C I T Y OF O A K L A N D _

AGENDA REPORT
2005 KAR K

AM 9 : * |

TO:
ATTN:
FROM:
DATE:

Office of the City Administrator

Deborah Edgerly
Community and Economic Development Agency - Planning and Zoning
March 28, 2006

RE:

Informational Report for a Special Concurrent Meeting of the Oakland

Redevelopment Agency/City Council for an Informational Workshop on the
Proposed Oak to Ninth Redevelopment Project

SUMMARY

The City Council/Redevelopment Agency has requested an informational meeting on the

proposed Oak to Ninth Mixed Use Development Project. The purpose of the meeting is to
discuss the proposed project, the policy issues related to the project, review the environmental
documentation and application materials, accept public testimony, and ask questions of the
project sponsors, staff, and members of the public. This meeting is a prelude to the anticipated
public hearings that will be held to formally consider the project later in the Spring. No action or
direction from the Council is requested at this meeting.
The Landmarks Preservation Advisory Board (LPAB) and the Parks and Recreation Advisory
Commission (PRAC) have met and made recommendations to the Planning Commission about
the proposed project. The Planning Commission held a public hearing on March 15, 2006 to
discuss the recommendations of the LPAB and PRAC, to consider certifying the Environmental
Impact Report, approving the Vesting Tentative Map and Conditions of Approval, and approving
the Preliminary Development Plan and the Oak to Ninth Design Guidelines. Staff will orally
report the outcome of this meeting at the Redevelopment Agency/City Council workshop.
hi addition, the Planning Commission was requested to recommend that the City
Council/Redevelopment Agency approve amendments to the Estuary Policy Plan text and land
use map; adopt the Planned Waterfront Zoning District-4; amend the zoning maps; approve the
Development Agreement; and adopt a report and recommendations to the Redevelopment
Agency and the City Council to adopt the proposed amendments to the Central City East
Redevelopment Plan and the Central District Urban Renewal Plan.
The March 15, 2006 Planning Commission staff report and all attachments being considered for
action are enclosed with this packet. This material contains comprehensive information about
the proposed project and provides specific recommendations for project conditions and
requirements. Staff has appended the report as background information for this meeting and will
highlight major aspects of the project as a framework for discussion with the City Council and
Redevelopment Agency.

Item:
City Council/Redevelopment Agency
March 28, 2006

Deborah Edgerly
CEDA/Planning and Zoning
Oak to Ninth Informational Meeting

Page 2

FISCAL IMPACT

This report is informational only, no fiscal impacts are included.

BACKGROUND
Project Description
Oakland Harbor Partners (OHP) is proposing to redevelop 64 acres of waterfront property by
converting an underutilized, maritime and industrial area into a mixed-use neighborhood with
residential, retail/commercial, open space, and marina uses. The majority of existing uses and
structures on the project site would be demolished. Approximately 29.9 acres (or 46%) of the
site would be developed with parks and open spaces, including the existing Estuary Park and
Jack London Aquatic Center.
The project would consist of approximately 3,100 residential dwelling units (a mix of flats,
townhomes, and lofts) on 13 separate development parcels. Approximately 200,000 square feet
of ground-floor retail/commercial space would be distributed throughout each of the 13
development parcels and would be designed to provide a variety of active retail, restaurant,
service, and small office uses to support the new residential neighborhood and serve visitors to
the site.
A maximum of 165,000 square feet of the existing 180,000 square-foot Ninth Avenue Terminal
building and a portion of its existing wharf would be demolished to create the largest (9.7 acres)
of a series of interconnected parks and waterfront space. The project would retain a minimum of
15,000 square feet of the Terminal's Bulkhead Building - - envisioned to contain a variety of
uses consistent with the Tidelands Trust. A continuous public pedestrian trail and Class I bicycle
facility along the entirety of the project's waterfront would also be created as a segment of the
Bay Trail.
Building heights would range from 86 feet in height (approximately six to eight stories) with
high rise tower elements of up to 240 feet (approximately 24 stories) on select parcels. A variant
to the project allows consideration of increased maximum building heights from 86 feet to 120
feet on development parcels B, C, D and H (see DEIR, Figures III-5 and III-6).
The project would rebuild and expand the existing Fifth Avenue Marina and Clinton Basin
Marina, to 52 and 118 slips respectively, and would entail dredging activities and straightening
the existing undulating and unprotected condition of Clinton Basin's shoreline. The project
would improve the existing shoreline along the project site with varying treatments, including
marsh habitats, the riprap, and bulkhead walls. Major site remediation to address existing soil
contamination will also occur as part of the project.

