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TO: BOARD OF SUPERVISORS '=- .Y
FROM: KEITH FREITAS, DIRECTOR OF AIRPORTS �" =
Costa
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DATE: March 11, 2008 '°'���o�r•� County
SUB.IECT: APPROVE and AUTHORIZE Execution of the First Amendment to Lease with Buchanan Hangars
LLC for the Buchanan Field Development Project, Pacheco Area. (District IV)
Specific Request(s) or Recommendation(s) & Background & .lustification
I. RECOMMENDED ACTION:
APPROVE and AUTHORIZE the Director of Airports, or desi('Ynee, to EXECUTE, on behalf of the
County.a first amendment to ground lease between the County,as Landlord,and Buchanan Hangars LLC as
tenant.
H. FINANCIAL IMPACT:
There is no negative impact on the General Fund. The Airport Enterprise Fund will receive lease and other
revenues and the County General Fund will receive property,sales and possessory interest tax revenues from
this development. Upon completion of construction period rent, the ground rent will begin at $21,932 per
month or $263,184 per year) and increase annually by the CPI inflator. Every 10 years the lease will be
revalued based on market appraisals.
Continued on Attachment: X , SIGNATURE:
14ECOMMENDATION OF COI.NTV ADMINISTRATOR
_RECOMMENDATION OF BOARD COMMITTEE
_4>PPROVE _OTHER
U
SIGNATRE(S):
ACTION OF BD ON t` /�Q APPROVED AS RECOMMENDEgK OTHER
�7
V TE OF SUPERVISORS �
UNANIMOUS(ABSENT 'D 15-r • IT—)
AYES: NOES:I
ABSENT: ABSTAIN: I hereby certify that this is a true and correct copy of an
action taken and entered on the minutes of the .Board of
Supervisors on the date shown.
Orig.Div: Public Works(Airports Division)
Contact: Beth Lee. Phone(925)646- 722 pp
cc: County Administrator ATTESTED: D� / �� 0 O
Community Development
Public Works Director JOAN CULLEN, Clerk of the Board of Supervisors and
Federal Aviation Administration County Administrator
By n , Deputy
SUBJECT: APPROVE and AUTHORIZE Execution of the First Amendment to Lease with Buchanan Hangars
LLC. for the Buchanan Field Development Project, Pacheco Area. (District IV)
DATE: March 11, 2008
PAGE: 2
III. REASONS FOR RECOMMENDATION/BACKGROUND:
On December 18, 2007, the Board authorized the Director of Airports to enter into a lease with Buchanan
Hangars LLC(the"Tenant")for a term of forty years for the purpose of constructing approximately 44 infill
aircraft hangars of various sires, some with small attached office spaces,plus a 2,200 square foot public use
facility (the "Lease"). The project will be constructed as a leasehold condominium for aircraft hangars.
The Tenant has experienced unforeseen difficulties with undertaking the phase two environmental
assessment and its results and the monitoring and mitigation of certain species on the lease premises. The
lease amendment will accomplish the goal of allowing the Tenant a period of time to determine what steps
need to be taken to comply with CEQA mitigation requirements, the phase two environmental site
assessment findings, wetlands mitigation and species monitoring on the lease premises. The office of
County Counsel concurs with this recommendation.
IV. CONSEQUENCES OF NEGATIVE ACTION:
If the lease amendment is not executed by the parties, Buchanan Hangars LLC will experience a project
delay of approximately six months due to burrowing owls establishing habitat on the premises and nesting
raptors on the premises. This delay may negatively impact general aviation aircraft facilities, services,
Airport demand needs and the Airport Enterprise Fund and County General Fund.
y
County Counsel Docuement— February 27, 2008
FIRST AMENDMENT TO
LEASE BETWEEN CONTRA COSTA COUNTY
AND
BUCHANAN HANGARS LLC
This First Amendment to Lease (this "First Amendment"), by and between
the COUNTY OF CONTRA COSTA, a political subdivision of the State of California
("Lessor"), and BUCHANAN HANGARS LLC, a Colorado limited liability company
("Tenant") is entered into as of[March 11], 2008 (the "Effective Date").
WHEREAS, on December 18, 2007, Lessor and Tenant entered into a lease
for approximately 10.15 acres located at Buchanan Field Airport for the construction
and operation of non-commercial aircraft hangars with or without connected office
space for lease and sale to third parties as leasehold condominiums (the "Lease"),
and
WHEREAS, Lessor and Tenant now desire to amend the Lease to provide
Tenant with a sixty (60) day period of time to terminate the Lease by written notice.
