”) not required to satisfy the remaining enforceable obligations of the former Redevelopment Agency. The taxing entities are all the local jurisdictions that receive a share of local property taxes. The County of Alameda collects RPTTF and distributes this revenue to the taxing entities based on each taxing entity’s proportional share of property taxes.

In 2013, ORSA received its Finding of Completion under California Health and Safety Code Section 34179.7 from the California Department of Finance. ORSA and the City of Oakland then entered into a Bond Expenditure Agreement (“Bond Expenditure Agreement”) to transfer excess tax allocation bond proceeds to the City to fund redevelopment projects and programs not previously funded and obligated by ORSA or the City, consistent with the bond covenants. This Bond Expenditure Agreement was approved by the California Department of Finance. In connection with the Bond Expenditure Agreement, the City also adopted a Bond Spending Plan to appropriate the excess bond proceeds to projects and programs that serve a redevelopment purpose for the four redevelopment areas that issued the bonds: 1) Broadway/ MacArthur/San Pablo; 2) Central City East; 3) Central District; and 4) Coliseum. The City regularly amends the Bond Spending Plan through the City’s budget process.

In 2014, ORSA adopted a Long Range Property Management Plan (the “LRPMP”) providing for the disposition of real property owned by the former Redevelopment Agency. (There were two such plans for Oakland: one for the Oakland Army Base, which has since been transferred; and one for all other former Redevelopment Agency properties. This Termination Plan only deals with the latter.) The LRPMP was approved by the California Department of Finance. While most of the former Redevelopment Agency real properties were transferred to the City as future development sites, per the LRPMP, the LRPMP also directs that certain real properties be liquidated by ORSA and the net proceeds therefrom be distributed to the taxing entities, as provided for under Health and Safety Code Section 34191.5(c)(2)(B)). In 2014, the taxing entities in Alameda County (including the City) entered into a Master Agreement for Taxing Entity Compensation (the “Master

ORSA TERMINATION PLAN
9/16/2026 4
Compensation Agreement”) to share in the net unrestricted proceeds from the disposition of real property pursuant to the LRPMP.

Finally, pursuant to Health and Safety Code Section 34176(a), the City became the housing successor to the former Redevelopment Agency, and as such has retained the housing assets and functions of the former Redevelopment Agency. The responsibility for performing the housing functions previously performed by the Redevelopment Agency is now managed by the City’s Department of Housing and Community Development (“HCD”) as the housing successor. These housing assets are listed in a Housing Asset Inventory which was approved by the California Department of Finance in 2012.

Current Assets and Liabilities of ORSA and Data Sources The current assets and liabilities of ORSA include (1) tax allocation bond repayments, (2) development agreements, (3) outstanding loan receivables, and (4) real property assets.

To confirm ORSA’s current assets and liabilities the following sources were reviewed:

1. ORSA’s Recognized Obligations Payment Schedules (the “ROPS”), which are annual lists of the former Redevelopment Agency’s outstanding enforceable obligations (see Attachment A - ROPS 2026-27 and Attachment B - ROPS 2017-18);

2. Pass through leases, which generate income to and are assets of ORSA;

3. Outstanding loan receivable assets held by ORSA (see Attachment C - Listing Of Notes And Loans Receivable By Fund);

4. The LRPMP (see Attachment D - Long Range Property Management Plan, Section D Property Proposed For Sale By ORSA);

5. The Bond Expenditure Agreement (see Attachment E - Bond Expenditure Agreement) and the City’s Bond Spending Plan);

6. The Housing Asset Inventory (see Attachments F - Housing Asset List a. Loans and Grants Receivable and b. Low-Mod Encumbrances); and

7. Remaining bond payment obligations, which require ORSA to exist until 2040 when the last debt payments will be made; these are liabilities that are included on the ROPS, including:
a. Numerous bonds issued in 2006 for Broadway/MacArthur/ San Pablo; Central City East; Coliseum; and Subordinated Housing Set-Aside Revenue Bonds. These bonds were refinanced with the Subordinated Tax Allocation Refunding Bonds Series 2015-TE and Series 2015-T, that are due to be paid oƯ in 2036, and Subordinated Tax Allocation Refunding Bonds, Series 2018- TE and Series 2018-T that are due to be paid oƯ in 2039.

ORSA TERMINATION PLAN
9/16/2026 5
b. The Broadway/MacArthur/San Pablo 2010-T Bonds are due to be paid oƯ in 2040.

These documents were used to develop this Termination Plan to manage the assets and liabilities as needed to allow ORSA to cease operations. This will allow the closeout of all ORSA funds through transfer of any remaining funds to the taxing entities and transferring all remaining assets and liabilities from ORSA to the City.

Actions Required to Terminate ORSA
It is expected that ORSA will need to exist until the last bonds are paid off in 2040. In order to close out ORSA in 2040, there are some actions that will need to be approved by the ORSA Board, the Countywide Oversight Board, and the California Department of Finance, including: 1) adopting a Last and Final ROPS; 2) transferring responsibility over development agreements to the City; 3) writing off or transferring all outstanding loan receivables to the City; 4) transferring all remaining ORSA real property to the City; and 5) transferring all other assets, liabilities, and agreements to the City. Each of these steps is described below and includes a discussion of which City department will be responsible for each as well as the anticipated timing.

1. Adopt a Last and Final Recognized Obligations Payment Schedule (“ROPS”) The ROPS is an annual list of all remaining enforceable obligations that ORSA is authorized to pay in the fiscal year. If a liability is not listed on the ROPS, it cannot be paid.

Attachment A - ROPS 2026-27 is a list of the recently active obligations while Attachment B - ROPS 2017-18 is a more comprehensive list of the projects that were active just after ORSA began operations.

California Health and Safety Code Section 34191.6 allows ORSA to submit a Last and Final ROPS covering all remaining payments, but only if ORSA meets the following:

1. The remaining debt is limited to administrative costs and payments pursuant to enforceable obligations with defined payment schedules including, but not limited to, debt service, loan agreements, and contracts.

2. All remaining obligations have been previously listed on the ROPS and approved for payment by the California Department of Finance.

3. The successor agency is not a party to outstanding or unresolved litigation.

The ROPS for fiscal year 2026-27, Attachment A, has been highlighted to divide the items into three categories, including:

ORSA TERMINATION PLAN
9/16/2026 6

1. Items for the Last and Final ROPS; when only these items remain ORSA will be ready to submit its Last and Final ROPS;

2. Items to be completed before Last and Final ROPS; ORSA needs to work to complete these in a timely fashion; and

3. Items to be transferred to the City of Oakland per the ORSA Termination Plan; the last of which should be transferred by the time all items in 2. above have been completed or can also be transferred to the City of Oakland.

Category 1 is made up primarily of debt service on various bonds and related bank and bond administrative costs. But Category 1 also includes the Administrative Cost Allowance, which is calculated based a formula using the other ROPS items. Category 2 is made up of real estate management, project management staffing and use of bond related program income and other bond proceeds. These bond funds are regularly transferred to the City under the Bond Expenditure Agreement. Category 3 primarily includes development agreements and related activities.

ACTION REQUIRED: Adopt a Last and Final ROPS by ORSA Board resolution, and submit to the Countywide Oversight Board and the California Department of Finance for approval.

RESPONSIBLE DEPARTMENT(S): Finance to prepare annual ROPS until ready to adopt Last and Final ROPS; coordinating with Treasury Bureau, EWD, Housing and Community Development {“HCD”), City Attorney, Etc.

TIMING: When statutory preconditions to Last and Final ROPS are satisfied, i.e., when all enforceable obligations on the ROPS have defined payment schedules.

2. Transfer Development Agreements: DDAs, LDDAs and OPAs One of the main activities of the Redevelopment Agency was to purchase real property, demolish structures, clean up hazardous materials and prepare the property for development. Redevelopment law and the various redevelopment plans required the Redevelopment Agency to dispose of this land subject to specific development covenants as set forth in a Disposition and Development Agreement (“DDA”) in the case of fee sales or a Lease Disposition and Development Agreement (“LDDA”) in the case of ground lease transactions between the Redevelopment Agency and the developer. DDAs and LDDAs also included long term ongoing covenants, such as use restrictions and nondiscrimination covenants. DDAs/LDDAs were recorded on title as covenants running with the land. In addition, Owner Participation Agreements (“OPAs”) were used when the Redevelopment Agency did not own the land but wished to assist the project owner with

ORSA TERMINATION PLAN
9/16/2026 7
tax increment financing or other assistance. OPAs also sometimes included long term ongoing covenants, such as use restrictions and nondiscrimination covenants.

The Redevelopment Agency also used other documents, such as grant deeds with use restriction, when transferring property to non-profits to limit use of the property for community services.

The Redevelopment Agency was responsible for enforcing and managing the ongoing obligations in DDAs, LDDAs, and OPAs. ORSA now has taken over this responsibility.

These agreements occasionally need to be amended; for example the current owner of the Courtyard by Marriott at 988 Broadway, developed under the Oakland Garden Hotel DDA, has requested an amendment to allow a change of use from hotel to residential. Currently ORSA is responsible for reviewing and approving this type of amendment. In addition, lenders, as a condition of refinancing, sometimes require estoppel certificates that certify there are no issues related to covenants in recorded development agreements. But once ORSA terminates, development agreements can only be amended and estoppels can only be provided if another entity is authorized to assume ORSA’s interest in these agreements.

A list of these agreements is attached to this Termination Plan (See Attachment G - List of Development Agreements).

Only one of the DDAs has any known financial worth to ORSA. The Uptown LDDA has a $200,000 annual Administrative Fee. But this is a fee for a project that was funded with bonds and these fees, with all other project income, are being transferred to the City through the ROPS. Transferring this LDDA, and its related Administrative Fee, will slightly reduce the ROPPS Administrative fee ORSA pays to the City and increase the funds transferred to the taxing entities from RPTTF. Transfer of the other development agreements are not expected to have any financial impact on ORSA or the taxing entities.

ACTION REQUIRED: Transfer all responsibilities and interest of ORSA under development agreements, including DDAs, LDDAs, and OPAs, to the City, per the terms of the Assignment, Transfer, and Compensation Agreement (see below).

RESPONSIBLE DEPARTMENT(S): EWD-PPD to coordinate with City Attorney to immediately execute transfer agreement between ORSA and City.

TIMING: Immediately upon adoption and approval of this Plan and execution of the Assignment, Transfer, and Compensation Agreement by ORSA and the City.

3. Transfer or Eliminate Outstanding Loan Receivables
ORSA has approximately 17 loan receivables on its books, with an outstanding combined principal of $7,385,957. Three of these loans, totaling $2,699,000, are active commercial loan receivables, and ORSA expects to be repaid with interest. Five loans, totaling $2,232,357, are affordable housing loans to projects included in the Housing Asset

ORSA TERMINATION PLAN
9/16/2026 8
Inventory. These are loans that should have been transferred to the City as housing successor when the other housing assets were transferred in 2012, but for various reasons remain on ORSA’s books. The remaining nine loans with an outstanding principal balance of $2,454,600 are listed as doubtful accounts and should be written off as bad debts.

1. Active Commercial Loans. There are three active commercial loan:
a. A $1,150,000 residual receipts commercial loan to the Swans Market project, maturing in 2050. This is an asset with real income expected at some date, with full repayment required by 2050.
b. A $1,300,000 loan to the Fox Theater project. This loan was supposed to be repaid by Friends Of Oakland Fox (“FOOF”), an organization created by the fee developer working on the Fox, aka California Capital and Investment Group (CCIG). FOOF seems to have dissolved in 2024 and never made any payments. Another Planet Entertainment (“APE”) guaranteed this loan and will have to repay the loan now that FOOF has dissolved. ORSA is negotiating with the APE to work out a repayment schedule.
c. A $249,000 residual receipts loan to the Eastside Arts & HousingVHARP project, executed on July 24, 2007.

ACTION REQUIRED: Transfer all of ORSA’s interests in these loan receivable assets to the City, subject to a pledge by the City in the Assignment, Transfer, and Compensation Agreement to distribute any net unrestricted revenues, income, proceeds, and earnings from these loans to the taxing entities in conformance with the Master Compensation Agreement.

RESPONSIBLE DEPARTMENT(S): EWD- Public Private Development (“PPD”) will monitor these loans for the City and transfer the net income from repayment to the County for distribution to the taxing entities.

TIMING: Immediately upon adoption and approval of this Plan and execution of the Assignment, Transfer, and Compensation Agreement by ORSA and the City (see below).

2. Housing Loans. There are several affordable housing loans still on the books of ORSA that need to be transferred to the City (to HCD) as housing successor. These loans were used to support affordable housing projects listed on the Housing Asset Inventory (either as Loans and Grants Receivable or Low-Mod Encumbrances) at the time of redevelopment dissolution.

These loans include:

ORSA TERMINATION PLAN
9/16/2026 9
a. A $820,000 loan to MacArthur Transit Community Partners. This loan was funded as an existing obligation by ORSA, but it was part of a larger loan from the City funded from housing assets and all these funds were part of the Housing Asset Inventory. The MacArthur Transit Community Partners loan was specifically included in the Housing Asset Inventory, and it should have been transferred to the City as a housing asset.
b. A $113,869 loan to the Slim Jenkins affordable housing project. This loan receivable is a housing asset that should have been transferred to the City,
c. Loans totaling $1,043,157.81 to Bridge West Oakland Housing , including $250,000 in 1997, $600,000 in 1998-99 and $304,500 in 2002-03. These loan receivables are housing assets that should have been transferred to the City.
d. A $35,000 predevelopment loan for James Lee Court to CHDC of North Richmond. This was a short-term loan that should have been paid off or incorporated into the permanent loan for the project, which was listed as a housing asset.
e. A $220,330 loan for the Oakland Coliseum Housing -Phase 1 project.

A $1.5 million loan for this project in 2004 was transferred to the City from ORSA as a housing asset. This $220,330 loan should also have been included in the Housing Asset Inventory.

ACTION REQUIRED: Transfer all of ORSA’s interests in these housing asset loan receivables to the City as housing successor.

RESPONSIBLE DEPARTMENT(S): HCD will then monitor these loans for the City.

TIMING: Immediately upon adoption and approval of this Plan and execution of the Assignment, Transfer, and Compensation Agreement by ORSA and the City (see below).

3. Inactive Loans. There are a number of loan receivables that are considered “doubtful accounts” by the Finance Department and should be written off as bad debts. The businesses that received the loans went bankrupt, went into receivership, or have otherwise ceased to exist, and therefore, the loans have become uncollectable. Thess includes the following loans:
a. The Nacho Spot - $67,000 -Commercial loan in default since 2018; business closed.

ORSA TERMINATION PLAN
9/16/2026 10
b. Celeste Enterprises - $17,200 - Commercial loan in default since 2009 .
c. Uni Oakland - $159,623.61 - Commercial loan in default since 2018; business closed.
d. Rocsil's Shoe Co. Inc - $17,422.06 - Commercial loan in default since 2014; business closed.
e. Shashamane Restaurant - $49,253.96 - Commercial loan in default since 2014; business closed.
f. Pican Oakland Restaurant LLC - $27,791.45 - Commercial loan in default since 2017; business closed.
g. Jack London Gateway - $419,286.07- Commercial loan in default when borrower went into receivership.
h. Various borrowers - $1,604,702. The remaining $1,604,701.70 should be written off once the Termination Plan is approved. These are a collection of loans that were considered doubtful accounts in the FY 2010 Redevelopment Agency audit. These loans were transferred to ORSA in 2012 when the Redevelopment Agency was dissolved and details of the loans are no longer available in the financial system.
i. WFGP LLC - $480,000 – A basement backfill loan in the Central District that automatically turned into a grant when the project was completed and should have been removed from ORSA’s books.

ACTION REQUIRED: Per ORSA Board action, write off these loans as bad debts and remove from ORSA books. Remove all project staffing related to these projects from the ROPS.

RESPONSIBLE DEPARTMENT(S): Finance-Controller’s Bureau to supervise the immediate writing off the “Doubtful” Accounts. EWD-PPD will work with Finance to facilitate these transactions.

TIMING: Immediately upon adoption and approval of this Plan and execution of the Assignment, Transfer, and Compensation Agreement by ORSA and the City (see below).

ORSA TERMINATION PLAN
9/16/2026 11

4. Transfer and Liquidate Real Property Assets
Property designated as “Proposed for Sale by ORSA” in the LRPMP must be sold or transferred before ORSA can terminate. Three sites with four parcels in this category have already been sold or otherwise transferred by ORSA. However, two sites with eight parcels in this category remain in ORSA’s ownership. these properties include:

1. Franklin 88 Garage. This property was being held and operated as a parking garage until the downtown parking market improved. The parking market gradually improved between 2014 and 2020, but due to the COVID-19 pandemic the parking market drastically declined and the garage was forced to close. The garage can potentially be sold to the homeowners association for current depreciated value or sold on the open market.

Note that, until this property is liquidated, there are homeowners association fees and taxes due on the property. Until the DDA for the Franklin 88 project is transferred to the City, there will be project staffing costs associated with the property. These costs will be assumed by the City when the assets are transferred and will be deducted from any revenue before net revenue is distributed to the taxing entities per the Master Compensation Agreement.

2. West Oakland Scattered Sites. These are seven small undevelopable remainders averaging only 522 square feet and as small as 109 square feet.

These lots have little or no value but could possibly be transferred to neighboring property owners for transaction costs.

ACTION REQUIRED: Transfer these real property assets to the City, subject to the terms of the Assignment, Transfer and Compensation Agreement. The City will then market and liquidate these properties, and distribute the net unrestricted sale proceeds, if any, to the taxing entities as required under the Master Compensation Agreement.

RESPONSIBLE DEPARTMENT(S): EWD-PPD and Real Estate will manage these properties for the City.

TIMING: Immediately upon adoption and approval of this Plan and execution of the Assignment, Transfer, and Compensation Agreement by ORSA and the City (see below). The City will then liquidate these properties as soon as possible.