Item:
City Council/Redevelopment Agency
March 28, 2006

Deborah Edgerly
CED A/Planning and Zoning
Oak to Ninth Informational Meeting

Page 3

The project would provide a minimum of 3,950 onsite parking spaces: Approximately 3,500 in
enclosed parking structures, about 375 spaces along public streets within the project area, and
about 75 spaces in surface lots in proximity to the proposed open space areas, primarily for use
by park and marina users.
Requested Approvals
City land use approvals requested by OHP, and the City approving authority, include the
following:

Entitlements

General Plan Amendment

Redevelopment Plan Amendments
Rezoning and Zoning Code PWD - 4
District
Preliminary Development Plan (POP)
Final Development Plan (s) (FDP)
Oak to Ninth Design Guidelines
Vesting Tentative Subdivision Map
Final Subdivision Map(s) - future
Development Agreement
Conditional Use Permit - Park
activities

, Review and Approval Req uired

Planning
Planning
City Council*
Commission
Commission
Redevelopment
Approval
Recommendation
Agency Approval

X*
X

X*

X
X
X
X

X*
X

X*

* City Council approval only

Upon release of the Final Environmental Impact Report, staff scheduled public hearings with the
Boards and Commissions that are required to make recommendations to the Planning
Commission and City Council on the proposed project.
KEY ISSUES AND IMPACTS
The following section presents a summary of what staff believes to be the major remaining
issues. These issues are also presented in more detail in the Planning Commission's March 15,
2006 staff report. It should be noted that during the Planning Commission's consideration of the
draft conditions of approval, the draft Development Agreement and other information, other
issues may arise.
Vision of the Waterfront
Issue #1: The proposal before the City identifies an alternative vision to fulfill the goals,
policies and objectives in the Estuary Policy Plan. The approval of this project would modify
Item:
City Council/Redevelopment Agency
March 28, 2006

Deborah Edgerly
CEDA/Planning and Zoning
Oak to Ninth Informational Meeting

Page 4

the land uses, development intensity, building height and form but not contradict the underlying
original vision of the Estuary Policy Plan (environmental clean-up, increased access, new system
of parks and open spaces, etc.). The key issue for the City is whether the original vision is
feasible given the current costs of development, and whether the original vision was actually
sustainable given the amount of development, parks and open spaces vs. ongoing costs for
adequate operation and maintenance.
An extensive analysis of the project's compatibility and consistency with the adopted Estuary
Policy Plan (EPP) and the General Plan are presented in the March 15, 2006 Planning
Commission staff report (pages 11-16), as well as in the Draft EIR (Section IV.A. 1- 43). At
issue is how these goals, policies and objectives are met, not whether they will be met.
Specifically, the EPP assigns two land use designations to the project site. Estuary Park and Jack
London Aquatic Center (except within approximately 200 feet of the Embarcadero) are
designated as Parks, Open Space and Promenades (P). The remaining portion of the project is
designated as Planned Waterfront Development (PWD-1).
The adopted intent of the PWD-1 is to "provide for the transformation of maritime and marine
industrial uses into a public-oriented waterfront district that encourages significant public access
and open space opportunities. Encourage a unique mix of light industrial, manufacturing, artist
lofts and workshops, hotel, commercial-recreation, cultural uses, and water-oriented uses that
complement the recreational and open space character of the waterfront."
The desired character of the PWD-1 is that "future development in this area should be primarily
public recreational uses including boating clubs, community and cultural uses, parks, and public
open spaces; with primary uses including light industrial, manufacturing, assembly, artists
workshops, cultural work/live studios, offices, neighborhood commercial, and restaurants; and
including hotel, conference, restaurant, commercial recreation, and cultural. Water uses also
included."
The EPP acknowledges that the Oak-to-Ninth Avenue District is likely to be redeveloped as
many of the port-related activities are relocating to other land areas under the jurisdiction of the
Port. The EPP recognizes that with the changes of land use, there are opportunities for "a largescale network of open spaces and economic development that extend for over 60 acres from
Estuary Park to Ninth Avenue. The assemblage of parkland would create a major open space
resource in Oakland and, at the same time, establish a recreation asset of regional significance.
In areas adjacent to the open space, additional development of hotels, cultural activities, and
other attractions that take advantage of the unique setting could help energize the entire district."
Parks, Open Space, and Bay Trail
Issue #2: The Estuary Policy Plan envisioned an integrated system of parks and open space for
the Oak to Ninth Area. The parks were generally described and no specific acreages were