NOW, THEREFORE, for good and valuable consideration the receipt of which
is acknowledged, Lessor and Tenant hereby agree to amend the Lease as follows:
A. AMENDMENTS.
1. Section 4: Term. Section 4 (Term) of the Lease is hereby amended by
adding the following paragraph immediately following the first paragraph thereof:
"No later than May 14, 2008, Tenant shall pay to Lessor the sum of Forty-Two
Thousand and No/100 Dollars ($42,000.00) in cash or by certified check
payable to Lessor as security for the faithful performance of the terms,
covenants, and conditions of this Lease (the "Security Deposit")."
B. MISCELLANEOUS. This First Amendment is hereby made a part of
the Lease and this First Amendment constitutes the entire agreement between the
parties hereto relating to the subject matter of this First Amendment. Except for the
amendments agreed to herein, the Lease, as amended, remains in full force and
effect.
C. SIGNATURES.
IN WITNESS WHEREOF, the parties have executed this First Amendment
effective as of the date first set forth above.
LESSOR TENANT
CONTRA COSTA COUNTY, BUCHANAN HANGARS LLC,
a political subdivision of a Colorado limited liability company
the State of California
By: By:
Keith Freitas Michael Dunn, its Managing Member
Director of Airports
RECOMMENDED FOR APPROVAL:
By:
Beth Lee
Airports Business & Development Manager
CONSULTING SERVICES AGREEMENT
1. Special Conditions. These Special Conditions are incorporated below by`reference.
(a) Public Agency: Contra Costa County Public Works Department
(b) Consultant's Name &Address: Francisco &Associates, Inc.
130 Market Place, Suite 160
San Ramon, CA 94583 FORM APPROVED
SILUANO B,M RCHESI,Coun Counsel
(c) Project Name, Number, & Location: Franchise Fee Program, Project No.: 4500-6G5154
(d) Effective Date: March 15, 2008 (e) Payment Limit(s): $75,000 By Deputy
(f) Completion Date(s): December 31, 2010
(g) Federal Taxpayer's I.D. or Social Security Number:
2. Siqnatures. These signatures attest the parties'agreement hereto:
PUBLIC AGENCY �CONSLW%T
By: Maurice M.Director/
.�x /�
Public Works Director/ By (/` ����
Chief Engineer, or Designee (Desig at dfficial cap&(ty in the business Type of B
(solep o ietorship, government agency, partnership, orporation, ptc.)
If Corporation, State of Incorporation: CLl_WD,-tit-rbc--
By:
�'- 6D4ignate official capacity in the business)
Note to Consultant: For corporations,the contract must be signed by two officers.The first signature must be that of the
chairman of the board, president, or vice-president' the second signature must be that of the secretary, assistant secretary,
chief financial officer,or assistant treasurer. (Civ.Code,Sec. 1190 and Corps.Code.Sec.313.)The acknowledgment below
must be signed by a Notary Public.
ALL-PURPOSE ACKNOWLEDGMENT
State of California )
cc c ) SS.
County of '%CO I1
On -RIO •115120C 0 before me, E-WNX -IV UVa C�I Notary Public,
personally appeared 70W� TyanUscu .� C 1 t 1� vy- lkuwn R
pe4s=!! ::r.�u:�:c c (or proved to me on the basis of satisfactory evid ce) to be the person whose n eQ is re
subscribed to.the within instrument and acknowledged to me that heq executed the same in h+sAw ei authorized
(ie
capacit , and that by k►&Aw heir signature sf on the instrument the person, or the entity upon. behalf of which the
persotarIcted, executed the instrument.
WITNESS my hand and official seal.
-ELENA NANOVA GEORGIEV ��
Comnnisslon #t 1783696 �?Jpw CL
Notary Pub9c -California Notary Public
Conita Costa County l J
MvCamm.�Mssfeb4.2011 )�
(Notary's Seal)
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3. Parties. Effective on the above date,the above-named Public Agency and Consultant mutually agree and promise as
follows:
4. Emplovment. Public Agency hereby employs Consultant, and Consultant accepts such employment, to perform the
professional services described herein, upon the terms and in consideration of the payments stated herein.
5. Scope of Service. Scope of service shall be as described in Appendix A, attached hereto and made a part hereof by
this reference.
6. Report Disclosure Section.Any document or written report prepared hereunder by Consultant,or a subcontractor,for
Public Agency shall contain, in a separate section,the numbers and dollar amounts of this contract and all subcontracts
relating to the preparation of such document or written report, provided that the payment limit specified in Sec. 1(e)
exceeds $5,000. When multiple documents or written reports are the subject or products of this agreement, the
disclosure section may also contain a statement indicating that the total contract amount represents compensation for
multiple documents or written reports.