ORSA TERMINATION PLAN
9/16/2026 12

5. Transfer All Other Assets and Agreements
It is possible that other assets, liabilities or interests of the former Redevelopment Agency or ORSA will be discovered prior to ORSA termination. In that event, those assets, liabilities or interests (other than bond liabilities) will need to be transferred to the City as needed to wind down the affairs of ORSA. All such transfers shall be at no cost to the City.

ACTION REQUIRED: Transfer all other assets, liabilities, and/or interests of ORSA to the City, if any are found, subject to the terms of the Assignment, Transfer and Compensation Agreement, with any net unrestricted revenue shared with the taxing entities per the Master Compensation Agreement.

RESPONSIBLE DEPARTMENT(S): EWD will work with the City Attorney’s Office to facilitate these transfers.

TIMING: As appropriate prior to ORSA termination.

6. Enter into the Assignment, Transfer, and Compensation Agreement.

Before transferring any assets to the City, ORSA and the City will enter into an Assignment, Transfer, and Compensation Agreement (the “Assignment, Transfer, and Compensation Agreement”) providing for the transfer and assignment by ORSA and the acceptance by the City of the remaining assets and liabilities of ORSA, with a pledge by the City to distribute any net revenues, income, proceeds, and earnings from transferred and assigned assets to the taxing entities in accordance with the Master Compensation Agreement . EWD will work with the City Attorney’s Office to immediately execute this agreement.

ACTION REQUIRED Immediately execute an Assignment, Transfer And Compensation Agreement; must be completed before transfer of any assets and liabilities.

RESPONSIBLE DEPARTMENT(S): EWD to coordinate with the City Attorney to prepare and execute the agreement.

TIMING: Immediately upon adoption and approval of this Plan.

7. Closeout ORSA in Oracle
ORSA will also need to clean up its accounts and make sure all assets and liabilities are eliminated from them. The assets include: all cash; real estate; loans with principal and interest due ORSA; rights under development agreements and other contracts; and any

ORSA TERMINATION PLAN
9/16/2026 13
other property of value. The liabilities include: payments due on the various redevelopment bonds; any outstanding costs on contracts and agreements; costs owed on real estate, like security deposits or taxes; and any other obligation of ORSA. Finance will work with EWD and HCD to complete these transactions. The steps to Closeout ORSA in Oracle include:

1. Closing accounts with Trustees and transferring funds to Cash Pool, then transferring this and any other bond funds in the Cash Pool in Central District Funds 9714-9719, Broadway/MacArthur/ San Pablo Funds 9737-9739; Central City East Funds 9742 and 9743; Coliseum Funds 9753, 9755 and 9756; and Subordinated Housing Set-Aside Revenue Bonds in Funds 9783-9785 to the City;

2. Transferring program income in bond funds to City (prior to Last and Final ROPS; a. Yoshi revenue should be available for transfer to City

3. Closing out all Funds before termination of Successor Agency a. Fund 9731 Prop 1C Grant (interest revenue on $1,467,029.53 for a decade) b. Fund 9752 SRA 10% School Set Aside/Coliseum (use to balance negatives in other funds)
c. Fund 9770 SRA OBRA: Operations (negative balance)
d. Fund 9780 SRA Low Mod Operations (not on ROPS anymore, HCD needs to find a way to claim these funds)
e. Fund 9790 SRA West Oakland Operations (not allowed by DoF) f. Any remaining funds to be transferred to the taxing entities. g. Sweep all remaining funds to Alameda County for distribution to the taxing entities just before ORSA is terminated.
h. Balance all funds to Zero just before ORSA is terminated.

ACTION REQUIRED: Close out ORSA in Oracle by transferring all cash, assets, liabilities, etc.

RESPONSIBLE DEPARTMENT(S): Finance will work with EWD and HCD to complete these transactions.

TIMING: After all obligations are retired from the ROPS, in approximately 2040.

ORSA TERMINATION PLAN
9/16/2026 14
Attachments
A. ROPS 2026-27
B. ROPS 2017-18
C. Listing Of Notes And Loans Receivable By Fund
D. Long Range Property Management Plan, Section D Property Proposed For Sale by ORSA
E. Bond Expenditure Agreement
F. Housing Asset Inventory

1. Loans and Grants Receivable

2. Low-Mod Encumbrances
G. List of Development Agreements
H. Master Agreement for Taxing Entity Compensation

ORSA TERMINATION PLAN
9/16/2026 15
ATTACHMENT A - ROPS 2026-27
7 Pages
Successor Agency: Oakland
County: Alameda
Current Period Requested Funding for Enforceable Obligations (ROPS Detail) 26-27A Total
(July - December)
26-27B Total
(January - June) ROPS 26-27 Total
A $ 12,443,044 $ 703,831 $ 13,146,875
B 725,000 - 725,000
C 11,318,044 - 11,318,044
D 400,000 703,831 1,103,831
E $ 5,435,397 $ 15,247,472 $ 20,682,869
F 5,131,677 14,943,753 20,075,430
G 303,720 303,719 607,439
H Current Period Enforceable Obligations (A+E): $ 17,878,441 $ 15,951,303 $ 33,829,744 Chairperson
Name Title
/s/
Signature Date
Redevelopment Property Tax Trust Fund (RPTTF) (F+G):

Recognized Obligation Payment Schedule (ROPS 26-27) - Summary Filed for the July 1, 2026 through June 30, 2027 Period Enforceable Obligations Funded as Follows (B+C+D):

Bond Proceeds
Reserve Balance
Other Funds
RPTTF
Administrative RPTTF
Certification of Oversight Board Chairman:

Pursuant to Section 34177 (o) of the Health and Safety code, I hereby certify that the above is a true and accurate Recognized Obligation Payment Schedule for the above named successor agency.

Bond Proceeds Reserve Balance Other Funds RPTTF Admin RPTTF Bond Proceeds Reserve Balance Other Funds RPTTF Admin RPTTF All $ 269,030,370 $ 33,829,744 $ 725,000 $ 11,318,044 $ 400,000 $ 5,131,677 $ 303,720 $ 17,878,441 $ - $ - $ 703,831 $ 14,943,753 $ 303,719 $ 15,951,303 5 Property Management, Maintenance, &
Insurance Costs (9708)
Agency-wide 35,000 N $ 35,000 35,000 $ 35,000 $ -
6 Administrative Cost Allowance (9708) Agency-wide 13,682,804 N $ 607,439 303,720 $ 303,720 303,719 $ 303,719 14 B/M/SP
Project & Other Staff/Operations, Successor
Agency (9730)
B-M-SP 308,725 N $ 33,764 16,882 $ 16,882 16,882 $ 16,882 17 B/M/SP 2006C T Bonds Debt Service (9838) B-M-SP 5,574,009 N $ 1,700,206 783,921 $ 783,921 23,797 892,488 $ 916,285 18 B/M/SP 2010 RZEDB Bonds Debt Service (9839) B-M-SP 12,522,430 N $ 878,875 321,545 $ 321,545 374,177 183,153 $ 557,330 20 B/M/SP 2006C T Bonds Covenants B-M-SP 1,283,000 N $ - $ - $ - 23 B/M/SP 2006C T Bonds Administration;
Bank & Bond Payments (9730)
B-M-SP 42,000 N $ 3,164 3,164 $ 3,164 $ -
24 B/M/SP 2010 RZEDB Bonds Administration;
Bank & Bond Payments (9730)
B-M-SP 127,500 N $ 5,314 5,314 $ 5,314 $ -
54 Central District project & other staff/operations,
successor agency (9710)
Central District 425,420 N $ 425,420 212,710 $ 212,710 212,710 $ 212,710 60 Yoshi's/Jack London Square/Security Deposit
(9714)
Central District 13,500 N $ 13,500 13,500 $ 13,500 $ -
61 Regal Cinemas/Jack London Square/Security
Deposit (9714)
Central District 25,000 N $ 25,000 25,000 $ 25,000 $ -
74 Central District Bonds (9710) Administration;
Bank & Bond Payments
Central District - Y $ - - $ - $ -
75 Uptown - Prop IC (9731) Central District 200,000 N $ 200,000 200,000 $ 200,000 $ - 84 Franklin 88 DDA (9711) Central District 65,000 N $ 65,000 65,000 $ 65,000 $ - 26-27 B (January - June)
26-27A
Total
Oakland Recognized Obligation Payment Schedule (ROPS 26-27) - ROPS Detail July 1, 2026 through June 30, 2027
(Report Amounts in Whole Dollars)
Item # Project Area
Total
Outstanding
Debt or
Obligation Retired
26-27A (July - December)
26-27B
Project Name/Debt Obligation Total
Fund Sources Fund Sources
ROPS 26-27
Total

Bond Proceeds Reserve Balance Other Funds RPTTF Admin RPTTF Bond Proceeds Reserve Balance Other Funds RPTTF Admin RPTTF All $ 269,030,370 $ 33,829,744 $ 725,000 $ 11,318,044 $ 400,000 $ 5,131,677 $ 303,720 $ 17,878,441 $ - $ - $ 703,831 $ 14,943,753 $ 303,719 $ 15,951,303 26-27 B (January - June)
26-27A
Total
Oakland Recognized Obligation Payment Schedule (ROPS 26-27) - ROPS Detail July 1, 2026 through June 30, 2027
(Report Amounts in Whole Dollars)
Item # Project Area
Total
Outstanding
Debt or
Obligation Retired
26-27A (July - December)
26-27B
Project Name/Debt Obligation Total
Fund Sources Fund Sources
ROPS 26-27
Total
90 Swans DDA Central District - N $ - $ - $ -
92 UCOP Administration Building Central District - N $ - $ - $ - 93 Uptown LDDA Central District - N $ - $ - $ -
94 Uptown LDDA Admin Fee (9710) Central District 1,700,000 N $ 200,000 200,000 $ 200,000 $ - 96 Victorian Row DDA Central District - N $ - $ - $ -
105 Downtown Capital Project Support Central District 5,000 N $ 5,000 5,000 $ 5,000 $ - 200 2006 Taxable Bond Debt Service
Series 2006A-T Central City East (9843)
Central City
East
36,005,137 N $ 8,150,127 3,681,808 $ 3,681,808 110,562 4,357,757 $ 4,468,319 202 CCE 2006 Taxable Bond Covenant Central City
East
5,841,000 N $ - $ - $ -
204 CCE 2006 Taxable Bond Administration;
Bank & Bond Payments (9740)
Central City
East
54,000 N $ 3,164 3,164 $ 3,164 $ -
246 Coliseum Taxable Bond Debt Service (9856) Coliseum 53,482,555 N $ 9,030,952 3,964,770 $ 3,964,770 90,886 4,975,296 $ 5,066,182 250 Coliseum Taxable Bond Administration (9750) Coliseum 60,000 N $ 3,164 3,164 $ 3,164 $ - 383 Development of low and moderate income
housing to meet replacement housing and
inclusionary/area production requirements
pursuant to Section 33413, to the extent required
by law
Low-Mod - N $ - $ - $ -
636 Excess bond proceeds obligation/Bond
Expenditure Agreement
B-M-SP 25,000 N $ 25,000 25,000 $ 25,000 $ -
637 Excess bond proceeds obligation/Bond
Expenditure Agreement
Central District 3,000,000 N $ 500,000 500,000 $ 500,000 $ -

Bond Proceeds Reserve Balance Other Funds RPTTF Admin RPTTF Bond Proceeds Reserve Balance Other Funds RPTTF Admin RPTTF All $ 269,030,370 $ 33,829,744 $ 725,000 $ 11,318,044 $ 400,000 $ 5,131,677 $ 303,720 $ 17,878,441 $ - $ - $ 703,831 $ 14,943,753 $ 303,719 $ 15,951,303 26-27 B (January - June)
26-27A
Total
Oakland Recognized Obligation Payment Schedule (ROPS 26-27) - ROPS Detail July 1, 2026 through June 30, 2027
(Report Amounts in Whole Dollars)
Item # Project Area
Total
Outstanding
Debt or
Obligation Retired
26-27A (July - December)
26-27B
Project Name/Debt Obligation Total
Fund Sources Fund Sources
ROPS 26-27
Total
638 Excess bond proceeds obligation/Bond
Expenditure Agreement
Central City
East
100,000 N $ 100,000 100,000 $ 100,000 $ -
639 Excess bond proceeds obligation/Bond
Expenditure Agreement
Coliseum 100,000 N $ 100,000 100,000 $ 100,000 $ -
642 B/M/SP 2010 RZEDB Bond Reserve (9839) B-M-SP 716,830 N $ - $ - $ - 644 2015 TE Bonds Debt Service (9826) Multiple 34,438,250 N $ 1,125,500 562,750 $ 562,750 25,498 537,252 $ 562,750 646 2015 Taxable Bonds Debt Service (9825) Multiple 42,069,610 N $ 4,936,347 1,127,500 1,908,046 $ 3,035,546 34,401 1,866,400 $ 1,900,801 647 2015 Bond Administration (9708) Multiple 109,500 N $ 4,675 4,675 $ 4,675 $ - 648 Bank Fees for Refinanced Bonds Administration
(9708)
Multiple 15,000 N $ 3,308 3,308 $ 3,308 $ -
650 2018 TE Bonds Debt Service (9845) Multiple 14,471,500 N $ 4,473,750 1,400,000 1,713,125 $ 3,113,125 11,211 1,349,414 $ 1,360,625 651 2018 Taxable Bonds Debt Service (9844) Multiple 42,435,600 N $ 1,171,400 585,700 $ 585,700 33,299 552,401 $ 585,700 652 2018 T & TE Bond Bonds Administration; Bank &
Bonds Payment (9708)
Multiple 97,000 N $ 4,675 4,675 $ 4,675 $ -

A B C D E G H I
Reserve Balance Other RPTTF
Bonds issued on
or before
12/31/10
Bonds issued on
or after
01/01/11
Prior ROPS RPTTF and
Reserve Balances retained
for future period(s)
Rent,
grants,
interest, etc.

Non-Admin
and
Admin
1 Beginning Available Cash Balance (Actual 07/01/23)
2,456,384 604,641 10,526,622 1,587,917 10,352,810
2 Revenue/Income (Actual 06/30/24)
RPTTF amounts should tie to the ROPS 23-24 total distribution from the County Auditor-Controller
827,133 81,600 - 1,681,213 26,667,202
3 Expenditures for ROPS 23-24 Enforceable Obligations
(Actual 06/30/23)
510,534 - 10,526,622 1,521,223 11,240,988
4 Retention of Available Cash Balance (Actual 06/30/24) RPTTF amount retained should only include the amounts distributed as reserve for future period(s)
1,366,716 555,759 - - 10,752,800
5 ROPS 23-24 RPTTF Balances Remaining
RPTTF amount should tie to the Agency's ROPS 22-23 PPA form submitted to the CAC No entry required
5,095,444
6 Ending Actual Available Cash Balance (06/30/24)
C to G = (1 + 2 - 3 - 4), H = (1 + 2 - 3 - 4 + 5)
$ 1,406,267 $ 130,482 $ - $ 1,747,907 $ 9,930,780
Oakland Recognized Obligation Payment Schedule (ROPS 26-27) - Report of Cash Balances July 1, 2023 through June 30, 2024
(Report Amounts in Whole Dollars)
Pursuant to Health and Safety Code section 34177 (l), Redevelopment Property Tax Trust Fund (RPTTF) may be listed as a source of payment on the ROPS, but only to the extent no other funding source is available or when payment from property tax revenues is required by an enforceable obligation. For tips on how to complete the Report of Cash Balances Form, see Cash Balance Tips Sheet Fund Sources
Comments
Bond Proceeds
ROPS 23-24 Cash Balances
(07/01/23 - 06/30/24)

Item # Note Description
5 6
14 Per 34171(b); This is a statutory requirement that has no agreement with specified start or termination dates. Many of these obligations are dependent on other obligations; i.e. project and administrative staff and other operating costs are needed to manage all of the Agency's obligations until they are all concluded, or property is required to be remediated and maintained until it is sold or otherwise transferred; with various terms.
17 In order to conform to the bond indenture, all of the full year of debt service is requested during the January 2nd RPTTF distribution.

Amounts not needed for the March 1st debt service payment will be held in reserve for the September 1st debt service payment. 18 Federal Recovery Zone Subsidy is not guaranteed, so RPTTF request to cover full debt service payment. In order to conform to the bond indenture, all of the full year of debt service is requested during the January 2nd RPTTF distribution. Amounts not needed for the March 1st debt service payment will be held in reserve for the September 1st debt service payment. 20 Bond Legal Requirement
23 24
54 Per 34171(b); This is a statutory requirement that has no agreement with specified start or termination dates. Many of these obligations are dependent on other obligations; i.e. project and administrative staff and other operating costs are needed to manage all of the Agency's obligations until they are all concluded, or property is required to be remediated and maintained until it is sold or otherwise transferred; with various terms.
60 Venue Security Deposit Reimbursement
61 Venue Security Deposit Reimbursement
74 Bank and Bond Administrative Fees
84 Monitoring and enforcement of developer post-construction obligations must be performed for the life of the Redevelopment Plan for the Project Area. The Agency may be required to 1) modify agreements; 2) provide evidence that there are no defaults on the project when there is refinancing; or 3) monitor profit sharing or other provisions of the agreement. In addition, several of the post- construction obligations, such as nondiscrimination provisions included in the agreements, are effective in perpetuity. Obligation amount not known.