Item: ^___
City Council/Redevelopment Agency
March 28, 2006

Deborah Edgedy
CEDA/Planning and Zoning
Oak to Ninth Informational Meeting

Page 5

adopted as part of the plan. The question now is whether the proposed system of parks, open
space and shoreline trail are consistent with the original Estuary Policy Plan.
When the EPP was prepared, there was consensus in the community that future improvements
along the Oakland waterfront contain a considerable amount of public parks and open space.
The locations for the open spaces and parks were specified in illustrative diagrams for the Oak to
Ninth project and included in the EPP EIR for purposes of study. There are three essential
differences between the EPP vision and the project sponsor's proposal: 1) a portion of the
"Open Meadow" in the EPP has been converted to a development area and a smaller "Channel
Park" has been included; 2) a development area has been included in the area of Estuary Park
and 3) although conceptual, the EPP diagrams indicate a total of approximately 43 acres of
parks and open space for the Oak to Ninth area (see DEIR, p. IV.L-17) vs. the applicant's
proposal of approximately 30 acres. Both concepts call for the development of parks to fulfill
the overall open space policy of a necklace of parks along the waterfront.
Both the EPP and the applicant's proposal show the Bay Trail incorporated within these open
space areas and connected to adjacent segments. In both the EPP concept and the project
applicant's, the parks are proposed for fairly passive activities; the project applicant has specified
a children's playground, a bocce ball court, and a dog play area. The Bay Trail will provide
opportunities for bicycle riders and pedestrians.
On-going Maintenance and Operation of the Parks and Open Space by Project Sponsor
Issue #3: The construction, maintenance and operation of the parks, open space and trails are
proposed to be implemented through the formation of a Community Facilities District (CFD).
The project sponsor is proposing to form a Community Facilities District (CFD) under the
Mello-Roos Act so that funding would be available for the long-term, on-going maintenance of
the parks. Through the Development Agreement (Section 4.4) and the Conditions of Approval
(38-39), the City and project sponsor would cooperate to form such a District. Thereafter, a
Community Services District (CSD) could be formed to implement the park maintenance
standards set forth in the Development Agreement (Exhibit F). The CFD would be funded
through property assessments on the residential developments on the property.
Historic and Cultural Resources
Issue #4: Most of the existing Ninth Avenue Terminal Building is proposed to be demolished as
the result of the new development, to accommodate a new Shoreline Park. The Ninth Avenue
Terminal Shed is 180,000 square feet in size, consisting of a portion built in the 1920s and an
addition constructed in the 1950s. The project proposes to retain 15,000 square feet of the
bulkhead of the Terminal shed, and demolish the remaining 165,000 square feet. Public
comments received throughout the public outreach and review process have ranged from support
Item:
City Council/Redevelopment Agency
March 28, 2006

Deborah Edgerly
CEDA/Planning and Zoning
Oak to Ninth Informational Meeting

Page 6

for retaining the bulkhead, as proposed in the project, retaining the 1920s portion of the building,
and retaining the entire structure.
The City's policy documents do not provide clear guidance on this issue and the objectives of
historic preservation and the provision of a large, waterfront open space area are competing in
this instance. From all the discussions to date, there seems to be general consensus that saving
the entire building is infeasible and would directly compete with the value of providing shoreline
access and open space along this portion of the Estuary. The key issue appears to be what
portion of the building to save. Presented below are three options, along with the consequences:
Option 1: Approve the project sponsor's proposal of saving 15,000 square feet, and require the
set of mitigation measures set forth in Conditions of Approval 25 and 26, calling for submittal of
a landmark application, integration of the historic qualities and character of the building into the
reuse plan and adjacent park and payment of a $500,000 in-lieu fee for historic preservation
activities in the City.
Consequences:
* The historic building would be irreparably damaged;
* Activities in the building could be supported with the income from rental and other
activities;
The City would gain a new shoreline park and open space area consistent with the
EPP.
The $500,000 could be used to support other historic preservation efforts in the City.
Option 2: Approve retaining a larger portion of the building (between 30,000 and 60,000) square
feet, and require the set of mitigation measures set forth in the Conditions of Approval 25 and 26
except for the payment of the in-lieu fee.
Consequences:
The historic building would be irreparably damaged;
Activities in the building could not be supported with the income from rental and
other activities thereby requiring an on-going subsidy from the project sponsor and/or
the City;
A larger funding commitment would be required for the rehabilitation of the building
by the project sponsor and/or the City;
The City would gain a smaller shoreline park (between .75 and 1.25 acres smaller
depending on the portion of the building retained).
There would not be any direct funding provided for historic preservation elsewhere in
the City.
Option 3: Approve retaining the entire 1920's portion of the building (approximately 90.000
square feet, and require the set of mitigation measures set forth in the Conditions of Approval 25
and 26 except for the payment of the in-lieu fee.
Item:
City Council/Redevelopment Agency
March 28, 2006