7. Insurance. Consultant shall, at no cost to Public Agency, obtain and maintain during the term hereof: (a)Workers'
Compensation Insurance pursuant to state law; (b) Professional Liability Insurance with minimum coverage of
$1.000,000 and a maximum deductible of$100,060; and (c) Comprehensive General Liability Insurance, including
blanket contractual(or contractual liability)coverage, broad form property damage coverage,and coverage for owned
and non-owned vehicles,with a minimum combined single limit coverage of$1.000,000 for all damages due to bodily
injury, sickness or disease, or death to any person, and damage to property, including the loss of use thereof, arising
out of each accident or occurrence, and naming Public Agency, Contra Costa Countv, its/their governing bodies,
officers and employees as additional insureds. Consultant shall promptly furnish to Public Agency certificates of
insurance evidencing such coverage and requiring 30 days'written notice to Public Agency of policy lapse,cancellation
or material change in coverage.
8. Payment. Public Agency shall pay Consultant for professional services performed at the rates shown in Appendix B
attached hereto, which include all overhead and incidental expenses, for which no additional compensation shall be
allowed. Notwithstanding the foregoing, those incidental expenses specifically itemized in Appendix B shall be
reimbursable by Public Agency to Consultant,provided that Consultant submits copies of receipts and, if applicable, a
detailed mileage log to Public Agency. In no event shall the total amount paid to Consultant exceed the payment limit(s)
specified in Sec. 1(e) without prior written approval of the Public Agency. Consultant's billing statements shall be
submitted at convenient intervals approved by Public Agency and shall list, for each item of services, the employee
categories, hours and rates. Public Agency will pay consultant in accordance with the requirements of Civil Code
Section 3320 as applicable.
9. Status. The Consultant is an independent contractor, and shall not be considered an employee of Public Agency.
10. Time for Completion. Unless the time is extended in writing by Public Agency, Consultant shall complete all services
covered by this Agreement no later than the Completion Date(s) listed above.
11.. Record Retention and Auditino. Except for materials and records delivered to Public Agency,Consultant shall retain all
materials and records prepared or obtained in the performance of this Agreement, including financial records, for a
period of at least five years after Consultant's receipt of the final payment under this Agreement. Upon request by Public
Agency, at no additional charge, Consultant shall promptly make such records available to Public Agency, or to
authorized representatives of the state and federal governments,at a convenient location within Contra Costa County
designated by Public Agency, and without restriction or limitation on their use.
12. Documentation. Consultant shall prepare and deliver to Public Agency at no additional charge,the items described in
Appendix A to document the performance of this Agreement and shall furnish to Public Agency such information as is
necessary to enable Public Agency to monitor the performance of this Agreement.
13. Ownership of Documents.All materials and records of a finished nature, such as final plans, specifications, reports,
and maps, prepared or obtained in the performance of this Agreement,shall be delivered to and become the property of
Public Agency.All materials of a preliminary nature,such as survey notes, sketches, preliminary plans,computations
and other data, prepared or obtained in the performance of this Agreement, shall be made available, upon request,to
Public Agency at no additional charge and without restriction or limitation on their use.
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14. Extra Work. Any work or services in addition to the work or services described in Appendix A shall be performed by
Consultant according to the rates or charges listed in Appendix B. In the event that no rate or charge is listed for a particular
type of extra work, Consultant shall be paid for the extra work at a rate to be mutually agreed on prior to commencement of
the extra work. In no event shall Consultant be entitled to compensation for extra work unless a written authorization or
change order describing the work and payment terms has been executed by Public Agency prior to the commencement of
the work.
15. Payment Retention. Public Agency shall retain ten percent (10%) of the monies due the Consultant as security for the
fulfillment of this Agreement.After the Consultant has completed all work under this Agreement,submitted final billing,and
the Public Agency has found the work to be accurate,the Public Agency will pay all withheld funds. Public Agency will pay
withheld funds in accordance with the requirements of Civil Code Section 3320 as applicable.A retention will not be withheld
for any"on-call"work.
16. Termination by Public Aaencv.At its option, Public Agency shall have the right to terminate this Agreement at any time by
written notice to Consultant,whether or not Consultant is then in default. Upon such termination, Consultant shall,without
delay, deliver to Public Agency all materials and records prepared or obtained in the performance of this Agreement, and
shall be paid, without duplication, all amounts due for the services rendered up to the date of termination.