Garage revenue used to pay HOA fees. Maintain until property is sold. 90 Monitoring and enforcement of developer post-construction obligations must be performed for the life of the Redevelopment Plan for the Project Area. The Agency may be required to 1) modify agreements; 2) provide evidence that there are no defaults on the project when there is refinancing; or 3) monitor profit sharing or other provisions of the agreement. In addition, several of the post- construction obligations, such as nondiscrimination provisions included in the agreements, are effective in perpetuity. Obligation amount not known. 92 Monitoring and enforcement of developer post-construction obligations must be performed for the life of the Redevelopment Plan for the Project Area. The Agency may be required to 1) modify agreements; 2) provide evidence that there are no defaults on the project when there is refinancing; or 3) monitor profit sharing or other provisions of the agreement. In addition, several of the post- construction obligations, such as nondiscrimination provisions included in the agreements, are effective in perpetuity. Obligation amount not known. 93 Monitoring and enforcement of developer post-construction obligations must be performed for the life of the Redevelopment Plan for the Project Area. The Agency may be required to 1) modify agreements; 2) provide evidence that there are no defaults on the project when there is refinancing; or 3) monitor profit sharing or other provisions of the agreement. In addition, several of the post- construction obligations, such as nondiscrimination provisions included in the agreements, are effective in perpetuity. Obligation amount not known. 94 Monitoring and enforcement of developer post-construction obligations must be performed for the life of the Redevelopment Plan for the Project Area. The Agency may be required to 1) modify agreements; 2) provide evidence that there are no defaults on the project when there is refinancing; or 3) monitor profit sharing or other provisions of the agreement. In addition, several of the post- construction obligations, such as nondiscrimination provisions included in the agreements, are effective in perpetuity; other source is developer fee. 96 Monitoring and enforcement of developer post-construction obligations must be performed for the life of the Redevelopment Plan for the Project Area. The Agency may be required to 1) modify agreements; 2) provide evidence that there are no defaults on the project when there is refinancing; or 3) monitor profit sharing or other provisions of the agreement. In addition, several of the post- construction obligations, such as nondiscrimination provisions included in the agreements, are effective in perpetuity. Contract date unknown; Obligation amount not known.
105 Obligation to remain until property is sold.

Oakland Recognized Obligation Payment Schedule (ROPS 26-27) - Notes July 1, 2026 through June 30, 2027

Item # Note Description
Oakland Recognized Obligation Payment Schedule (ROPS 26-27) - Notes July 1, 2026 through June 30, 2027
200 In order to conform to the bond indenture, all of the full year of debt service is requested during the January 2nd RPTTF distribution.

Amounts not needed for the March 1st debt service payment will be held in reserve for the September 1st debt service payment. 202
204
246 In order to conform to the bond indenture, all of the full year of debt service is requested during the January 2nd RPTTF distribution.

Amounts not needed for the March 1st debt service payment will be held in reserve for the September 1st debt service payment. 250
383 This is a statutory requirement that has no agreement with specified start or termination dates. Many of these obligations are dependent on other obligations; i.e. project and administrative staff and other operating costs are needed to manage all of the Agency's obligations until they are all concluded, or property is required to be remediated and maintained until it is sold or otherwise transferred; with various terms.

Retain until all Low-Mod Items are retired.
635 Future excess bond proceeds to be transferred to the City per the Bond Expenditure Agreement approved by OB and DOF and executed Nov 8, 2013.
636 Future excess bond proceeds to be transferred to the City per the Bond Expenditure Agreement approved by OB and DOF and executed Nov 8, 2013.
637 Future excess bond proceeds to be transferred to the City per the Bond Expenditure Agreement approved by OB and DOF and executed Nov 8, 2013.
638 Future excess bond proceeds to be transferred to the City per the Bond Expenditure Agreement approved by OB and DOF and executed Nov 8, 2013.
639 Future excess bond proceeds to be transferred to the City per the Bond Expenditure Agreement approved by OB and DOF and executed Nov 8, 2013.
642 Existing reserve amounts required per bond covenants. 644 2015 Bonds refund 2006 TE bonds (partial for Coliseum), plus Housing Taxable for savings. 646
647
648
649
650
651
652

ORSA TERMINATION PLAN
9/16/2026 23
ATTACHMENT B - ROPS 2017-18
11 Pages
1 2
3 4
5 6
7 8
9 10
11 ORSA TERMINATION PLAN
9/16/2026 35
ATTACHMENT C - Listing Of Notes And Loans Receivable By Fund 1 Page
Loan Type Termination
Plan Section
Fund Customer Name Outstanding
Amount On
Books
Net Funds
Pledged to
Taxing Entities
Transfer to
City
Write Off
Active Loan C.1.a. 9710 Swans Market Place 1,150,000.00 1,150,000.00 Active Loan C.1.b. 9711 FRIENDS OF THE OAKLAND FOX, INC. 1,300,000.00 1,300,000.00 Active Loan C.1.c. 9750 EASTSIDE ARTS AND HOUSING 249,000.00 249,000.00 Housing C.2.a. 9733 MACARTHUR TRANSIT COMMUNITY PARTNERS 820,000.00 820,000.00 Housing C.2.b. 9791 SLIM JENKINS COURT & ASSOC. 113,869.20 113,869.20 Housing C.2.c. 9791 BRIDGE WEST OAKLAND HOUSING 1,043,157.81 1,043,157.81 Housing C.2.d. 9709 CHDC OF NORTH RICHMOND - Jame Lee Court 35,000.00 35,000.00 Housing C.2.e. 9790 EBALDC - COLISEUM GARDENS 220,330.00 220,330.00 Bad Debt C.3.a. 9750 THE NACHO SPOT 67,000.00 67,000.00 Bad Debt C.3.b. 9750 CELESTE ENTERPRISES INC 17,200.00 17,200.00 Bad Debt C.3.c. 9750 UNI OAKLAND CO. LLC 159,623.61 159,623.61 Bad Debt C.3.d. 9711 ROCSIL'S SHOE CO., INC 17,422.06 17,422.06 Bad Debt C.3.e. 9711 BEYENE TESFAYE - Shashamane Restaurant 49,253.96 49,253.96 Bad Debt C.3.f. 9711 PICAN OAKLAND RESTAURANT LLC 27,791.45 27,791.45 Bad Debt C.3.g. 9791 JACK LONDON GATEWAY ASSOC., LLC 419,286.07 419,286.07 Bad Debt C.3.h. 9710 Various - FROM MEMO FUND (DOUBTFUL ACCOUNTS) 1,604,701.70 1,604,701.70 Bad Debt C.3.i. 9714 WFGP LLC 92,321.21 92,321.21
7,385,957.07 2,699,000.00 2,232,357.01 2,454,600.06
Attachment C
Listing Of Notes And Loans Receivable By Fund for Fiscal Year 2025 1 ORSA TERMINATION PLAN
9/16/2026 37
ATTACHMENT D - Long Range Property Management Plan, Section D Property Proposed For Sale by ORSA
17 Pages

FIRST REVISED

OAKLAND REDEVELOPMENT SUCCESSOR AGENCY

LONG RANGE PROPERTY MANAGEMENT PLAN
Approved by ORSA Board: May 20, 2014
Approved by Oakland Oversight Board: May 22, 2014
Approved by California Department of Finance: May 29, 2014 Per the revised legislation dissolving redevelopment agencies, Assembly Bill 1484 (“AB 1484”) enacted on June 27, 2012, successor agencies are given certain powers after they obtain a finding of completion from the California Department of Finance. Among them, successor agencies are required to prepare and submit a long-range property management plan addressing the disposition and use of real properties formerly owned by the dissolved redevelopment agency.

AB 1484 provides that the long- range property management plan once approved will govern the future disposition and use of these properties and will supersede all other provisions in the law relating to the use or disposition of former redevelopment agency property.

The Oakland Redevelopment Successor Agency (“ORSA”) has prepared the following longrange property management plan (the “Property Management Plan” or “Plan”). The Property Management Plan divides the properties formerly owned by the Redevelopment Agency of the City of Oakland into four categories: 1) properties retained for governmental use; 2) properties retained to fulfill an enforceable obligation; 3) properties retained for future development; and 4) properties to be sold by ORSA.

Note that there are several properties formerly owned by the Redevelopment Agency that are not included in this Plan, including:

Seven properties were deemed housing assets that were transferred to the City as housing successor, per Health and Safety Code Section 34176(a)(1). These transfers were approved by the OOB on July 16, 2012 (OOB Resolution No. 2012-07) and the California Department of Finance on August 31, 2012.

Nine parcels on the former Oakland Army Base that are the subject of a separate longrange property management plan that was approved per the August 22, 2013 letter from the Department of Finance.

Eight parcels that were sold by the City to the Redevelopment Agency prior to dissolution, that were ordered returned to the City by the State Controller per Health and Safety Code Section 34167.5.

Nine street or park governmental use parcels that were transferred to the City to remain as City-owned public infrastructure. These transfers were approved by the Oakland 1 ORSA - Long Range Property Management Plan Page 2
Oversight Board, Resolution No. 2013-09 dated April 15, 2013, and are pending review by the California Department of Finance.

ORSA staff has prepared a detailed inventory and property descriptions for the other 36 properties (comprising 88 individual parcels) divided into the following four categories, see the attached Property Management Plan - Property List for details:

There are six parcels assembled into four properties in the category of governmental use.

They include: a street right-of-way parcel, the Amtrak Station near the Oakland Coliseum, the entry to the 12th Street BART station, and a right-of-way/open space parcel at Leona Creek in East Oakland. Please note that several properties listed in other categories can also be considered governmental use properties, including the Fox Theater (listed as an enforceable obligation property, although it used as a public charter school and a cultural center), the UCOP, Telegraph Plaza and City Center West Public Garages (listed as future development sites, although they provides parking to governmental employees and the general public) and the Franklin 88 Garage (listed as a sale property, although it provides parking to the general public).

There are three parcels assembled into two properties in the category of properties needed to fulfill an enforceable obligation. They include the parcels encumbered by the Sears Disposition and Development Agreement and the Fox Theater Disposition and Development Agreement.

There are 67 parcels clustered into 25 development sites in the category of future development properties. This includes seven sites in the Central City East project area, ten sites in the Central District project area, six sites in the Coliseum project area, one site in the Oak Knoll project area and one site in both the Coliseum and Central City East project areas. The Amtrak Station, included in the governmental use category, is also a potential future development site as well.

Finally, there are 12 parcels clustered into five properties in the category of sale properties. They include both developable or otherwise useable sites with market value and small remainder sites that have little or no value.

The Plan includes all of the detailed information required for the properties under Health and Safety Code Section 34191.5(c).
2 Long Range Property Management Plan - Property List
Parcel Number Size SqFt
1 Sunshine Court SUNSHINE COURT Central City East 040-3319-025 3,010 TB2 Amtrak Station 73RD AVE 73RD AVE Coliseum 041-3901-007-03 041-3901-007-05 37,766 TB 3 13th Street BART Entry 1327 BROADWAY 12TH ST Central District 002-0097-045 002-0099-004 19,378 N/A 4 Leona Creek Right-of-Way Leona Creek Dr Coliseum 041-4212-001 9,951 N/A 70,105
1 Sears parcels 490 TOMAS L BERKELEY WAY 2016 TELEGRAPH Central District 008-0649-009 008-0649-010 10,766 TEB-TB 2 Fox Theater 521 19TH STREET Central District 008-0642-016 64,697 TEB 75,463
1 1800 San Pablo Avenue 521 19TH STREET (1800 San Pablo)Central District 008-0642-018 44,347 TEB-O 2 23rd & Valdez 2315 VALDEZ STREET 2330 WEBSTER STREET Central District 008-0668-004 008-0668-009-07 62,066 TEB-TB 3 City Center Parcel T-5/6 11TH ST Central District
002-0097-038 002-0097-039 002-0097-040
54,515 N/A
4 Uptown Parcel 4 1911 TELEGRAPH AVENUE Central District 008-0716-058 45,121 TEB-TB-O 5 Telegraph Plaza Garage 2100 TELEGRAPH AVENUE Central District 008-0648-016-03 72,398 TB6 Foothill & Seminary 5859 FOOTHILL BLVD 2521 SEMINARY AVENUE 2529 SEMINARY AVENUE 5844 BANCROFT 5803 FOOTHILL BLVD 5805 FOOTHILL BLVD FOOTHILL BLVD 5833 FOOTHILL BLVD 5835 FOOTHILL BLVD 5847 FOOTHILL BLVD 5851 FOOTHILL BLVD Central City East
038-3182-001 038-3182-002 038-3182-003 038-3182-005 038-3182-020 038-3182-021 038-3182-022 038-3182-023 038-3182-024 038-3182-025 038-3182-026 73,346 TB
7 73rd & Foothill 73rd AVE & FOOTHILL BLVD Central City East 039-3291-020 53,143 TB Property Address Project Area Source of Funds*
A. PROPERTY HELD IN RETENTION FOR GOVERNMENT USE
Area Subtotal - Property Held in Retention for Government Use Property Description
B. PROPERTY HELD TO FULFILL AN ENFORCEABLE OBLIGATION
Area Subtotal - Property Held to fulfill an Enforceable Obligation C. PROPERTY HELD IN RETENTION FOR FUTURE DEVELOPMENT

3 Long Range Property Management Plan - Property List
Parcel Number Size SqFt Property Address Project Area Source of Funds* Property Description 8 36th & Foothill
3614 Foothill Blvd. 3600 FOOTHILL BLVD 3566 FOOTHILL BLVD 3550 Foothill Blvd Central City East
032-2084-050 032-2084-051 032-2115-037-01 032-2115-038-01 34,164 TB
9 10451 MacArthur 10451 MACARTHUR BLVD Central City East 047-5576-007-3 23,000 TB 10 27th & Foothill 2777 FOOTHILL BLVD 2759 FOOTHILL BLVD Central City East 025-0733-008-02 025-0733-008-03 22,581 TB11 Former Melrose Ford site 3050 INTERNATIONAL BLVD DERBY STREET Coliseum & Central City East 025-0719-007-01 025-0720-002-01 32,500 TB12 66th & San Leandro 905 66TH AVE Coliseum 041-4056-004-04 274,428 TB13 Clara & Edes 9418 EDES AVE 606 CLARA ST Coliseum 044-5014-005 044-5014-006-03 26,311 TB14 Hill Elmhurst 9409 International Blvd 9415 International Blvd 1361 95th Avenue 9423 International Blvd 9431 International Blvd 9437 International Blvd 95th Avenue Coliseum
044-4967-002 044-4967-003 044-4967-004-02 044-4967-004-03 044-4967-005 044-4967-007-01 044-4967-009 28,802 TB
15 Fruitvale Transit Village Phase II
E. 12TH STREET E. 12TH STREET 3229 SAN LEANDRO STREET 3301 SAN LEANDRO STREET Coliseum
033-2177-021 033-2197-019 033-2186-003-01 033-2187-003-01 173,579 TB
16 Coliseum City
796 66TH AVE 6775 (7001) Oakport Street 711 71st Avenue 7001 Snell Street 73RD AVENUE 728 73RD AVENUE 710 73RD AVENUE 633 HEGENBERGER RD 8000 SOUTH COLISEUM WAY 66TH AVE EDGEWATER DR EDGEWATER DR Coliseum
041-3901-004 041-3902-021 041-4170-001-02 041-4170-005-04 041-4173-001-03 041-4173-002-02 041-4173-003-06 042-4328-001-16 042-4328-001-24 041-3901-010 041-3902-013-05 041-3902-013-06 1,504,670 TB-NA
17 Oak Knoll BARCELONA STREET Oak Knoll 048-6870-002 205,337 O18 Oakland Ice Center 540 17TH STREET Central District 008-0641-008-05 70,567 TEB

4 Long Range Property Management Plan - Property List
Parcel Number Size SqFt Property Address Project Area Source of Funds* Property Description 19 City Center West Public Garage 1260 M L KING JR WAY M L KING JR WAY Central District 002-0027-006-03 002-0027-006-05 78,243 TB20 Forest City-Uptown Residential 1911 TELEGRAPH AVENUE Central District 008-0716-052008-0716-054008-0716-056
205,346 TEB-TB-O
21 Rotunda Garage remainder 524 16TH STREET Central District 008-0620-009-03 6,697 TEB 22 UCOP Garage 1111 FRANKLIN Central District 002-0051-013-01 0 TEB 23 8280 MacArthur 8280 MacArthur Blvd. Central City East 043A-4644-026 6,720 TB 24 8296 MacArthur 8296 MACARTHUR BLVD Central City East 043A-4644-028 6,000 TB 25 73rd & International 7318 INTERNATIONAL BLVD Coliseum 040-3317-032 5,435 TB 2,730,308
1 Franklin 88 Parking Garage 9TH ST Central District 002-0101-001 13,406 O 2 822 Washington 822 WASHINGTON STREET Central District 001-0201-010 7,580 NA3 8th & Filbert 8TH STREET West Oakland 004-0007-001-01 9,385 NA 4 1606 & 1608 Chestnut Street 1606 CHESTNUT STREET 1608 CHESTNUT STREET Oak Center 005-0387-014 005-0387-015 3,018 NA 5 Oak Center Remainder Parcels
1333 ADELINE STREET14TH STREETMAGNOLIA STREETUNION STREETMARKET STMYRTLE ST14TH STREET Oak Center
004-0035-003-02004-0035-002-07004-0035-001-02004-0037-031-02003-0049-001-12005-0383-002-02005-0383-014-03 3,654 NA
37,043
36 Area Total All Sites 2,837,451
* Source of Funds: Taxable Bonds ("TB"), Tax Exempt Bonds ("TEB"), Tax Increment ("TI") & Other ("O").

Area Subtotal - Property held in Retention for Future Development D. PROPERTY PROPOSED FOR SALE
Area Subtotal - Property held for Sale

5 ORSA - Long Range Property Management Plan Page 124
D.1. Franklin 88 Parking Garage
The Franklin 88 Parking Garage (APN: 002-0096-004) is located at 901 Franklin Street in the Chinatown Activity Area of the Central District Redevelopment Project Area. The garage is part of a mixed-use project (the “Project”), which consists of 88 units of market rate for-sale housing, 5,800 square feet of retail space and 224 parking spaces. The Franklin 88 Parking Garage is a condominium within the Project’s 224-space garage and consists of 135 public parking spaces on three levels.
(A) The date of the acquisition of the property and the value of the property at that time, and an estimate of the current value of the property.