Deborah Edgerly
CEDA/Planning and Zoning
Oak to Ninth Informational Meeting

Page 7

Consequences:

The historic building would be irreparably damaged;

Activities in the building could not be supported with the income from rental and
other activities thereby requiring an even larger on-going subsidy from the project
sponsor and/or the City;
A larger funding commitment would be required for the rehabilitation of the building
by the project sponsor and/or the City;
The City would not gain a shoreline park
There would not be any direct funding provided for historic preservation elsewhere in
the City.

There have been many comments about the structural integrity of the building and its potential
for adaptive reuse. Attached to this staff report are a number of related reports concerning the
financial feasibility of saving various portions of the building and the subsequent financial
impact. These are included as Attachment D.
Terms and Length of Development Agreement
Issue #5: The proposed 20-year Development Agreement presents a series of obligations and
benefits for the City and the Redevelopment Agency. A Development Agreement (DA) has been
drafted to vest or "lock in" the development approvals for a 20 year period. This type of
agreement was approved for the Jack London Square Development Project in 2004. The
following list summarizes the major deal points; the draft DA is attached as Exhibit L.
City Commitments: Oakland Harbor Partners (OHP) requests of the City:
20 years of vested rights enabling the project to be developed in discreet phases,
consistent with the proposed Preliminary Development Plan and Oak to Ninth Design
Guidelines.
Guarantee that City will not impose any new development fees other than those stipulated
in the DA and subject to adopted fee increases over time.

No new project requirements other than through the DA and those listed in the project
approvals and mitigation measures.
Implementation of each mitigation measure concurrent with the need for the mitigation as
the project is sequenced, as set forth in the Conditions of Approval.

The right to assign certain of its rights and/or obligations under the DA without the City's
consent to a qualified lender, affiliate, the builder of a building on a "finished" lot or a
pre-qualified transferee. All other assignments would require the consent of the City.

Item:
City Council/Redevelopment Agency
March 28, 2006

Deborah Edgerly
CEDA/Planning and Zoning
Oak to Ninth Informational Meeting

Page 8

Developer Commitments: In exchange for the City commitments set forth above, OHP
proposes to:

Provide for the dedication, improvement and maintenance (in perpetuity) of

approximately 30 acres of public parks, all at Project Sponsor's cost.
Maintain certain public rights-of-way improvements (street trees, landscaping, street
lights, street furniture, storm drains and sidewalks) through a CSD/CFD, or other type of
agreement, rather than as an obligation of the City's General Fund, in perpetuity.
Use RDA and Developer funds to allow units equal to 20% of the units located within the
Central City East Redevelopment Plan Area to be developed or sold as affordable
housing units.
Ensure that qualified Oakland residents are employed to work 6% of the construction
(subject to a maximum of 300,000 job hours).
Provide $1,650,000 in financial assistance to local job training programs to serve local
residents in the Eastlake/Chinatown, Fruitvale and Lower San Antonio neighborhoods.
Abide by the Port's non-discrimination and small local business utilization and prevailing
wage policy.
Comply with a specific phasing schedule, which will require the Developer to complete
specified public improvements prior to certain milestones of development, as set forth in
Exhibit C - Phasing Schedule, to the draft Development Agreement.
Install open space and Bay Trail improvements with each phase of development as per
the Exhibit C - Phasing Schedule.
Restore a portion of the bulkhead of the Ninth Avenue Terminal shed building. OHP
shall have the right of first offer to lease the building during the term of the DA.
Underground utilities from 5th Avenue to 10th Avenue on both sides of the Embarcadero
and along the south side of the project's Embarcadero frontage from 5th Avenue to the
Cash and Carry site.
Widen and install a median and landscaping along the Embarcadero.
Fund private shuttle service and other transportation demand reduction measures pursuant
to an approved Transportation Demand Management Plan.
Comply with the Port's Art in Public Places Ordinance.