17. Abandonment by Consultant. In the event the Consultant ceases performing services under this Agreement or otherwise
abandons the project prior to completing all of the services described in this Agreement, Consultant shall, without delay,
deliver to Public Agency all materials and records prepared or obtained in the performance of this Agreement,and shall be
paid for the reasonable value of the services performed up to the time of cessation or abandonment, less a deduction for
any damages or additional expenses which Public Agency incurs as a result of such cessation or abandonment.
18. Breach. In the event that Consultant fails to perform any of the services described in this Agreement or otherwise breaches
this Agreement, Public Agency shall have the right to pursue all remedies provided by law or equity.Any disputes relating to.
the performance of this Agreement shall not be subject to non-judicial arbitration.Any litigation involving this Agreement or
relating to the work shall be brought in Contra Costa County,and Consultant hereby waives the removal provisions of Code
of Civil Procedure Section 394.
19. Compliance with Laws. In performing this Agreement,Consultant shall complywith all applicable laws,statutes,ordinances,
rules and regulations,whether federal,state,or local in origin.This includes compliance with prevailing wage rates and their
payment in accordance with California Labor Code, Section 1775.
20. Assignment. This Agreement shall not be assignable or transferable in whole.or in part by Consultant,whether voluntarily,
by operation of law or otherwise; provided, however, that Consuftant shall have the right to sub-contract that portion of the
services for which Consultant does not have the facilities to perform so long as Consultant notifies Public Agency of such
subcontracting prior to execution of this Agreement. Any other purported assignment, transfer or sub-contracting shall be
void.
21 Subcontracting. All subcontracts exceeding $25,000 in cost shall contain all of the required provisions of this contract.
Consultant will pay each subconsultant in accordance with the requirements of Civil Code Section 3321 as applicable.
22. Endorsement on Plans. Consultant shall endorse all plans,specifications,estimates, reports and other items described in
Appendix A prior to delivering them to Public Agency, and where appropriate, indicate his/her registration number.
23. Patents and Copvrights. The issuance of a patent or copyright to Consultant or any other person shall not affect Public
Agency's rights to the materials and records prepared or obtained in the performance of this Agreement. Public Agency
reserves a license to use such materials and records without restriction or limitation,and Public Agency shall not be required
to pay any additional fee or royalty for such materials or records.The license reserved by Public Agency shall continue for a
period of fifty years from the date of execution of this Agreement, unless extended by operation of law or otherwise.
24. Indemnification. Consultant shall indemnify, defend,save, protect,and hold harmless Public Agency, its governing body,
officers, employees, representatives, and agents ("Indemnitees")from any and all demands, losses, claims, costs, suits,
liabilities, and expenses for any damage, injury, or death (collectively "Liability") arising directly or indirectly from or
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connected with the services provided hereunder which is caused,or claimed or alleged to be caused, in whole or in part,by
the negligence or willful misconduct of Consultant, its officers, employees, agents, contractors, subconsultants, or any
persons under its direction or control and shall make good to and reimburse Indemnitees for any expenditures, including
reasonable attorneys'fees and costs, the Indemnitees may make by reason of such matters and, if requested by any of the
Indemnitees, shall defend any such suits at the sole cost and expense of Consultant. Consultant's obligations under this
section shall exist regardless of concurrent negligence or willful misconduct on the part of the Public Agency or any other
person; provided, however, that Consultant shall.not be required to indemnify Indemnitees for the proportion of liability a
court determines is attributable to the negligence or willful misconduct of the Public Agency, its governing body,officers,or
employees. This indemnification clause; shall survive the termination or expiration of this Agreement.
25. Heirs.Successors and Assigns. Except as provided otherwise in Section 20 above,this Agreement shall inure to the benefit
of and bind the heirs, successors, executors, personal representatives, and assigns of the parties.
26. Public Endorsements.Consultant shall not in its capacity as a Consultant with Public Agency publicly endorse or oppose the
use of any particular brand name or commercial product without the prior approval of the Public Agency's governing board.
In its Public Agency Consultant capacity, Consultant shall not publicly attribute qualities or lack of qualities to a particular
brand name or commercial product in the absence of a well-established and widely accepted scientific basis for such claims
or without the prior approval of the Public Agency's governing board. In its Public Agency Consultant capacity,Consultant
shall not participate or appear in any cornmercially-produced advertisements designed to promote a particular brand name
or commercial product, even if Consultant is not publicly endorsing a product,as long as the Consultant's presence in the
advertisement can reasonably be interpreted as an endorsement of the product by or on behalf of Public Agency.
Notwithstanding the foregoing, Consultant may express its views on products to other Consultants, the Public Agency's
governing board, its officers,or others who may be authorized by the Public Agency's governing board or by law to receive
such views.