In November 2002, the Redevelopment Agency sold a surface parking lot at the northwest corner of Franklin and 9th Streets to SNK 9th & Franklin LLC (“SNK”) for development of a six-story, 88-unit luxury condominium development, ground floor commercial condominium units and related parking. Under the terms of a Disposition and Development Agreement, SNK was required to construct a 224-space garage in the basement, a portion of the ground floor, and the second level of the building. SNK was also obligated to sell the Agency a condominium interest in the basement and ground levels, and a portion of the second level of the garage. On November 10, 2004, the Agency purchased the condominium consisting of a 135-space garage for $2,818,000. The remainder of the garage’s second level, containing unreserved parking spaces, was sold by SNK to purchasers of the residential condominiums. (B) The purpose for which the property was acquired.

The Agency acquired the garage to replace parking at a surface public parking lot that was located on the site before the Agency sold the property to SNK for development. The surface parking lot provided short-term public parking in support of businesses in the Chinatown Activity Area. The adjacent Courtyard Hotel by Marriott hotel also had a parking license for the lot for up to 67 cars at market rates for a term of 37 years with an option to extend the term by another 28 years. This license was transferred to the property, and now encumbers the Franklin 88 Garage.
(C) Parcel data, including address, lot size, and current zoning in the former agency redevelopment plan or specific, community, or general plan.

The property address is 901 Franklin Street. The property consists of a condominium located in the basement, ground level, and a portion of the second level of the Franklin 88 building with 135 parking spaces. The total area of the condominium is 31,171 square feet. The General Plan designation is Central Business District and the zoning is CBD-P/CH: Central Business District Pedestrian Retail Commercial Zone/CH Combining Zone. The intent of the CBD-P zone is to create, maintain, and enhance areas of the Central Business District for ground-level, pedestrianoriented, active storefront uses. Upper story spaces are intended to be available for a wide range of office and residential activities. The CH combining zone allows for expanded commercial uses in the core of the Chinatown commercial area which is located within the boundaries of the Lake Merritt Station Special Plan Area. When a base zone such as CBD-P is combined with the 6 ORSA - Long Range Property Management Plan Page 125
CH combining zone, the permitted uses of the combining zone supersede the base zone. The redevelopment plan for the area reinforces the General Plan and designates the area as the Uptown Activity Area.
(D) An estimate of the current value of the parcel including, if available, any appraisal information.

There is no appraisal estimating the current value of the property. Based on the recent net annual revenue of $39,600 and dividing by a 7% capitalization rate, the estimated current value of the property is $565,714.
(E) An estimate of any lease, rental, or any other revenues generated by the property, and a description of the contractual requirements for the disposition of those funds.

The Franklin 88 Garage is managed by Pacific Park Management (PPM), which operates the facility as a valet parking garage due to the use of parking lifts and tandem parking spaces. PPM also operates the residential parking component of the Franklin 88 project. During weekdays PPM may use those residential parking spaces not used by residents for public parking. PPM pays a fee in the amount of $3,300 per month as rent. In addition, PPM has to remit 10 percent of all revenues in excess of $237,000 but not to exceed $275,000 to the City, and 20 percent of all revenue in excess of $275,000. Since the City is a member of the building owner association that includes the residential owners and owner of the commercial condominium, it remits monthly association fees of $2,302, while the remaining monthly balance of $998 is used to pay expenses and improvements to the City’s parking garages citywide, electric power for the City’s traffic signals, as well as supporting staff in PWA, Traffic Engineering and other City departments.
(F) The history of environmental contamination, including designation as a brownfield site, any related environmental studies, and history of any remediation efforts.

The Agency received a “no further action” letter dated April 13, 2000, from the Alameda County Health Care Services Agency-Environmental Health Services Division with respect to known residual contamination of hazardous materials known to be present in the soil and groundwater underneath the property. During excavation for the Project, the developer removed and disposed of 4,700 cubic yards of superficial soils that were contaminated with lead. At this time, no additional remediation is required as the building is completed. (G) A description of the property’s potential for transit-oriented development and the advancement of the planning objectives of the successor agency.

The Franklin 88 Mixed-use Project is transportation-oriented development. The building is close to the 12th Street Downtown BART station which serves the Richmond/Daly CityMillbrae, Fremont/Richmond, and Pittsburg/Bay Point-San Francisco Airport/Millbrae lines. AC Transit routes that serve the area include the 1 and 1R lines. 7 ORSA - Long Range Property Management Plan Page 126
(H) A brief history of previous development proposals and activity, including the rental or lease of property.

The property was developed as part of the Franklin 88 Mixed-use Project pursuant to the terms of a Disposition and Development Agreement between the Redevelopment Agency and SNK. At this time, the property consists of a fully operational public parking garage, and there are no plans to redevelop or lease the property.
(I) The use or disposition of the property.

The property will be marketed and sold by ORSA for maximum value. 8 ORSA - Long Range Property Management Plan Page 127
D.2. 822 Washington Street
This property is commonly called the “8th and Washington lot.” It is a City-owned property located in the heart of the Old Oakland District in Oakland, California. It is located on a portion of the block bounded by 8th Street, 9th Street, Broadway and Washington Street. More specifically, the site is in the middle of the block on Washington Street, between 8th Street and 9th Street. The property is currently used for surface parking and is part of a larger surface parking lot.
(A) The date of the acquisition of the property and the value of the property at that time, and an estimate of the current value of the property.

The Redevelopment Agency acquired this parcel on December 16, 1985, for a price of $360,240.

The property was transferred to the City by the Redevelopment Agency on January 31, 2012, pursuant to a Purchase and Sale Agreement between the City and the Redevelopment Agency entered into on March 3, 2011.
(B) The purpose for which the property was acquired.

The property was acquired to facilitate new construction in Old Oakland. However, the property owner of all parcels surrounding the property, Peter Sullivan and Associates, has not yet decided to develop his land and acquire the property from the Agency for that purpose. (C) Parcel data, including address, lot size, and current zoning in the former agency redevelopment plan or specific, community, or general plan.

The property address is 822 Washington Street and its parcel number is 001-0201-010-00.

According to the Alameda County records, this parcel is 0.17 acres or 7,580 square feet in size.

The General Plan designation is Central Business District and the Zoning is CBD-P/S-7 Central Business District Pedestrian Retail Commercial Zone combined with the Preservation Zone. The intent of the CBD-P zone is to create, maintain, and enhance areas of the Central Business District for ground-level, pedestrian-oriented, active storefront uses. Upper story spaces are intended to be for a wide range of office and residential activities. The zoning of CBD also intends to:

7. Encourage, support, and enhance the Central Business District as a high density, mixed use urban center of regional importance and a primary hub for business, communications, office, government, urban residential activities, technology, retail, entertainment, and transportation.

8. Encourage, support, and enhance a mix of large-scale offices, commercial, urban highrise residential, institutional, open space, cultural, educational, arts, entertainment, services, community facilities, and visitor uses.
9 ORSA - Long Range Property Management Plan Page 128

9. Enhance the skyline and encourage well-designed, visually interesting, and varied buildings.

10. Encourage and enhance a pedestrian-oriented streetscape.

11. Encourage vital retail nodes that provide services, restaurants, and shopping opportunities for employees, residents, and visitors.

12. Preserve and enhance distinct neighborhoods in the Central Business District.

The redevelopment plan for the area reinforces the General Plan and designates the area as the Victorian Row/Old Oakland Activity Area. Project objectives for this area include preserving historical and architectural facades and the creation of appropriate mix of office, retail, and related commercial activities that cater to pedestrian interest at the ground floor level. (D) An estimate of the current value of the parcel including, if available, any appraisal information.

The most current appraisal was dated January, 31, 2006 and was prepared by the City of Oakland’s Real Estate Division. Under the appraisal, the site had an estimated range of value from $1,096,000 or $145 per square foot to $1,323,000 or $175 per square foot. Previous appraisals were also conducted in 2002, 2003, and 2005. The current value of the property is likely between $70 and $90 per square foot or about $600,000. (E) An estimate of any lease, rental, or any other revenues generated by the property, and a description of the contractual requirements for the disposition of those funds.

The property is currently a surface parking lot leased out to Peter Sullivan and Associates (“PSA”). PSA subleases the lot to a parking operator. The Agency receives $2,400 per month for the lease.
(F) The history of environmental contamination, including designation as a brownfield site, any related environmental studies, and history of any remediation efforts.

There is no information about any environmental contamination present on the site. (G) A description of the property’s potential for transit-oriented development and the advancement of the planning objectives of the successor agency.

Located in the heart of Old Oakland, next to Broadway, this site is served by both Bay Area Regional Transit (BART 12th Street – City Center Station) and Alameda/Contra Costa (AC) Transit. The Broadway Shuttle also runs along Broadway, serving as a connection from the Valdez-Triangle area, through the Uptown District, City Center, Chinatown, Old Oakland, to Jack London. BART routes that serve the Project area include the Richmond/Daly CityMillbrae, Fremont/Richmond, and Pittsburg/Bay Point-San Francisco Airport/Millbrae lines. AC Transit routes that serve the area include the 11, 20, 31, 51A, 58L, 62, 72, 72M, 72R, 611, 651, 851, BSD, and BSN lines.
10 ORSA - Long Range Property Management Plan Page 129
The parcel is zoned for retail commercial use. It is also an ideal site for transit-oriented development. Development of this parcel will add potential housing supply or commercial variety to this existing community.
(H) A brief history of previous development proposals and activity, including the rental or lease of property.

The Agency and Peter Sullivan and Associates were in discussions in 2006 about the sale of the property but could not agree on a sale price. Since then, the property has been leased to Peter Sullivan and Associates for the purpose of operating a surface parking lot on the property. (I) The use or disposition of the property.

The property will be marketed and sold by ORSA for maximum value. 11 ORSA - Long Range Property Management Plan Page 130
D.3. 8th Street & Filbert Street
This property is located in West Oakland in the Acorn Redevelopment Area. It consists of a single “L” shaped parcel on a level lot which is +/-9,385 square feet. The parcel is located on 8th Street between Filbert Street, 827 Myrtle Street and 980 8th Street. The zoning is RM-1. The parcel has an improved parking lot and landscaping that is used by the proposed buyer for their business. Patrons of the mortuary use the parking lot while attending funeral services.

Prior to November 8, 2006 the mortuary was owned by Williams Acquisition Corporation who leased the abutting “L” shaped property from the Redevelopment Agency. The monthly rent was $3,080. The annual rent was $36,960. The annual rent was based on a 9.7263% rate of return when the “L” shaped lot had a market value of $380,000. On November 9, 2006 Williams Acquisition Corporation sold the mortuary to 5500 Foothill Association, LLC who is the current owner and occupant. Real Estate staff has been trying to negotiate the sale of the “L” shaped lot to 5500 Foothill Association, LLC since they took ownership. If the Agency were to rent the “L” shaped property to 5500 Foothill Association, LLC using the same rate of return and the current market value of $130,000, the monthly rent would be $1,053.68. The annual rent would be $12,644.
(A) Parcel data, date(s) of the acquisition of the property, value of the property at the time of acquisition, estimate of current value of the property.

Acquisition date: 1969
Appraised Value at Acquisition: data not in file
Estimated current value: $130,000
In reviewing the Agency records (many of which for the period in question were destroyed in the Loma Prieta earthquake) and searches for recorded documents, it was not possible to determine the acquisition costs for these properties.
(B) The purpose for which the property was acquired.

This is a small remainder site from the Bayporte assisted ownership housing project which developed 67 detached single family homes. The Agency originally purchased the site in 1969 when the area was first redeveloped as Acorn, an assisted affordable rental housing community.

The neighboring mortuary was built in 1959 and was left in place when the rest of the block was redeveloped. The small strip on both sides of the mortuary was left as a transitional space to be used for parking for the existing mortuary when the rest of the block was redeveloped. (C) Parcel data, including address, lot size, and current zoning in the former agency redevelopment plan or specific, community, or general plan.

Address: 8th Street between Filbert Street, 827 Myrtle Street and 980 8th Street Size: +/-9,385 square feet
Zoned: RM-1
12 ORSA - Long Range Property Management Plan Page 131
Redevelopment Plan: The sale of the property to 5500 Foothill Association, LLC will relieve the Agency of ongoing liability and maintenance costs and will return the property to the tax rolls. Selling this property will maximize the Agency’s economic and non-economic return and reduce future litigation exposure.
(D) An estimate of the current value of the parcel including, if available, any appraisal information.

The estimated current value of the parcel is $130,000. A current appraisal is not available at this time.
(E) An estimate of any lease, rental, or any other revenues generated by the property, and a description of the contractual requirements for the disposition of those funds.

The premises are not leased at this time.
(F) The history of environmental contamination, including designation as a Brownfield site, any related environmental studies, and history of any remediation efforts.

The parcel has had a finished parking lot with approximately 20 spaces for many years.

There are no reports available regarding environmental contamination or remediation efforts. (G) A description of the property’s potential for transit-oriented development and the advancement of the planning objectives of the successor agency.

This parcel is approximate eight blocks from the West Oakland BART Station, but because of its small irregular shape it has little development potential. (H) A brief history of previous development proposals and activity, including the rental or lease of property.

Prior to November 8, 2006 the mortuary was owned by Williams Acquisition Corporation who leased the abutting “L” shaped Property from the Redevelopment Agency. The monthly rent was $3,080. The annual rent was $36,960. The value of the land has since fallen but acquisition of the site is sought by 5500 Foothill Association, LLC the new business owner. The sale of the property to 5500 Foothill Association, LLC is recommended. The Agency has determined that calling for bids on a competitive basis is impractical due to the zoning, small size and irregular shape of the parcel it only has significant value to the abutting property owner. (I) The use or disposition of the property.

The property will be marketed and sold by ORSA for maximum value. 13 ORSA - Long Range Property Management Plan Page 132
D.4. 1606 & 1608 Chestnut Street
This property is located in West Oakland in the Oak Center Redevelopment Area. It consists of a two small parcels on a level lots which combined are 3,018 square feet. These are remainders from prior redevelopment scattered site project and are vacant. (A) Parcel data, date(s) of the acquisition of the property, value of the property at the time of acquisition, estimate of current value of the property.  Acquisition date: 1971 and 1972
 Appraised Value at Acquisition: data not available
 Estimated current value: data not available
In reviewing the Agency records (many of which for the period in question were destroyed in the Loma Prieta earthquake) and searches for recorded documents, it was not possible to determine the acquisition costs for these properties.
(B) The purpose for which the property was acquired.

These were part of residential development projects, most of which took place over 30 years ago. These are remainder sites from this early development. (C) Parcel data, including address, lot size, and current zoning in the former agency redevelopment plan or specific, community, or general plan.

Address: 1606 & 1608 Chestnut Street
Size: 3,000 sq ft total (1,500 per lot)
The parcels are small and would only be considered a developable site if combined together..

Under the Oak Center Urban Renewal Plan all of the parcels are designated for residential re-use.

They are classified as Mixed Housing Type Residential in the General Plan, which is intended to create, maintain, and enhance residential areas typically located near the City of Oakland’s major arterials and characterized by a mix of single family homes, duplexes, townhouses, small multiunit buildings, and neighborhood businesses where appropriate. Their zoning is RM-2 Mixed Housing Type Residential Zone – 2
(D) An estimate of the current value of the parcel including, if available, any appraisal information.

A current appraisal is not available at this time. Combined, the two parcels may be developable as a single family home. The estimated current value is $75,000, $25.00 per square foot.
14 ORSA - Long Range Property Management Plan Page 133
(E) An estimate of any lease, rental, or any other revenues generated by the property, and a description of the contractual requirements for the disposition of those funds.

ORSA is not leasing the parcels.
(F) The history of environmental contamination, including designation as a Brownfield site, any related environmental studies, and history of any remediation efforts.

There was no information for these sites. The environmental issues may have been studied as part of the earlier project, at least to the extent required by state and federal laws at the time, but the records for this work are not available.
(G) A description of the property’s potential for transit-oriented development and the advancement of the planning objectives of the successor agency Although the site is less than a mile from two BART Stations and near two bus lines, it does not have the capacity for more than two residential units. As such, it has little opportunity potential for transit-oriented development or the advancement of the planning objectives of the successor agency.
(H) A brief history of previous development proposals and activity, including the rental or lease of property.

The area had a focus of infill residential development. There were numerous residential rehabilitation and small infill projects as well as a few larger residential developments. (I) The use or disposition of the property.

The property will be marketed and sold by ORSA for maximum value. 15 ORSA - Long Range Property Management Plan Page 134
D.5. Oak Center Remainder Parcels
There are seven remainder parcels from old projects in the Oak Center Redevelopment Area.

These parcels are small – 109 square feet to 1,250 square feet – irregular and in several cases land locked. There are therefore undevelopable and have little to no value. ORSA proposes to transfer these sites to neighboring property owners at no cost. There will be staff costs, part of the current budgets approved for early FY 2013-14, and some costs to record the sales. (A) The date of the acquisition of the property and the value of the property at that time, and an estimate of the current value of the property.

Most of the properties were acquired in the late 1960’s or early 1970’s or the date of purchased is not recorded. The properties were purchased as part of larger sites that were subsequently sold and developed. The value for these sites was booked with the larger parcels and the remainder parcels have carried no value on the Redevelopment Agency books. In reviewing the Agency’s records (many of which for the period in question were destroyed in the Loma Prieta earthquake) and searches for recorded documents, it was not possible to determine the acquisition costs for these properties.
(B) The purpose for which the property was acquired.

These are remainders from larger sites that were purchased for the 14th Street widening project and for development projects, including Oak Center Homes scattered sites and Oak Center Tower. The projects were completed but small remainder sites stayed with the Redevelopment Agency.
(C) Parcel data, including address, lot size, and current zoning in the former agency redevelopment plan or specific, community, or general plan.