Issue # 6: Provide an affordable housing component for the project in conjunction with the
RDA's obligation for the Central City East Redevelopment Plan and as an obligation of the
project under the Development Agreement. A description and analysis of the draft affordable
housing proposal is presented in Attachment C to this staff report.

Item:
City Council/Redevelopment Agency
March 28, 2006

Deborah Edgerly
CED A/Planning and Zoning
Oak to Ninth Informational Meeting

Page 9

SUSTAINABLE OPPORTUNITIES

Economic: The project will redevelop an underutilized industrial area with retail and
commercial job opportunities and sale taxes, will add up to 3,100 new housing units to the City's
housing stock, both rental and homeownership; will participate in job training and hiring
programs, and will add tax increment funds to the Redevelopment Agency.
Environmental: The project will clean up contaminated soil; prevent contaminated surface
runoff from entering the Estuary; provide opportunities for the public to enjoy 30 acres of
waterfronts parks; and will use energy efficient construction techniques and materials in the
project.
Social Equity: The project will provide a variety of housing types to people with a range of
incomes; will provide public access, both physical and visual, to the waterfront; will work with
AC Transit to extend public transportation to the site and the waterfront; will provide a shuttle
for project residents that will take them to BART and downtown; and will provide 30 acres of
parks and open space, including the Bay Trail.
DISABILITY AND SENIOR CITIZEN ACCESS
Senior citizens and disabled persons will have access to some of the affordable housing units and
with the new recreational facilities proposed, will have convenient access to the public parks and
the waterfront.
RECOMMENDATION(S) AND RATIONALE
This is an informational meeting to provide an opportunity to discuss issues and opportunities
presented by the proposed project. No recommendations are proposed at this time.

Item:
City Council/Redevelopment Agency
March 28, 2006

Deborah Edgerly
CED A/Planning and Zoning
Oak to Ninth Informational Meeting

Page 10

ACTION REQUESTED OF THE CITY COUNCIL/REDEVELOPMENT AGENCY

Staff recommends that the City Council/Redevelopment Agency take public testimony, consider
the information presented in this report, and direct staff accordingly.

Respectfully submitted,

CLAUDIA
Development Director
Community and Economic Development Agency
Prepared by:
Margaret Stanzione, Planner IV
Planning and Zoning, Major Projects

APPROVED AND FORWARDED TO THE

CITY COUNCIL/REDEVELOPMENT AGENCY

OFFICE OF THE CITY ADMINISTRATOR

Item:
City Council/Redevelopment Agency
March 28, 2006

Deborah Edgerly
CEDA/Planning and Zoning
Oak to Ninth Informational Meeting

Page 11

Attachments:

A.
B.
C.
D.

March 15, 2006 Planning Commission Staff Report

Oak to Ninth Affordable Housing Analysis - dated March 14, 2006
Draft Development Agreement - dated March 8, 2006 - Planning Commission Draft
Consultants Reports:
D.I: Ninth Avenue Pier Renovation, Structural Feasibility Study Prepared by
Rutherford and Chekene Consulting Engineers (February 6, 2006)
D.2: Oak to Ninth Avenue Development Feasibility Analysis for Shoreline
Improvements and Pier Retrofit, Prepared by Moffatt and Nichol
(February 5, 2006)
D.3: Oak to 9th Mixed Use Project, Ninth Avenue Terminal Reuse Feasibility
Prepared by Economic and Planning Systems, Inc. (February 21,2006)
D.4: Oak to 9th Mixed Use Project Feasibility Analysis of Alternatives IB, 2, 3
Prepared by Economic and Planning Systems, Inc. (January 31, 2006)
D.5: Oak to 9th Mixed Use Project, Fiscal Impact Analysis, Prepared by
Economic and Planning Systems, Inc. (July, 2005)

E.

Proposed Conditions of Approval - March 15, 2006 Planning Commission version identified as Exhibit C
Proposed Mitigation Monitoring and Reporting Program - March 15, 2006 version identified as Exhibit B
Preliminary Development Plan, Design Guidelines and Vesting Tentative Map
Proposed General Plan Amendments
Proposed New Zoning District (PWD-4) - requirements and standards
Proposed Zoning District Map

F.
G.
H.
I.
J.

Item:
City Council/Redevelopment Agency
March 28, 2006