27. Proiect Personnel. In performing the services under this Agreement,Consultant shall use the personnel listed in Appendix
C,attached hereto and made a part hereof by this reference. Changes in project personnel may only be made with Public
Agency's written consent, and Consultant shall notify Public Agency in writing at least thirty (30) days in advance of any
proposed change. Any person proposed as a replacement shall possess training,experience and credentials comparable
to those of the person being replaced.
28. Disadvantaged Business Entergrise(DBE) Reauirements (Federal aid proiects only). Consultant shall comply with all
applicable provisions of 49 CFR, Parts.23 and 26, and the County's Disadvantaged Business Enterprise(DBE) Program,
which are incorporated into this Agreement by reference. In addition, in performing services under this Agreement,.
Consultant shall utilize all DBEs listed in Consultant's written response to the Public Agency's request for qualifications or
request for proposal and shall pay to the listed DBEs the estimated amounts listed in Appendix B attached to this
Agreement. The Consultant shall not substitute a listed DBE at any time or decrease the amount to be paid to a listed DBE
without the advance, written consent of the Public Agency. If a listed DBE is proposed to be replaced, Consultant shall
make.a good faith effort to replace the original DBE with another DBE and shall submit to Public Agency written
documentation of such effort.
29. Federal Cost Principles and Procedures(Federal aid proiects onlv). Consultant shall comply with the following provisions,
which are incorporated into this Agreement by reference: (a)the cost principles for allowability of individual items of costs
set forth in 48 CFR, Chapter 1, Part 31: (b) the administrative procedures set forth in 49 CFR, Part 18; and (c) the
administrative procedures for non-profit organizations set forth in OMB Circular A-110, if applicable to Consultant. In the
event that payment is made to Consultant for any costs that are determined by subsequent audit to be unallowable under
48 CFR, Chapter 1, Part 31, Consultant shall refund the payment to Public Agency within 30 days of written request from
Public Agency. Should Consultant fail to do so, and should the Public Agency file legal action to recover the refund,.
Consultant shall reimburse the Public Agency for all attorney's fees,costs,and other expenses incurred by Public Agency in
connection with such action. .
Attachments:Appendix A,Appendix B,Appendix C
Form approved by County Counsel(11/00)
G:\RealProp\Jann\Franchise Fee Prog\CSA over 25000 Francisco.doc
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APPENDIX A
Scope of Services
The parties do hereby agree to provide assistance in administering the County's Pipeline
Franchise Fee Program for various projects. The services will include but not limited to the
following:
Task 1 Prepare a Countywide Diagram of all Franchised Pipelines
Prepare a diagram that shows all franchised pipelines in Contra Costa County. The map will
include street names and municipal boundaries that will assist the County in determining the
impact of future proposed incorporated city annexations.
Task.2 Organize County Franchise Agreements
Task 3 Prepare Franchise F=ee. invoices and Initiate Balance Collections
Upon publishing of the October Consumer Price Index for the San Francsico/Oakland/San Jose
area, calculate and generate the franchise fee invoices for each active franchise.
Task 4 Conduct a Survey of Other California Public Agencies and Their. Pipeline Franchise
Process to Determine if Contra Costa County is Reasonable
Contact public agencies within the State of California and collect information regarding the
agency's pipeline franchise policies. Such information may include copies of existing franchise
agreements and county or municipal codes governing the granting and administration of pipeline
franchises.
Task 5 Develop Recommendations for:a New County Franchise Ordinance
Upon completion of the. survey described in Task.3; develop recommendations to modify the
County's existing ordinance governing pipeline franchises.
Task 6 Analysis of Possible Franchise Fee Surcharge Fluctuations
Review the key components of the calculation of franchise fee surcharges and identify any
conditions or circumstances that may lead to a fluctuation I the surcharge amounts received by
the County.
Timeframe &. Deadlines
Payments will be made upon receipt of periodic invoices and after approval by the County. All
reports and/or studies are due as requested.
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i APPENDIX.: B
_ Professional Services P.ayinent/Rates_
_. _ Oil
Effective: January 1, 2008
Job Title Rate-per hour
Project Manager $130/hr..
Senior Financial Analyst $90/hr.
Financial Analyst $80/hr.
Clerical $45/hr.
Reimbursables:
Reimbursable items such as overnight mail, duplication, etc. will be billed at cost plus 15%.
Mileage will be billed at the prevailing rate per mile.
The rates shown above will be increased 3% per year commencing on January 1, 2009.
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. .. ....... .
I
ro ect Pers nel:
... .:..... . .. ..
l
Name
Joe Francisco
Silke Anderson
Palmira Brandt