The parcels are small, irregular, and often narrow and land locked. Under the Oak Center Urban Renewal Plan all of the parcels are designated for residential re-use. They are classified as Mixed Housing Type Residential in the General Plan, which is intended to create, maintain, and enhance residential areas typically located near the City of Oakland’s major arterials and characterized by a mix of single family homes, duplexes, townhouses, small multi-unit buildings, and neighborhood businesses where appropriate. They fall into two zoning classifications: RM-2 Mixed Housing Type Residential Zone – 2; and RM-4 Mixed Housing Type Residential Zone -

4. The specific details for the parcels are shown in the following table:

Number Street Parcel Number
Area
(sq ft)
Date of
Purchase Zoning
1 Market Street 003-0049-001-12 109 NA RM-2/S-20
2 Magnolia Street 004-0035-001-02 360 NA RM-2/S-20
3 14th Street 004-0035-002-07 139 NA RM-2/S-20
4 1333 Adeline Street 008-0642-005-02 348 10/10/1969 RM-2/S-20 5 Union Street 004-0035-003-02 1,249 NA RM-2/S-20
6 Myrtle Street 005-0383-002-02 199 5/17/1968 RM-2/S-20 7 14th Street 005-0383-014-03 1,250 NA RM-4/S-20
16 ORSA - Long Range Property Management Plan Page 135
(D) An estimate of the current value of the parcel including, if available, any appraisal information.

Current appraisals are not available but given the size and other limiting factors the sites have little or no value.
(E) An estimate of any lease, rental, or any other revenues generated by the property, and a description of the contractual requirements for the disposition of those funds.

There is no current revenue and given the size and usability of these parcels it is unlikely that has been any revenue since the surrounding projects were completed. (F) The history of environmental contamination, including designation as a Brownfield site, any related environmental studies, and history of any remediation efforts.

There was no information for the remainder sites. The original projects would have looked at the environmental issues to the extent required by state and federal laws at the time. But the records for this work are not available.
(G) A description of the property’s potential for transit-oriented development and the advancement of the planning objectives of the successor agency.

There is no potential for transit-oriented development, or any other development. The sites are too small to be developed.
(H) A brief history of previous development proposals and activity, including the rental or lease of property.

The remainder parcels were part of larger sites that were used to develop a number of projects, including:14th Street widening project; and Oak Center Homes scattered sites and Oak Center Tower development projects.
(I) The use or disposition of the property.

The property will be marketed by ORSA for sale at maximum value. If buyers cannot be found for these properties in the open market, ORSA will try to negotiate sales or transfers to adjacent property owners in order to dispose of the properties and eliminate any future costs and liabilities to ORSA.
17 ORSA TERMINATION PLAN
9/16/2026 55
ATTACHMENT E - Bond Expenditure Agreement
6 Pages

BOND EXPENDITURE AGREEMENT
This Bond Expenditure Agreement (the "Agreement") is entered into effective November 8, 2013, by and between the City of Oakland, a municipal corporation (the "City"), and the Oakland Redevelopment Successor Agency, successor agency to the Redevelopment Agency of the City of Oakland under Health and Safety Code Section 34173 ("ORSA") pursuant to City Council Resolution No. 84516 C.M.S., ORSA Resolution No. 2013-023, and Oakland Oversight Board Resolution No. 2013-15, approved by the California Department of Finance on November 6, 2013.

Recitals
A. ORSA received its Finding of Completion under Health and Safety Code Section 34179.7 from the California Department of Finance on May 29, 2013 B. Health and Safety Code Section 34191.4(c) allows a successor agency that has received a finding of completion to use bond proceeds from bonds issued prior to 2011 for purposes for which the bonds were sold, provides that such proceeds in excess of amounts needed to satisfy approved enforceable obligations shall be expended in a manner consistent with the original bond covenants, and further provides that such expenditures shall constitute "excess bond proceeds obligations" that shall be listed separately on the successor agency's Recognized Obligation Payment Schedule ("ROPS").

C. ORSA has and will have so-called "excess bond proceeds," i.e., pre-2011 tax allocation bond proceeds that are not otherwise obligated for a project or other enforceable obligation. ORSA wishes to use such proceeds for redevelopment purposes consistent with applicable bond covenants.

D. The California Community Redevelopment Law (Health and Safety Code Section 33000, et seq.) provides for a cooperative relationship between cities and their redevelopment agencies, as well as their successor agencies who have assumed the duties and obligations of the former redevelopment agencies. Under Health and Safety Code Section 33220, a city may aid and cooperate in the planning, undertaking, construction, or operation of redevelopment projects.

Health and Safety Code Section 33220(e) specifically authorizes a city to enter into an agreement with its redevelopment agency or any other public entity to further redevelopment purposes.

Health and Safety Code Section 34178 allows a successor agency and its sponsoring city to enter into agreements with the approval of the oversight board.

E. ORSA desires to provide excess bond proceeds to the City to enable the City to use such funds, in a manner consistent with the original bond covenants, to undertake projects and programs that were not previously funded and obligated by ORSA or the City. The City has adopted a spending plan for using such excess bond proceeds ( the "Bond Spending Plan") to advance the City's community development goals while maximizing fiscal and social benefits flowing to the taxing entities from successful development. The City Council has found that the use of excess bond proceeds to fund projects that involve City-owned public buildings, facilities, structures, or other improvements is in accordance with Health and Safety Code Sections 33445, 1 33445.1, and 33679 and other applicable law. The Oakland Oversight Board has determined that the expenditure of excess bond proceeds in accordance with this Agreement will benefit the affected taxing entities, and has approved the execution of this Agreement and the provision of excess bond proceeds to the City for the purposes described herein.

F. In order to facilitate the use of excess bond proceeds consistent with the bond covenants, ORSA and the City have negotiated this Agreement requiring the transfer of current and future excess bond proceeds by ORSA to the City, and the City's use of such proceeds consistent with applicable bond covenants. The parties intend that this Agreement shall constitute an excess bond proceeds obligation within the meaning of Health and Safety Code Section 3419I.4(c)(2)(A) to be paid from excess bond proceeds. With Oversight Board approval, ORSA has listed this Agreement, and the requirement to transfer excess bond proceeds herein, on its Recognized Obligation Payment Schedule ("ROPS") for January through June of 2014 ("ROPS 13-14B") as an obligation to be funded with excess bond proceeds.

NOW, THEREFORE, the parties hereto do mutually agree as follows:

1. RECITALS
The recitals above are an integral part of this Agreement and set forth the intentions of the parties and the premises on which the parties have decided to enter into this Agreement.

2. DEFINITIONS
For purposes of this Agreement, the following terms shall have the indicated meaning:

The "Dissolution Law" means Parts 1.8 and 1.85 of Division 24 of the California Health and Safety Code, commencing with Section 34170, and other statutes governing the dissolution of redevelopment agencies and the wind-down of redevelopment activities. "Bond Proceeds" mean (1) proceeds from tax allocation bonds issued on or before December 31, 2010, (2) rents, sale proceeds and other revenues generated by properties acquired and/or improved with proceeds from tax allocation bonds issued on or before December 31, 2010, (3) interest and principal paid on loans funded by proceeds from tax allocation bonds issued on or before December 31, 2010, and (4) other income or revenues generated from assets acquired or funded with proceeds from tax allocation bonds issued on or before December 31, 2010.
"Excess Bond Proceeds" means Bond Proceeds that are not needed to satisfy Enforceable Obligations approved on a ROPS.
"Enforceable Obligations" mean enforceable obligations, other than Excess Bond Proceeds obligations, as defined under the Dissolution Law.
"Bond Spending Plan" is defined in Recital E.
2 3. ORSA'S OBLIGATIONS
ORSA shall have the following obligations under this Agreement:

3.1. CURRENT EXCESS BOND PROCEEDS. ORSA shall transfer to the City, no later than January 31, 2014, Excess Bond Proceeds currently held by ORSA in an amount not to exceed $93,888,242.

3.2. FUTURE EXCESS BOND PROCEEDS. ORSA shall transfer to the City all future Excess Bond Proceeds held or received by ORSA. Such future Excess Bond Proceeds shall include, without limitation, (1) Bond Proceeds previously obligated to a project or other Enforceable Obligation that become unobligated for any reason, (2) Bond Proceeds that become available in the form of rents, sale proceeds, loan repayments, or other revenues that are generated by properties or other assets acquired and/or improved with Bond Proceeds and that are not otherwise obligated to a project or other Enforceable Obligation, and (3) any other funds held by ORSA that qualify as Excess Bond Proceeds under this Agreement.

The parties intend that payments of future Excess Bond Proceeds be made to the City as soon as possible after such Excess Bond Proceeds become available. The transfer of future Excess Bond Proceeds shall be made pursuant to an approved ROPS within 30 days of the commencement of the relevant ROPS period. ORSA shall be responsible for ensuring that payments of future Excess Bond Proceeds, as such funds become available, are included on the next possible ROPS.

3.3. PROJECTS FUNDED BY EXCESS BOND PROCEEDS. ORSA assigns to the City all responsibilities in relation to the administration of any projects or programs funded by Excess Bond Proceeds. ORSA assigns to the City all contracts entered into by ORSA or the former Redevelopment Agency of the City of Oakland related to activities to be funded by Excess Bond Proceeds, with the exception of those contracts retained by ORSA relating to Enforceable Obligations.

4. CITY'S OBLIGATIONS
The City shall have the following obligations under this Agreement:

4.1. RETENTION OF EXCESS BOND PROCEEDS. The City shall accept, hold, and disburse Excess Bond Proceeds transferred to the City by ORSA under this Agreement, including current Excess Bond Proceeds and future Excess Bond Proceeds. The City shall retain any Excess Bond Proceeds that it receives, such as revenue generated from properties acquired or improved with Excess Bond Proceeds or payments on loans funded from Excess Bond Proceeds, without any obligation to return such funds to ORSA, and shall use such funds for uses consistent with applicable bond covenants.

4.2. USE OF EXCESS BOND PROCEEDS. The City may spend Excess Bond Proceeds received or retained under this Agreement on any project, program, or activity authorized under the Bond Spending Plan. However, the City must spend Excess Bond Proceeds consistent with the original bond covenants applicable to the particular Excess Bond Proceeds, and must comply with all requirements of federal tax law and all applicable requirements of the California 3 Community Redevelopment Law as to the use of such funds. The City shall be solely responsible for ensuring that Excess Bond Proceeds are maintained and spent in accordance with bond covenants and other applicable laws. The City may transfer funds between approved projects, programs and activities, as long as the transfer is within a single project area if applicable bond covenants restrict such funds to a particular project area.

The City shall indemnify and defend ORSA, and its officers and agents, against, and shall hold ORSA, and its officers and agents, harmless from, any claims, causes of action, or liabilities arising from the misuse of Excess Bond Proceeds by the City or the failure of the City to ensure that Excess Bond Proceeds are used in accordance with bond covenants, federal tax law, and the California Community Redevelopment Law.

The City assumes all contracts entered into by ORSA or the former Redevelopment Agency of the City of Oakland related to activities to be funded by Excess Bond Proceeds, with the exception of those contracts retained by ORSA relating to Enforceable Obligations. The City shall perform its obligations hereunder, and under such assumed contracts, in accordance with the applicable provisions of federal, state and local laws, including the obligation to comply with environmental laws such as CEQA, and shall timely complete the work required for each project.

4.3. BOND SPENDING PLAN. The City shall be solely responsible for maintaining and implementing the Bond Spending Plan. The City may amend the Bond Spending Plan as the City deems necessary in its sole discretion. Any amendments to the adopted Bond Spending Plan will consider uses that advance the City's community development goals while maximizing fiscal and social benefits flowing to the taxing entities from successful development. The Bond Spending Plan must also conform to applicable bond covenants and all applicable requirements of federal tax law and the California Community Redevelopment Law. Notwithstanding any contrary provision hereof, unless the City expressly agrees otherwise, the City shall not be obligated to provide funding for any program or project in an amount exceeding the Excess Bond Proceeds provided to the City pursuant to this Agreement.

5. ENTIRE AGREEMENT; WAIVERS; AND AMENDMENTS
5 .1. This Agreement constitutes the entire understanding and agreement of the parties with respect to the transfer and use of Excess Bond Proceeds. This Agreement integrates all of the terms and conditions mentioned herein or incidental hereto, and supersedes all negotiations or previous agreements between the parties with respect to the subject matter of this Agreement.

5.2. This Agreement is intended solely for the benefit of the City and ORSA.

Notwithstanding any reference in this Agreement to persons or entities other than the City and ORSA, there shall be no third party beneficiaries under this Agreement.

5.3. All waivers of the provisions of this Agreement and all amendments to this Agreement must be in writing and signed by the authorized representatives of the parties.

6. SEVERABILITY
If any term, provisions, covenant or condition of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions shall 4 continue in full force and effect unless the rights and obligations of the parties have been materially altered or abridged by such invalidation, voiding or unenforceability. In addition, the parties shall cooperate in good faith in an effort to amend or modify this Agreement in a manner such that the purpose of any invalidated or voided provision, covenant, or condition can be accomplished to the maximum extent legally permissible.

7. DEFAULT
If either party fails to perform or adequately perform an obligation required by this Agreement within thirty (30) calendar days of receiving written notice from the non-defaulting party, the party failing to perform shall be in default hereunder. In the event of default, the nondefaulting party will have all the rights and remedies available to it at law or in equity to enforce the provisions of this contract, including without limitation the right to sue for damages for breach of contract or to seek specific performance. The rights and remedies of the non-defaulting party enumerated in this paragraph are cumulative and shall not limit the non-defaulting party's rights under any other provision of this Agreement, or otherwise waive or deny any right or remedy, at law or in equity, existing as of the date of the Agreement or hereinafter enacted or established, that may be available to the non-defaulting party against the defaulting party.

8. BINDING ON SUCCESSORS
This Agreement shall be binding on and shall inure to the benefit of all successors and assigns of the parties, whether by agreement or operation of law.

9. FURTHER ASSURANCES
Each party agrees to execute, acknowledge and deliver all additional documents and instruments, and to take such other actions as may be reasonably necessary to carry out the intent of this Agreement.
[SIGNATURES ON NEXT PAGE)
5 ...

In witness whereof, the undersigned parties have executed this Bond Expenditure Agreement effective as of the date first above written. "CITY"

THE CITY OF OAKLAND,
a municipal corporation
Appr~_asJ) form an~y:

By:-~===-=// Q __ --+-,~-' -
Deputy City Attorney
"ORSA"

THE OAKLAND REDEVELOPMENT SUCCESSOR AGENCY,
successor agency to the Redevelopment Agency of the City of Oakland under Health and Safety Code Section 34173
By:~
ORSA Administrate
6 ORSA TERMINATION PLAN
9/16/2026 62
ATTACHMENT F - Housing Asset Inventory

1. Loans and Grants Receivable - 5 Pages

2. Low-Mod Encumbrances – 5 Pages
Exhibit F.1. - Loans/Grants Receivables
Item #
Was the
Low-Mod
Housing
Fund
amount
issued for
a loan or a
grant?
Amount of the loan
or grant
Date the loan or
grant was issued
Person or entity to
whom the loan or grant
was issued
Purpose for
which the funds
were loaned or
granted
Are there
contractual
requirements
specifying the
purposes for which
the funds may be
used?
Repayment date, if
the funds are for a
loan
Interest rate
of loan
Current
outstanding
loan balance
1 Loan 790,000.00 07/6/2001
Affordable Housing
Associates/2350
Woolsey St development Yes 7/6/2031 6.00% 1,308,073.96
2 Loan 3,699,656.00 11/1/2010
Affordable Housing
Assoc/6th & Oaks
Senior Housing development
Yes
11/1/2065 3.00% 3,877,239.49
3 Loan 1,498,000.00 7/14/2001
OCHI/14th Street
Acquisition development
Yes
7/14/2031 5.60% 2,403,898.62
4 Loan 8,379,000.00 11/7/2006
Bridge Hsg Corp/14th
Street Apartments development
Yes
11/7/2061 3.00% 9,511,440.85
5 Loan 2,810,416.00 6/19/1995
2101 Telegraph
Avenue Assoc./ Hotel
Hamilton development
Yes
6/19/2025 6.00% 5,381,858.78
6 Loan 510,000.00 4/4/1986 Allen Temple Phase II development Yes 4/4/2026 3.00% 911,740.27 7 Loan 1,951,000.00 12/10/1996
Allen Temple Housing
Dev Corp development
Yes
12/10/2026 6.00% 3,580,632.25
8 Loan 4,084,660.00 11/4/2005
Altenheim Senior
Housing development
Yes
11/4/2060 3.00% 4,880,775.91
9 Loan 1,753,000.00 11/4/2005
Altenheim Senior
Housing Phase 2 development
Yes
11/4/2060 3.00% 1,946,358.30
10 Loan 50,000.00 2/15/1983
Bay Area Community
Services development
Yes
2/15/2013 3.00% 91,720.55
11 Loan 4,639,000.00 6/4/2009
Bridge Econ Dev
Corp/St.Josephs development
Yes
6/4/2064 0.00% 4,639,000.00
12 Loan 6,152,656.00 10/6/2011
Bridge Econ Dev
Corp/St.Josephs development
Yes
10/6/2066 3.00% 6,284,300.33
13 Loan 250,000.00 2/14/1997
Bridge West Oakland
Housing development
Yes
2/14/2027 6.00% 476,857.85
14 Loan 304,500.00 11/9/1999
Bridge West Oakland
Housing development
Yes
11/9/2029 3.00% 398,818.99
15 Loan 600,000.00 2/25/1998
Bridge West Oakland
Housing development
Yes
2/25/2028 6.00% 1,045,982.82
16 Loan 1,100,000.00 6/1/1990
Cahon Associate/
California Hotel development
Yes

6.00% 408,685.28
17 Loan 661,040.30 10/3/2007
Cahon Associate/
California Hotel development
Yes

3.00% 748,217.07
18 Loan 3,168,000.00 3/1/2012 California Hotel LP development Yes 3/1/2067 0.00% - 19 Loan 5,253,000.00 3/1/2012 California Hotel LP development Yes 3/1/2067 0.00% - 20 Loan 1,310,000.00 3/13/2002
Calaveras Housing
Partners acquisition
Yes
3/13/2005 5.12% 2,019,250.17
City of Oakland
Inventory of Assets Received Pursuant to Health and Safety Code section 34176 (e) (3) 1 21 Loan 1,000,000.00 3/13/2002
Calaveras Town
Homes development
Yes
3/13/2047 3.00% 1,136,751.05
22 Loan 1,470,000.00 3/19/1993
Catholic Charities/
Drake Apartments development
Yes
3/19/2023 0.00% 1,470,000.00
23 Loan 5,500,000.00 2/6/2002
Chestnut Linden
Associates development
Yes
2/6/2057 0.00% 5,062,760.43
24 Loan 1,727,000.00 9/9/2002
Chestnut Linden
Associates development
Yes
9/9/2057 3.00% 2,201,690.82
25 Loan 700,000.00 10/25/1996
Christian Church
Homes/Las
Bougainvillas development
Yes
10/25/2036 6.00% 1,493,531.18
26 Loan 445,300.00 2/21/2003
Christian Church
Homes/ So.Lake
Towers development
Yes
2/21/2033 3.00% 547,511.61
27 Loan 1,445,000.00 8/19/2004
Christian Church
Homes/ Percy Abrams
Sr Housing development
Yes
8/19/2059 3.00% 1,710,938.64
28 Loan 1,500,000.00 11/1/2004
Coliseum Gardens
Housing development
Yes
11/1/2059 0.00% 1,500,000.00
29 Loan 3,000,000.00 11/14/2006
Coliseum Gardens
Housing development
Yes
11/14/2061 0.00% 3,000,000.00
30 Loan 3,858,424.00 10/2/2006
Community
Assets/Redwood Hill development
Yes
10/2/2010 3.00% 68,778.59
31 Loan 810,000.00 3/13/1991
Dignity Housing West
Associates development
Yes
3/13/2021 6.00% 1,817,825.71
32 Loan 21,871.00 10/3/2007
Dignity Housing West
Associates development
Yes
10/3/2062 3.00% 24,606.97
33 Loan 950,000.00 12/10/1992
Dignity Housing West
II Associates development
Yes
12/10/2022 6.00% 2,014,353.76
34 Loan 2,396,000.00 4/5/2011
Dignity Housing West
Associates/James Lee
Court development
Yes
4/5/2066 3.00% 1,948,426.65
35 Loan 100,000.00 12/27/2004
Drachma
Housing/VHARP development
Yes
12/27/2034 3.00% 121,747.62
36 Loan 2,827,843.00 9/7/2010 Drasnin Manor LLC development Yes 9/7/2065 3.00% 4,013,685.60 37 Loan 5,827,497.00 2/10/2011 East 11Street development Yes 2/10/2066 3.00% 5,800,334.77 38 Loan 1,600,000.00 11/12/2009
East Bay Community
Recovery Fund
/Project Pride development
Yes
11/12/2064 3.00% 1,181,111.51
39 Loan 708,715.00 8/25/1994
East Bay Habitat for
Humanity Inc. development
Yes
8/25/2014 0.00% 505,687.33
40 Loan 468,000.00 7/29/1997
East Bay Habitat for
Humanity Inc. / Phase
II development
Yes
7/29/2027 0.00% 468,000.00
41 Loan 112,000.00 11/24/2003
East Bay Habitat for
Humanity/Fruitvale
Habitat development
Yes
11/24/2007 3.00% 139,964.89
42 Loan 2,517,000.00 3/2/2005
East Bay Habitat for
Humanity Inc. / 10900
Edes Ave development
Yes
3/2/2009 4.60% 3,202,045.30
2 43
Loan 3,601,000.00 7/25/2006
East Bay Habitat for
Humanity Inc. / 10800
Edes Ave development
Yes
7/25/2010 0.00% 3,488,000.00
44 Loan 855,400.00 10/8/2003
East Bay Habitat for
Humanity Inc. / Palm
Court development
Yes
10/8/2007 3.00% 1,041,647.04
45 Loan 1,868,000.00 10/8/2003
East Bay Habitat for
Humanity Inc. /
Tassaforanga Owner development
Yes
10/8/2043 0.00% 1,657,893.14
46 Loan 1,517,000.00 6/7/1989
EBALDC/ East 14th
Street development
Yes
6/7/2019 6.00% 3,399,168.29
47 Loan 3,389,000.00 6/30/2004
EBALDC/ Seven
Directions development
Yes
6/30/2059 3.00% 4,050,451.06
48 Loan 2,231,000.00 10/25/2000
EBALDC/ 26th Avenue
Housing Associates development
Yes
10/25/2030 3.00% 3,011,372.64
49 Loan 1,188,000.00 10/25/2000
EBALDC/ 26th Avenue
Housing Associates development
Yes
10/25/2055 3.00% 1,531,677.05
50 Loan 225,000.00 4/10/1997 EBALDC/Effies House development Yes 4/10/2027 6.00% 414,119.95 51 Loan 4,900,000.00 1/14/2008
EBALDC/Jack London
Gateway Senior
Housing development
Yes
1/14/2063 3.00% 5,058,022.98
52 Loan 334,500.00 8/13/1990
EBALDC and Jubilee
West/ Gosswood
Associates development
Yes
8/13/2020 6.00% 565,047.77
53 Loan 2,370,000.00 12/10/1993
EBALDC/ Madison
Park Apartments development
Yes
12/10/2023 6.00% 4,774,361.30
54 Loan 380,000.00 5/20/1988
EBALDC/ Madrone
Hotel Associates development
Yes
5/20/2018 6.00% 921,794.05
55 Loan 2,500,000.00 9/23/1988
EBALDC/ Mar
Associates development
Yes
9/23/2038 3.00% 4,285,144.79
56 Loan 1,250,000.00 9/23/1988
EBALDC/ Mar
Associates development
Yes
9/23/2038 3.00% 2,136,071.78
57 Loan 1,701,535.00 2/6/1992
EBALDC/ San Pablo
Hotel development
Yes
2/16/2042 6.00% 3,612,289.82
58 Loan 1,130,000.00 2/6/1992
Eastside Arts &
Housing development
Yes
2/6/2022 3.00% 1,346,422.47
59 Loan 1,427,000.00 9/24/2003
Resources for
Community
Dev/Eastmont Court development
Yes
9/24/2058 3.00% 1,814,917.22
60 Loan 560,000.00 3/31/1995 Evergreen Annex development Yes 3/31/2035 6.00% 1,124,820.31 61 Loan 801,387.00 6/3/1985
Evergreen Terrace
Housing/ JL Richards
Plaza development
Yes
6/3/2035 3.00% 1,460,782.21
62 Loan 150,000.00 11/10/1987 Evergreen Terrace development Yes 11/10/2017 0.00% 150,000.00 63 Loan 50,000.00 7/27/2007
FHP Housing
Associates development
Yes
7/27/2062 3.00% 70,375.18
64 Loan 3,400,000.00 3/24/2009
Fairmont
Apts/Fairmont L.P. development
Yes
3/24/2064 0.05% 6,012,673.09
65 Loan 5,414,400.00 8/14/2007 Fox Courts L.P. development Yes 8/14/2062 0.00% 5,394,836.00 66 Loan 941,124.00 9/26/1990
Gamelin-California
Association/
Providence House development
Yes
9/26/2030 3.00% 1,437,803.50
3 67
Loan 380,500.00 4/30/1991
Gosswood Housing/
Marcus Garvey
Commons development
Yes
4/30/2021 6.00% 221,336.70
68 Loan 800,000.00 10/25/2006
Grove Park/A.F. Evans
Co development
Yes
10/25/2010 0.00% 800,000.00
69 Loan 2,990,000.00 6/30/2005
Homeplace
Initiatives/Sausal
Creek Townhomes development
Yes
6/30/2009 3.00% 2,770,110.34
70 Loan 990,000.00 6/30/2005
Homeplace
Initiatives/Sausal
Creek Townhomes development
Yes
6/30/2060 3.00% 1,799,410.93
71 Loan 843,396.00 8/25/1992
Hope Housing
Development/ Del Rey
Motel development
Yes
8/25/2022 6.00% 1,730,288.58
72 Loan 775,000.00 3/28/1997
House of Dignity/Aztec
Hotel development
Yes
3/28/2027 6.00% 1,650,198.77
73 Loan 1,100,000.00 12/1/2010
Jefferson Oaks
Apartments development
Yes
12/1/2065 0.05% 1,100,802.19
74 Loan 3,196,981.00 12/1/2010
Jefferson Oaks
Apartments development
Yes
12/1/2065 0.00% 3,196,981.00
75 Loan 1,351,735.00 7/14/1992
Drachma Inc/Jubilee
West Inc/Scattered
Sites development
Yes
7/14/2022 6.00% 2,663,304.44
76 Loan 1,900,000.00 10/1/2002
Lake Merritt
Apartments/Lake
Merritt Partnership development
Yes
10/1/2032 3.00% 1,352,595.51
77 Loan 2,000,000.00 8/1/2004
Lincoln Court
Associates development
Yes
8/1/2059 3.00% 2,456,537.66
78 Loan 2,980,547.00 11/1/2010
Lions Creek
Crossings/Villageside
Housing Partners development
Yes
11/1/2065 0.00% 2,977,775.00
79 Loan 2,000,000.00 8/1/2004
Chesnut Linden Street
Acquisition development
Yes
6/1/2059 3.00% 2,201,690.62
80 Loan 4,522,915.00 3/27/2006
Madison Apartment
Rental development
Yes
3/27/2061 3.00% 5,733,165.22
81 Loan 2,500,000.00 2/1/2003
Mandela Gateway
Associates development
Yes
2/1/2058 3.00% 2,931,741.18
82 Loan 1,479,100.00 12/11/2006
Mandela Gateway
Townhomes development
Yes
12/11/2010 3.00% 1,149,472.50
83 Loan 400,000.00 5/31/1996
Mark Twain Senior
Community Ctr development
Yes
5/31/2026 6.00% 294,682.27
84 Loan 1,250,000.00 12/10/1984
Nueva Vista
Associates development
Yes
12/10/2014 3.00% 2,241,004.32
85 Loan 77,937.96 10/3/2007
Nueva Vista
Associates development
Yes
10/3/2057 3.00% 88,956.04
86 Loan 2,551,750.00 1/4/2002
Christian Church
Homes/North Oakland
Senior Homes development
Yes
1/4/2032 3.00% 3,330,647.21
87 Loan 349,229.00 10/7/2002
Resources for
Community
Dev/Northgate
Apartments development
Yes
10/7/2042 3.00% 457,933.90
4 88 Loan 1,026,000.00 10/27/2003
Affordable Housing/
Oak Street Housing development
Yes
10/27/2058 3.00% 1,344,054.21
89 Loan 1,046,000.00 10/27/2003
Affordable Housing/
Oak Street Housing development
Yes
10/27/2058 3.00% 1,313,245.06
90 Loan 1,185,280.00 10/23/1981
Oakland Community
Housing Inc/
E.Gonaway development
Yes
10/23/2031 3.00% 992,919.15
91 Loan 449,581.00 12/27/1989
Oakland Community
Housing/ Foothill Blvd. development
Yes
12/27/2019 6.00% 519,897.74
92 Loan 1,475,000.00 7/29/1997
Oakland Community
Housing/ Gateway
Commons development
Yes
7/29/2001 10.00% 3,172,693.08
93 Loan 850,000.00 12/21/1992
Oakland Community
Housing/ Kennedy
Tract development
Yes
12/21/2022 10.00% 451,324.08
94 Loan 75,920.00 6/25/2002
Oakland Community
Housing/ Westside
Econ Dev Corp acquisition
Yes
6/25/2005 5.12% 111,151.92
95 Loan 276,000.00 2/14/2001
Oakland Community
Housing/ Westside
Econ Dev Corp acquisition
Yes
2/14/2004 6.19% 454,269.21
96 Loan 169,238.00 2/28/2003
Oakland Community
Housing/ Westside
Econ Dev Corp acquisition
Yes
2/28/2005 4.00% 214,878.53
97 Loan 179,000.00 12/10/2001
Oakland Community
Housing/ Westside
Econ Dev Corp acquisition
Yes
12/10/2004 5.89% 269,177.22
98 Loan 168,440.00 2/28/2003
Oakland Community
Housing/ Westside
Econ Dev Corp acquisition
Yes
2/28/2006 4.00% 160,494.81
99 Loan 587,876.00 1/3/1996
Oakland
Independence Support
Ctr/ Safe Haven development
Yes
1/3/2026 6.00% 1,136,519.27
100 Loan 1,646,605.00 11/14/2000
Oakland Point Limited
Partnership development
Yes
11/14/2030 3.00% 1,950,850.47
101 Loan 2,397,000.00 7/21/2011
Oakland Point Limited
Partnership development
Yes
7/21/2066 3.00% 2,586,906.51
102 Loan 1,025,000.00 2/1/2007
Orchard Hills/2719
Foothill LP development
Yes
2/1/2062 3.00% 1,160,870.46
103 Loan 584,000.00 6/30/2009
Paul Wang
Enterprises/Golf Links development
Yes
6/30/2013 3.00% 622,330.45
104
Loan 632,737.00 3/15/2011
Rennaisance Housing
Communities/2000 INT development
Yes
3/15/2066 3.00% 1,116,701.73
105
Loan 1,812,000.00 4/13/2001
Resources for
Community
Dev/Drachma Housing development
Yes
4/13/2056 3.00% 2,342,030.72
106
Loan 840,000.00 10/21/2011
Resources for
Community
Dev/Drachma Housing
Inc development
Yes
10/21/2066 3.00% 883,622.41
5 Exhibit F.2. - Low-Mod Encumbrances
Item # Project Name
Type of
housing
built or
acquired
with
enforceabl
y
obligated
funds a/
Date
contract for
Enforceable
Obligation
was
executed
Contractual
counterparty
Total amount
currently owed
for the
Enforceable
Obligation
Is the property
encumbered by
a low-mod
housing
covenant?
Source of lowmod housing
covenant b/
Current owner of
the property
Construction or
acquisition cost
funded with LowMod Housing
Fund monies
Construction or
acquisition costs
funded with
other RDA funds
Construction or
acquisition
costs funded
with non-RDA
funds
Date of
construction or
acquisition of
the property
1 Sausal Creek low-mod
housing
5-Jun-05 Home Place
Initiatives
Corporation
$22 Yes CRL various
(homeownership
project)
$3,980,000 $0 $4,564,650 Various
2 Project Pride low-mod
housing
12-Nov-09 East Bay
Community
Recovery Fund
$35,195 Yes CRL East Bay
Community
Recovery Fund
$1,600,000 $0 $2,553,600 construction
start 6/30/2011
3 Emancipation Village low-mod
housing
3-Mar-11 Fred Finch
Youth Center
$1,000,000 Yes CRL Fred Finch Youth
Center
$1,652,000 $0 $10,844,400 construction
start: Spring
2012
4 OCHI OpGrant - James
Lee Ct
low-mod
housing
9-May-08 Dignity Housing
West
Associates
$4,000 Yes CRL Dignity Housing
West Associates
$500,000 $0 $0 Sep-11
5 East Oakland Comm
Project
low-mod
housing
15-Aug-06 Washington
Mutual Bank
$1,291,828
(current amt of
loan
guarantee)
Yes CRL East Oakland
Community Project
Unknown Unknown Unknown Unknown
6 Slim Jenkins Ct Rehab low-mod
housing
with
commerci
al space
22-Nov-10 Slim Jenkins
Court LLC
$281,492 Yes CRL Slim Jenkins Court
LLC
$1,920,000 $0 $2,738,521 1/20/2011
7 Hugh Taylor House
Rehab
low-mod
housing
19-Nov-10 Seminary
Avenue
Development
Corporation
$0 Yes CRL Seminary Avenue
Development
Corporation
$1,122,000 $0 $0 construction
start 2/15/2011
8 Oaks Hotel Rehab low-mod
housing
with
commerci
al space
1-Dec-10 Jefferson Oaks
L.P.
$26 Yes CRL Jefferson Oaks,
L.P.
$1,100,000 $0 $28,441,173 construction
start on 12/1/10
9 Eldridge Gonaway
Commons
low-mod
housing
3-Mar-11 Resources for
Community
Development
$1,655,000 Not yet CRL Eldridge Gonaway
Associates LP
$1,655,000 $0 $163,000 Not yet started
or acquired
10 Effie's House Rehab low-mod
housing
30-Mar-10 East Bay Asian
Local
Development
Corp.
(EBALDC) &
Ivy Hill
Development
Corp.
$1,375,638 Yes CRL Ivy Hill
Development Corp
$2,517,000 N/A N/A NTP - Oct-11
11 Oaks Hotel Emerg
Operations
low mod
housing
with
commerci
al space
8-Jan-10 Oaks
Associates
$21,250 Yes CRL Jefferson Oaks,
L.P.
$150,000 $0 $0 2/1/2010
Inventory of Assets Received Pursuant to Health and Safety Code section 34176 (e) (2) City of Oakland
1 Item # Project Name
Type of
housing
built or
acquired
with
enforceabl
y
obligated
funds a/
Date
contract for
Enforceable
Obligation
was
executed
Contractual
counterparty
Total amount
currently owed
for the
Enforceable
Obligation
Is the property
encumbered by
a low-mod
housing
covenant?
Source of lowmod housing
covenant b/
Current owner of
the property
Construction or
acquisition cost
funded with LowMod Housing
Fund monies
Construction or
acquisition costs
funded with
other RDA funds
Construction or
acquisition
costs funded
with non-RDA
funds
Date of
construction or
acquisition of
the property
12 Oakland Point LP,
rehab
low-mod
housing
31-Mar-11 Oakland Point,
LP
$599,030 Yes CRL Oakland Point, LP $2,397,000 $40,237
(EBALDC
Portfolio
Reserves)
$0 NTP: 7-Oct-11
13 Drasnin Manor low-mod
housing
with
commerci
al space
7-Sep-10 Drasnin Manor
LLC/Drasnin
Manor LP
$0 Yes CRL Drasnin Manor LP $1,800,000 $0 $4,394,036 3/26/2012 14 James Lee Court low-mod
housing
5-Apr-11 Dignity Housing
West
Associates
$260,435 Yes CRL Dignity Housing
West Associates
$2,396,000 NTP: 23-Sept11
15 Cathedral Gardens low-mod
housing
3-Mar-11 Cathedral
Gardens
Oakland, LP
$6,433,456 Yes CRL Cathedral Gardens
Oakland, LP
$9,840,000 $0 $30,454,000 construction
start 7/25/12
16 MacArthur Apartments low-mod
housing
with
commerci
al space
3-Mar-11 Amcal
MacArthur
Fund, LP
$755,754 Yes CRL Amcal MacArthur
Fund, LP
$4,485,000 $0 $7,383,961 construction
start 4/26/12
17 94th and International
Blvd
low-mod
housing
with
commerci
al space
6-Jul-10 International
Housing
Partners, LP
$2,489,700 Yes CRL Acts Community
Development
Corporation
$5,597,000 $0 $20,277,325 10/3/2007
18 Calif Hotel Acq/Rehab low mod
housing
with
commerci
al space
3-Mar-11 California Hotel
Oakland LP
$393,160 Yes CRL California Hotel
Oakland LP
$5,253,000 $0 $33,801,952 3/16/2012
19 Marcus Garvey
Commons
low-mod
housing
3-Mar-11 East Bay Asian
Local
Development
Corp.
(EBALDC) &
Gosswood Hsg
Assoc.
$352,000 Not yet CRL Gosswood Housing
Associates
$352,000 $0 $0 anticipated
rehab Feb,
2013
20 Madison Park Apts low-mod
housing
3-Mar-11 EBALDC
BOND 2012
LLC
$1,250,000 Yes CRL Madison Park
Housing
Assoicates, a
California Limited
Partnership
$3,620,000 $0 $3,190,942 Original
regulatory
agreement:

April 1994
Estimated start
of rehab:

October 2012
21 Kenneth Henry Court low-mod
housing
3-Mar-11 Kenneth Henry
Court LP
$75,000 Yes CRL Kenneth Henry
Court LP
$1,375,000 $0 $6,000,000 3/22/2012
22 Grid Alternatives low-mod
housing
10-Sep-09 Grid
Alternatives
$31,752 N/A N/A GRID Alternatives $48,000 $0 $0 2010
23 California Hotel
Emergency Operating
Assistance
low mod
housing
with
commerci
al space
1-May-10 Anne Omura $0 Yes CRL California Hotel
Oakland LP
$5,253,000 $0 $33,801,952 3/16/2012
2 Item # Project Name
Type of
housing
built or
acquired
with
enforceabl
y
obligated
funds a/
Date
contract for
Enforceable
Obligation
was
executed
Contractual
counterparty
Total amount
currently owed
for the
Enforceable
Obligation
Is the property
encumbered by
a low-mod
housing
covenant?
Source of lowmod housing
covenant b/
Current owner of
the property
Construction or
acquisition cost
funded with LowMod Housing
Fund monies
Construction or
acquisition costs
funded with
other RDA funds
Construction or
acquisition
costs funded
with non-RDA
funds
Date of
construction or
acquisition of
the property
24 1550 5th Avenue low-mod
housing 21-Sep-09 Alwan, Dunya
$43,161 No N/A
Alwan, Dunya
$69,500 Unknown Unknown Unknown
25 7817 Arthur Street low-mod
housing 14-Oct-09
Hughes,
Clovese
$516 No N/A
Hughes, Clovese
$26,750 Unknown Unknown Unknown
26 2500 63rd Avenue low-mod
housing 23-Feb-10 Latigue, Ruby
$72 No N/A
Latigue, Ruby
$22,710 Unknown Unknown Unknown
27 9719 Holly Street low-mod
housing 23-Feb-10 William, Beverly
$500 No N/A
William, Beverly
$17,300 Unknown Unknown Unknown
28 3435 E 17th Street low-mod
housing 26-Feb-10
Rubalcava,
Sonia
$0 No N/A
Rubalcava, Sonia
$16,050 Unknown Unknown Unknown
29 5906 Holway Street low-mod
housing 6-Aug-10 Oatis, Louise
$415 No N/A
Oatis, Louise
$60,840 Unknown Unknown Unknown
30 1622 Bridge Avenue low-mod
housing 24-Aug-10
Deanda, Saul &
Fidelia
$0 No N/A Deanda, Saul &
Fidelia
$16,000 Unknown Unknown Unknown
31 2163 E 24th Street low-mod
housing 27-Sep-10
Lei, Yihe & Liu,
Haici
$0 No N/A Lei, Yihe & Liu,
Haici
$11,440 Unknown Unknown Unknown
32 2001 87th Avenue low-mod
housing
16-Nov-10
Adams,
Mahershall &
Maria
$3,065 No N/A
Adams, Mahershall
& Maria
$30,000 Unknown Unknown Unknown
33 1802 Bridge Avenue low-mod
housing 1-Mar-11 Romero, Maria
$27,593 No N/A
Romero, Maria
$74,500 Unknown Unknown Unknown
34 1433 46th Avenue low-mod
housing 11-May-11
Carter, Brack &
Carrie
$5,200 No N/A Carter, Brack &
Carrie
$30,000 Unknown Unknown Unknown
35 Lion Creek Crossing V low-mod
housing
3-Mar-11 EBALDC/Relat
ed
$10,000,000 Not yet TOD Infill
Grant
program
Oakland Housing
Authority
TBD TBD TBD Unknown
36 HOME Match Funds low-mod
housing
ongoing
statutory
HUD $36,089 N/A Statutory and
regulatory
requirement

N/A N/A N/A N/A N/A
37 MLK Plaza low-mod
housing
24-Sep-04 Resources for
Community
Development
$11,488 Yes CRL various
homeowners
$1,287,175 $0 Unknown 12/18/2001
38 St.Joseph's Family low mod
housing
6-Oct-11 St Joseph's
Family
Associates, LP
$0 Yes CRL St Joseph's Family
Associates, LP
$6,152,656 $0 $24,113,092 1/30/2012
39 Calaveras Townhomes/
Redwood Hill
low-mod
housing
2-Oct-06 Community
Assets, Inc.
$15,725 Yes CRL Community Assets,
Inc.
$3,858,424 $0 $17,324,879 N/A
40 Emancipation Village low-mod
housing
11-Mar-11 Fred Finch
Youth Center
$334,723 Yes CRL Fred Finch Youth
Center
see item 3
above
see item 3
above
see item 3
above
see item 3
above
41 Cathedral Gardens low-mod
housing
3-Mar-11 Cathedral
Gardens
Oakland LP
$718,785 Yes CRL Cathedral Gardens
Oakland, LP
$9,840,000 $0 $30,454,000 construction
start 7/25/12
42 1574-90 7th Street low-mod
housing
26-Jun-03 Community
Development
Corporation of
Oakland
$8,550 Yes CRL Community
Development
Corporation of
Oakland
$127,327 $0 $0 9-Jul-03
43 Faith Housing low-mod
housing
unknown Faith Housing $8,916 Yes CRL unknown unknown unknown unknown unknown 44 3701 MLK Jr Way low-mod
housing
2-Feb-04 CDCO $5,641 Yes CRL Community
Development
Corporation of
Oakland
$109,909 $0 $0 1/30/2004
3 Item # Project Name
Type of
housing
built or
acquired
with
enforceabl
y
obligated
funds a/
Date
contract for
Enforceable
Obligation
was
executed
Contractual
counterparty
Total amount
currently owed
for the
Enforceable
Obligation
Is the property
encumbered by
a low-mod
housing
covenant?
Source of lowmod housing
covenant b/
Current owner of
the property
Construction or
acquisition cost
funded with LowMod Housing
Fund monies
Construction or
acquisition costs
funded with
other RDA funds
Construction or
acquisition
costs funded
with non-RDA
funds
Date of
construction or
acquisition of
the property
45 MLK & MacArthur (3829
MLK)
low-mod
housing
16-Mar-01 CDCO $7,858 Yes CRL Community
Development
Corporation of
Oakland
$52,000 unknown unknown unknown
46 715 Campbell Street low-mod
housing
3/27/2002 Oakland
Community
Housing, Inc.
and West Side
Economic
Development
Corporation
$1,190 Yes CRL Oakland
Community
Housing, Inc. and
West Side
Economic
Development
Corporation
$75,920 $0 $0 8/28/2003
47 1672 - 1664 7th Street low mod
housing
2/5/2001 Oakland
Community
Housing, Inc.
and West Side
Economic
Development
Corporation
$12,072 Yes CRL Oakland
Community
Housing, Inc. and
West Side
Economic
Development
Corporation
$276,000 $0 $0 8/28/2003
48 1666 7th Street low mod
housing
unknown Oakland
Community
Housing, Inc.
and West Side
Economic
Development
Corporation
$9,971 Yes CRL Oakland
Community
Housing, Inc. and
West Side
Economic
Development
Corporation
$169,238 $0 $0 8/28/2003
51 MLK Plaza Homes low-mod
housing
24-Sep-04 Resources for
Community
Development
$219,483 Yes CRL Various $1,287,175 $0 Unknown 12/18/2001 52 Sausal Creek
Ownership
low-mod
housing
5-Jun-05 Home Place
Initiatives
Corporation
$11,439 Yes CRL Various $3,980,000 $0 $4,564,650 Various 53 Tassafaronga low mod
housing
4-Aug-09 Habitat for
Humanity East
Bay
$108,295 Yes CRL Habitat for
Humanity East Bay
$1,868,000 $3,617,600 9/2/2009
54 Harrison Senior Apts low mod
housing
15-Dec-10 Harrison Street
Senior Housing
Associates, LP
$5,133,000 Yes CRL Harrison Street
Senior Housing
Associates, LP
$5,133,000 $0 $17,169,394 12/17/2010
55 Project Pride low-mod
housing
12-Nov-09 East Bay
Recovery
Project
$117,085 Yes CRL East Bay Recovery
Project
$1,600,000 $0 $2,553,600 construction
start 6/30/2011
56 St Joseph Senior low mod
housing
4-Jun-09 BRIDGE
Economic
Development
Corporation
$0 Yes CRL BRIDGE Economic
Development
Corporation
$4,639,000 $0 $36,418,424 4/2/2010
57 720 E 11TH ST/East
11th LP
low mod
housing
10-Feb-11 East 11th LP $225,000 Yes CRL East 11th LP $5,827,497 $0 $18,540,399 3/17/2011 58 OCHI Portfolio low-mod
housing
with
commerci
al space
portfolio
insurance
multiple $108 Yes CRL Multiple N/a N/a N/a N/a
4 Item # Project Name
Type of
housing
built or
acquired
with
enforceabl
y
obligated
funds a/
Date
contract for
Enforceable
Obligation
was
executed
Contractual
counterparty
Total amount
currently owed
for the
Enforceable
Obligation
Is the property
encumbered by
a low-mod
housing
covenant?
Source of lowmod housing
covenant b/
Current owner of
the property
Construction or
acquisition cost
funded with LowMod Housing
Fund monies
Construction or
acquisition costs
funded with
other RDA funds
Construction or
acquisition
costs funded
with non-RDA
funds
Date of
construction or
acquisition of
the property
59 Oaks Hotel low-mod
housing
with
commerci
al space
8-Jan-10 Oaks
Associates
$77,260 Yes CRL Jefferson Oaks LP $83,000 $0 $0 2/1/2010 60 Golf Links Road low mod
housing
30-Jun-09 Paul Wang
Enterprises
$0 Yes CRL Paul Wang
Enterprises
$584,000 $0 $1,010,000 Aug-09
61 Cathedral Gardens low-mod
housing
3-Mar-11 Cathedral
Gardens
Oakland LP
$2,297,876 Yes CRL Cathedral Gardens
Oakland LP
$9,840,000 $0 $30,454,000 construction
start 7/25/12
62 MacArthur Apartments low-mod
housing
3-Mar-11 AMCAL
MacArthur
Fund LP
$1,346,669 Yes CRL AMCAL MacArthur
Fund LP
$4,485,000 $0 $7,383,961 construction
start 4/26/12
63 California Hotel rehab low mod
housing
with
commerci
al space
3-Mar-11 California Hotel
Oakland, LP
$3,569,198 Yes CRL California Hotel
Oakland, LP
$5,253,000 $0 $33,801,952 3/16/2012
64 Brookfied Court/Habitat low-mod
housing
3-Mar-11 Habitat for
Humanity, East
Bay
$1,867,000 Yes CRL Habitat for
Humanity, East
Bay
$1,867,000 $3,557,217 unknown Not yet started
or acquired
65 MacArthur BART
affordable hsg
low-mod
housing
24-Feb-10 MacArthur
Transit
Community
Partners
$16,000,000 Not yet CRL BART $16,400,000 $800,000 $24,157,000 Not yet started or acquired
66 Oak to 9th low-mod
housing
18-Aug-06 Harbor Partners
LLC
To be
determined by
appraisal of
property at
time of
acquisition
Yes CRL Port of Oakland &
Oakland Harbor
Partners LLC
unknown at this
time
unknown at this
time
unknown at this
time
unknown at this
time
67 Oak to 9th low-mod
housing
24-Aug-06 Oak to 9th
Community
Benefits
Coalition
To be
determined
based on cost
of
development
and need for
gap financing
Yes CRL Port of Oakland unknown at this
time
unknown at this
time
unknown at this
time
unknown at this
time
68 2000 Hsg Bond
Proceeds
low-mod
housing
16-May-00 Bond Holders $32,319 Yes bond
indenture
unknown at this
time
unknown at this
time
unknown at this
time
unknown at this
time
unknown at this
time
69 2006 Hsg Bond
Proceeds
low-mod
housing
22-Mar-06 Bond Holders $914,468 Yes bond
indenture
unknown at this
time
unknown at this
time
unknown at this
time
unknown at this
time
unknown at this
time
NOTES:

1. Due to legal uncertainties regarding the appropriate reporting of housing assets on this inventory, the City reserves the right to supplement or modify this Exhibit in the future based on judicial determinations or further clarifying guidance on the subject. b/ May include California Redevelopment Law, tax credits, state bond a/ May include low-mod housing, mixed-income housing, low-mod housing with 5 ORSA TERMINATION PLAN
9/16/2026 73
ATTACHMENT G - List of Development Agreements
1 Page
OAK #4841-7498-0633 v11

MASTER AGREEMENT FOR TAXING ENTITY COMPENSATION
This Master Agreement for Taxing Entity Compensation (this “Agreement”), dated for reference purposes as of July 1, 2014, is entered into by and among the following public agencies (all of which are collectively referred to herein as the “Parties” or as the “Taxing Entities”):

City of Oakland, a municipal corporation (“City”);
County of Alameda, a political subdivision of the State of California (“County”); County of Alameda Flood Control and Water Conservation District; Peralta Community College District;
Chabot Las Positas Community College District;
Oakland Unified School District;
San Leandro Unified School District;
Alameda County Superintendent of Schools (“Superintendent”); East Bay Municipal Utility District;
Bay Area Air Quality Management District;
Alameda County Mosquito Abatement District;
Alameda-Contra Costa Transit District;
Bay Area Rapid Transit District; and
East Bay Regional Parks District.

RECITALS
A. Pursuant to Assembly Bill x1 26, effective February 1, 2012, the Redevelopment Agency of the City of Oakland (“Redevelopment Agency”) was dissolved, and pursuant to Health & Safety Code Section 34173, the Oakland Redevelopment Successor Agency (the “Successor Agency”) was established to serve as the successor agency to the dissolved Redevelopment Agency.

B. Pursuant to Health and Safety Code Section 34191.5, the Successor Agency prepared a Long-Range Property Management Plan (“LRPMP”) that addresses disposition of the real property formerly owned by the Redevelopment Agency. A copy of the LRPMP has been provided to each Taxing Entity.

C. On May 22, 2014, the LRPMP was approved by Resolution of the Oakland Oversight Board (the “Oversight Board”), a seven-member board established pursuant to Health and Safety Code Section 34179 that includes representatives appointed by the County Board of Supervisors, the Mayor of the City, the Superintendent, the Chancellor of the California Community Colleges, and AC Transit.

D. On May 29, 2014, the California Department of Finance (“DOF”) approved the LRPMP.

Now, therefore, the Parties agree as follows:

OAK #4841-7498-0633 v1 2

1. Purpose. This Agreement is executed with reference to the facts set forth in the foregoing Recitals which are incorporated into this Agreement by this reference. The purpose of this Agreement is to address the allocation of certain prospective revenues among the taxing entities that share in the property tax base (“Tax Base”) for property located within any of the redevelopment project areas (the “Project Areas”) formerly administered by the Redevelopment Agency.

2. Special Districts and Funds. The governing boards of certain of the Taxing Entities administer certain special districts and funds that receive allocations of property taxes from the Tax Base, and are authorized to execute this Agreement on behalf of such special districts and funds as described below.

2.1. County Funds. The County administers the following special fund, and in addition to entering into this Agreement for the County itself, the County is authorized to, and has entered into and executed this Agreement on behalf of the following, identified with the Alameda County Auditor-Controller/Alameda County Tax Assessor’s Fund number:

Alameda County ERAF (Fund # 9892)

2.2. County Superintendent Funds. The Superintendent administers the following special funds, and in addition to entering into this Agreement for the Superintendent itself, the Superintendent is authorized to, and has entered into and executed this Agreement on behalf of the following, each identified with the Alameda County AuditorController/Alameda County Tax Assessor’s Fund number:

CO. SUPT. INST PUPILS (Fund #4010)
CO. SUPT. JUV. HALL ED. (Fund #4011)
CO. SUPT. SERVICE (Fund #4012)
CO. SUPT. CAPITAL (Fund #4013)
CO. SUPT. DEV. CENTER (Fund #4015)
CO. SUPT. AUDIO VIS. CAP. (Fund #4020)

2.3. County Flood Control District Funds. The County of Alameda Flood Control District administers the following special funds, and in addition to entering into this Agreement for the District itself, the District is authorized to, and has entered into and executed this Agreement on behalf of the following, each identified with the Alameda County Auditor-Controller/Alameda County Tax Assessor’s Fund number:

Alameda County Flood Control District (Fund # 7070)
Alameda County Flood Control Zone 12 (Fund # 7085)

3. Parcels to be Conveyed to Public Agencies for Governmental Uses. The LRPMP provides that pursuant to Health & Safety Code Section 34191.5(c)(2), four properties formerly owned by the Redevelopment Agency will be transferred by the Successor Agency to the City for continued governmental uses. These four properties (collectively, the “Governmental Use Properties” and each, a “Governmental Use Property”) are more fully described in Exhibit OAK #4841-7498-0633 v1 3
A. No compensation will be paid to the City or to the Taxing Entities in connection with the foregoing transfers. However, should the City choose to sell a Governmental Use Property for a non-governmental use, the provisions set forth in Sections 4.1, 4.2 and 4.3 below shall apply to any such sale when such Governmental Use Property is sold by the City.

4. Parcels to be Conveyed for Development. The LRPMP provides that pursuant to Health & Safety Code Section 34191.5(c)(2), 25 properties formerly owned by the Redevelopment Agency will be transferred by the Successor Agency to the City for disposition consistent with the redevelopment plans, implementation plans, and community plans adopted for the Project Areas (all of the foregoing, collectively, the “Plans”). These 25 properties (collectively, the “Development Properties” and each, a “Development Property”) are more fully described in Exhibit B.

4.1. Payment of Compensation. The City agrees that, consistent with the LRPMP, in connection with the conveyance of any of the Development Properties, the City will remit the Net Unrestricted Proceeds to the Alameda County Auditor-Controller for distribution to the Taxing Entities in accordance with each Taxing Entity’s pro rata share of the Tax Base. “Net Unrestricted Proceeds” shall mean the proceeds of sale received by the City for the sale of any of the Development Properties, less: (i) costs incurred by City for expenses incurred in connection with the management and disposition of the Development Property, including without limitation, costs incurred for property management, maintenance, insurance, marketing, appraisals, brokers’ fees, escrow, closing costs, survey, title insurance, attorneys’ and consultants’ fees, and other reasonable costs incurred, including reasonable compensation for City staff performing functions associated with the management, maintenance and disposition of the Development Property, and (ii) any proceeds of sale that are restricted by virtue of the source of funds (e.g., grant funds or the proceeds of bonds) that were used for the original acquisition and/or improvement of the Development Property. Upon request, the City shall deliver to the Taxing Entities an accounting of all such costs, expenses and restricted proceeds.

The Parties acknowledge that many of the properties addressed in the LRPMP were acquired and/or improved using tax allocation bond proceeds. Under applicable federal law and the bond covenants, the revenue produced by bond-funded facilities, as well as proceeds from any sale of these properties, will continue to be restricted to uses consistent with the covenants set forth in the bond indenture, such as retiring the bonds or investing in other capital projects meeting a redevelopment purpose within the applicable redevelopment project area. For properties funded with tax-exempt bond proceeds, IRS regulations also require the revenues and proceeds to be used for another governmental purpose within two years. Therefore, revenue generated by the sale of bond-financed properties would not be available for distribution to the Taxing Entities.

4.2. Sale Procedures and Proceeds. The Parties acknowledge that City is obligated to convey the Development Properties for development consistent with the Plans. The Parties further acknowledge that consistent with California Government Code Section 52200, et seq., prior to the disposition of a Development Property or any part thereof, the OAK #4841-7498-0633 v1 4
City may be obligated to hold a noticed public hearing and prepare a report that includes, among other things (i) an explanation of why the disposition will assist in the creation, retention, or expansion of job opportunities, increased property tax revenues, and the development of affordable housing, transit priority projects and sustainable development, and (ii) an explanation of the difference between the highest and best use value and the disposition price taking into consideration development constraints and requirements, and the covenants, conditions and development costs required by the sale or lease. The Parties agree that the sale of the Development Properties pursuant to the Plan for development will benefit each of the Taxing Entities in the form of increased property tax revenue and other revenue generated by successful development and other social and economic benefits.

4.3. Compensation Agreement. Health and Safety Code Section 34191.3 provides that once an LRPMP has been approved by DOF, the LRPMP supersedes all other provisions of the statute relating to the disposition and use of the former redevelopment agency’s real property assets. Nonetheless, in compliance with a directive from DOF, with Oversight Board consent, the Successor Agency included the following provision in the LRPMP:

ORSA [the Successor Agency] interprets Health and Safety Code Section 34191.5 to mean that agreements with taxing entities are not required in connection with the disposition of successor agency properties to the sponsoring city for governmental use or for future development. However, pursuant to California Department of Finance direction, the City of Oakland will enter into an agreement or agreements with the affected taxing entities prior to disposition of properties by the City that addresses disposition of the parcels to be conveyed to the City pursuant to this Plan. The agreement(s) will specify that any net unrestricted proceeds from sales of the parcels will be distributed to all of the affected taxing entities on a pro rata basis in proportion to each entity’s respective share of the property tax base. The calculation of net unrestricted proceeds shall take into account the transaction costs incurred by the City in marketing the property and processing the sale or lease, as well as the costs incurred by the City in carrying or maintaining the property and in preparing and improving the site for development.

Notwithstanding the foregoing, this paragraph will not be operative if a court order or decision, legislation or Department of Finance policy reverses the Department’s directive regarding such agreements.

The Parties intend this Agreement to satisfy the foregoing provision of the LRPMP.

Consistent with the above LRPMP provision, if a court order, legislation or DOF policy reverses the DOF requirement, the Parties acknowledge that it will not be necessary for the City to pay compensation to the Taxing Entities for the sale of the Development Properties.

5. Enforceable Obligation Properties. The LRPMP provides that pursuant to Health & Safety Code Section 34191.5(c)(2), two properties formerly owned by the Redevelopment Agency will be retained by the Successor Agency to fulfill existing enforceable obligations. These two properties (collectively, the “Enforceable Obligation Properties” and each, an OAK #4841-7498-0633 v1 5
“Enforceable Obligation Property”) are more fully described in Exhibit C. No compensation will be paid to the City or to the Taxing Entities in connection with the retention of the Enforceable Obligation Properties by the Successor Agency. However, if and when the enforceable obligations for an Enforceable Obligation Property as set forth in the LRPMP are satisfied, the Enforceable Obligation Property shall be transferred to the City for future development, and then the provisions set forth in Sections 4.1, 4.2 and 4.3 above shall apply when such Enforceable Obligation Property is sold by the City.

6. Properties Proposed for Sale. The LRPMP provides that pursuant to Health & Safety Code Section 34191.5(c)(2), five properties formerly owned by the Redevelopment Agency will be sold by the Successor Agency. These five properties (collectively, the “Sale Properties” and each, a “Sale Property”) are more fully described in Exhibit D. The Sale Properties will be sold for fair market value at their highest and best use. The Successor Agency will follow the City of Oakland’s rules and procedures for disposing of surplus properties, as those rules may be modified for the Successor Agency. The Net Unrestricted Proceeds from the sale will be distributed as property tax to each taxing entity in an amount proportionate to its share of property tax revenues pursuant to Health and Safety Code Section 34188. The Parties understand that among the Sale Properties there are several remainder parcels that are small, narrow, land locked or have other problems that limit or prevent their development. If buyers cannot be found for these properties on the open market, the Successor Agency will try to negotiate sales or transfers to adjacent property owners in order to dispose of the properties and eliminate any future costs and liabilities to the Successor Agency and the Taxing Entities.

7. Miscellaneous Provisions.

7.1 Notices. Except as otherwise specified in this Agreement, all notices to be sent pursuant to this Agreement shall be made in writing, and sent to the Parties at their respective addresses specified on the signature pages to this Agreement or to such other address as a Party may designate by written notice delivered to the other Parties in accordance with this Section.

All such notices shall be sent by: (i) personal delivery, in which case notice is effective upon delivery; (ii) certified or registered mail, return receipt requested, in which case notice shall be deemed delivered on receipt if delivery is confirmed by a return receipt; or (iii) nationally recognized overnight courier, with charges prepaid or charged to the sender’s account, in which case notice is effective on delivery if delivery is confirmed by the delivery service.

7.2 Headings; Interpretation. The section headings and captions used herein are solely for convenience and shall not be used to interpret this Agreement. The Parties agree that this Agreement shall not be construed as if prepared by one of the Parties, but rather according to its fair meaning as a whole, as if all Parties had prepared it.

7.3 Action or Approval. Whenever action and/or approval by City is required under this Agreement, the City Administrator or his or her designee may act on and/or approve such matter unless specifically provided otherwise, or unless the City Administrator determines in his or her discretion that such action or approval requires referral to City Council for consideration.

OAK #4841-7498-0633 v1 6

7.4 Entire Agreement. This Agreement, including the attachments attached hereto and incorporated herein by this reference, contains the entire agreement among the Parties with respect to the subject matter hereof, and supersedes all prior written or oral agreements, understandings, representations or statements between the Parties with respect to the subject matter hereof.

7.5 Counterparts. This Agreement may be executed in counterparts, each of which shall be an original and all of which taken together shall constitute one instrument. The signature page of any counterpart may be detached therefrom without impairing the legal effect of the signature(s) thereon provided such signature page is attached to any other counterpart identical thereto having additional signature pages executed by the other Parties. Any executed counterpart of this Agreement may be delivered to the other Parties by facsimile and shall be deemed as binding as if an originally signed counterpart was delivered.

7.6 Severability. If any term, provision, or condition of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, the remainder of this Agreement shall continue in full force and effect unless an essential purpose of this Agreement is defeated by such invalidity or unenforceability.

7.7 No Third Party Beneficiaries. Except as expressly set forth herein, nothing contained in this Agreement is intended to or shall be deemed to confer upon any person, other than the Parties and their respective successors and assigns, any rights or remedies hereunder.

7.8 Parties Not Co-Venturers; Independent Contractor; No Agency Relationship..

Nothing in this Agreement is intended to or shall establish the Parties as partners, co-venturers, or principal and agent with one another. The relationship of the Parties shall not be construed as a joint venture, equity venture, partnership or any other relationship.

7.9 Governing Law; Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of California without regard to principles of conflicts of laws. Any action to enforce or interpret this Agreement shall be filed and heard in the Superior Court of Alameda County, California or in the Federal District Court for the Northern District of California.

SIGNATURES ON FOLLOWING PAGES

BAY AREA AIR QUALITY MANAGEMENT DISTRICT
B
Title:

Jack P, Broadbent
BAAQMD
APCO/Exec. Officer
Attest
Approved as to form:

Address for Notices:

Bay Area Air Quality Management Dishict
939 Ellis Street
SanFrancisco, CA 94109
Attention
SIGNATURES CONTINUE ON FOLLOWING PAGES.

OAK#4841-7498-0633 vl 16

OAK #4841-7498-0633 v1 21

OAKLAND COMPENSATION AGREEMENT

EXHIBIT A

GOVERNMENTAL USE PROPERTIES
(attached)

GOVERNMENTAL USE PROPERTIES
Property Address Project Area Parcel Number Size (sqft) Source of Funds 1 Sunshine Court SUNSHINE COURT Central City East 040-3319-025 3,010 TB2 Amtrak Station 73RD AVE 73RD AVE
Coliseum 041-3901-007-03
041-3901-007-05
37,766 TB
3 13th Street BART Entry 1327 BROADWAY
12TH ST
Central District 002-0097-045
002-0099-004
19,378 N/A
4 Leona Creek Right-of-WaLeona Creek Dr Coliseum 041-4212-001 9,951 N/A OAK #4841-7498-0633 v1 22

OAKLAND COMPENSATION AGREEMENT

EXHIBIT B

DEVELOPMENT PROPERTIES
(attached)

DEVELOPMENT PROPERTIES
Property Address Project Area Parcel Number Size (sqft) Source of Funds 1 1800 San Pablo Avenue 521 19TH STREET (1800 San
Pablo)
Central District 008-0642-018 44347 TEB-O
2 23rd & Valdez 2315 VALDEZ STREET
2330 WEBSTER STREET
Central District 008-0668-004
008-0668-009-07
62066 TEB-TB
3 City Center Parcel T-5/6 11TH ST Central District 002-0097-038 002-0097-039
002-0097-040
54515 N/A
4 Uptown Parcel 4 1911 TELEGRAPH AVENUE Central District 008-0716-058 45121 TEB-TB-O 5 Telegraph Plaza Garage 2100 TELEGRAPH AVENUE Central District 008-0648-016-03 72398 TB6 Foothill & Seminary 5859 FOOTHILL BLVD 2521 SEMINARY AVENUE
2529 SEMINARY AVENUE
5844 BANCROFT5803 FOOTHILL BLVD
5805 FOOTHILL BLVD
FOOTHILL BLVD5833 FOOTHILL BLVD
5835 FOOTHILL BLVD5847 FOOTHILL BLVD5851 FOOTHILL BLVD
Central City East 038-3182-001
038-3182-002038-3182-003038-3182-005038-3182-020038-3182-021038-3182-022038-3182-023038-3182-024038-3182-025 038-3182-026
73346 TB
7 73rd & Foothill 73rd AVE & FOOTHILL BLVD Central City East 039-3291-020 53143 TB 8 36th & Foothill 3614 Foothill Blvd.
3600 FOOTHILL BLVD
3566 FOOTHILL BLVD3550 Foothill Blvd
Central City East 032-2084-050
032-2084-051032-2115-037-01
032-2115-038-01
34164 TB
9 10451 MacArthur 10451 MACARTHUR BLVD Central City East 047-5576-007-3 23000 TB 10 27th & Foothill 2777 FOOTHILL BLVD
2759 FOOTHILL BLVD
Central City East 025-0733-008-02
025-0733-008-03
22581 TB
Property Address Project Area Parcel Number Size (sqft) Source of Funds 11 Former Melrose Ford site 3050 INTERNATIONAL BLVD

DERBY STREET
Coliseum & Central City East
025-0719-007-01025-0720-002-01
32500 TB
12 66th & San Leandro 905 66TH AVE Coliseum 041-4056-004-04 274428 TB 13 Clara & Edes 9418 EDES AVE
606 CLARA ST
Coliseum 044-5014-005
044-5014-006-03
26311 TB
14 Hill Elmhurst 9409 International Blvd
9415 International Blvd1361 95th Avenue9423 International Blvd9431 International Blvd9437 International Blvd95th Avenue Coliseum 044-4967-002
044-4967-003044-4967-004-02044-4967-004-03044-4967-005044-4967-007-01 044-4967-009
28802 TB
15 Fruitvale Transit Village
Phase II
E. 12TH STREETE. 12TH STREET3229 SAN LEANDRO STREET3301 SAN LEANDRO STREET Coliseum 033-2177-021
033-2197-019033-2186-003-01
033-2187-003-01
173579 TB
16 Coliseum City 796 66TH AVE
6775 (7001) Oakport Street711 71st Avenue7001 Snell Street 73RD AVENUE728 73RD AVENUE710 73RD AVENUE
633 HEGENBERGER RD8000 SOUTH COLISEUM WAY
66TH AVE

EDGEWATER DREDGEWATER DR
Coliseum 041-3901-004
041-3902-021041-4170-001-02041-4170-005-04041-4173-001-03041-4173-002-02041-4173-003-06042-4328-001-16042-4328-001-24041-3901-010041-3902-013-05041-3902-013-06 1504670 TB-NA
17 Oak Knoll BARCELONA STREET Oak Knoll 048-6870-002 205337 O 18 Oakland Ice Center 540 17TH STREET Central District 008-0641-008-05 70567 TEB19 City Center West Public Garage
1260 M L KING JR WAYM L KING JR WAY
Central District 002-0027-006-03
002-0027-006-05
78243 TB
Property Address Project Area Parcel Number Size (sqft) Source of Funds 20 Forest City-Uptown
Residential
1911 TELEGRAPH AVENUE Central District 008-0716-052
008-0716-054008-0716-056
205346 TEB-TB-O
21 Rotunda Garage
remainder
524 16TH STREET Central District 008-0620-009-03 6697 TEB 22 UCOP Garage 1111 FRANKLIN Central District 002-0051-013-01 0 TEB 23 8280 MacArthur 8280 MacArthur Blvd. Central City East 043A-4644-026 6720 TB 24 8296 MacArthur 8296 MACARTHUR BLVD Central City East 043A-4644-028 6000 TB 25 73rd & International 7318 INTERNATIONAL BLVD Coliseum 040-3317-032 040-3317-048-13
5435 TB
OAK #4841-7498-0633 v1 23

OAKLAND COMPENSATION AGREEMENT

EXHIBIT C

ENFORCEABLE OBLIGATION PROPERTIES
(attached)

ENFORCEABLE OBLIGATION PROPERTIES
Property Address Project Area Parcel Number Size (sqft) Source of Funds 1 Sears parcels 490 TOMAS L BERKELEY WAY
2016 TELEGRAPH
Central District 008-0649-009
008-0649-010
10766 TEB-TB
2 Fox Theater 521 19TH STREET Central District 008-0642-016 64697 TEB OAK #4841-7498-0633 v1 24

OAKLAND COMPENSATION AGREEMENT

EXHIBIT D

SALE PROPERTIES
(attached)

SALE PROPERTIES
Property Address Project Area Parcel Number Size (sqft) Source of Funds 1 Franklin 88 Parking
Garage
9TH ST Central District 002-0101-001 13406 O
2 822 Washington 822 WASHINGTON STREET Central District 001-0201-010 7580 NA 3 8th & Filbert 8TH STREET West Oakland 004-0007-001-01 9385 NA4 1606 & 1608 Chestnut Street
1606 CHESTNUT STREET 1608 CHESTNUT STREET
Oak Center 005-0387-014
005-0387-015
3018 NA
5 Oak Center Remainder
Parcels
1333 ADELINE STREET14TH STREET
MAGNOLIA STREETUNION STREETMARKET STMYRTLE ST14TH STREET Oak Center 004-0035-003-02
004-0035-002-07004-0035-001-02004-0037-031-02003-0049-001-12005-0383-002-02 005-0383-014-03
3654 NA
1 ORSA TERMINATION PLAN
9/16/2026 75
ATTACHMENT H - Master Agreement for Taxing Entity Compensation 30 Pages