City Council
Meeting: April 14, 2009
Agenda Item: 8-A
To: Mayor and City Council
From:
Subject: Approval of Bayside District
Corporation Amended and Restated Services Agreement and Amended By-Laws
Recommended
Action
Staff recommends that the
City Council authorize the City Manager to execute the Amended and Restated
Services Agreement with the Bayside District Corporation (BDC) and approve the
BDC’s Third Amended and Restated By-Laws.
Executive
Summary
Staff is presenting to Council
an Amended and Restated Services Agreement for approval, which reflects the new
roles and responsibilities to be delegated to the BDC following the
establishment of the Downtown Santa Monica Property Based Assessment District
(PBAD). Modifications to the Agreement include updated indemnification
provisions, description of the base-level of services to be provided by the
City, and standards relating to the functions and oversight of private
contractors. In addition, Council is asked to approve BDC’s Third Amended and
Restated By-Laws clarifying eligibility of members to serve on the BDC board.
The Restated Services Agreement and modified By-Laws were approved by the BDC
Board of Directors on March 26, 2009.
Background
On March 25, 2008, the Council approved the
Bayside Downtown Management Framework which described the method for assessing
property owners within the Downtown area, for using the estimated $3.5 million
to fund enhanced services, including enhanced maintenance and ambassador
service, and to reorganize BDC’s board of directors. On July 24, 2008, Council established the Property-Based
Assessment District by Resolution No. 10336.
On January 13,
2009, Council
approved amended by-laws for the BDC, and appointed six members to serve on the
Board. In addition, Council provided direction
to staff on terms and conditions to include in an Amended and Restated Services
Agreement with the BDC.
The
Amended and Restated Services Agreement enumerates additional BDC
responsibilities to be funded through
the Property-Based Assessment District (PBAD),
In coordination with City staff, these additional responsibilities
include BDC oversight of vendor
contracts to provide enhanced maintenance of public areas, Ambassador services,
and homeless outreach.
Upon execution of
the Amended and Restated Services Agreement, the City will transfer the PBAD funds and Mall Assessments
to the BDC and the BDC shall begin implementation of its enhanced services and
programs.
Discussion
As with the previous
Services Agreement last amended on October 26,
2004, the
Amended and Restated Services Agreement retains BDC responsibilities to provide
advice and recommendations to the City regarding long term planning and
development strategies; to assist new businesses by providing information; to
advise the City on operational issues related to the Downtown; to coordinate
with the City on filming, photo shoots and special events and collect Film and
Special Event Charges, as approved by the City; to manage the street performer
program; and to serve as a liaison to the City and other governmental entities.
The
significant modifications in the proposed Amended and Restated Services
Agreement from the previous Agreement are summarized as follows:
TERM
·
The initial term of this Agreement shall be for a period of ten
(10) years and may be renewed for one additional ten (10) year period provided
that a majority of property owners vote in favor of an extension of the PBAD.
ROLES AND
RESPONSIBILITIES
·
BDC shall prepare annually a Work Plan and Budget for submittal to
the City Manager in coordination with the City’s Community Maintenance
Department. The annual work plan shall describe in detail the services to be
provided by the City and the enhanced services for the upcoming year to be
provided by BDC.
·
BDC shall manage an ambassador program to provide information to visitors
about activities, sites and points of interest within the Downtown, and to
monitor public facilities within the Downtown. Ambassadors shall not be
portrayed as representatives of any law enforcement agency of the City, and
shall not assume any law enforcement responsibilities.
·
BDC shall ensure that its Ambassador Program shall comply with the
City’s Living Wage Ordinance and maintenance/custodial contractors shall adhere
to the same standards of sustainable maintenance practices as are followed by
City maintenance.
·
City shall be obligated to continue to provide
maintenance-of-effort and base level services as described in Exhibit C of the
Agreement.
PAYMENT
·
City shall pay to the BDC all funds received from the PBAD, Mall
Maintenance Charge, and Central Business District less an administrative charge
to be retained by the City to cover City’s costs in administering and
collecting the assessments. The
Administrative Charges Schedule shall be:
·
PBAD
The
City will retain an administrative charge of $65.02 per parcel, to be adjusted
annually by the Consumer Price Index. The annual adjustment will be no less
than 2%, and no greater than 5%. This rate was established based upon the cost
of service/charge analysis of an independent consultant. This will generate
$28, 349. .
·
Mall Maintenance Charge
The
City will retain an annual administrative charge of 1.27% of assessments
collected. This rate was established based upon the cost of service/charge
analysis of an independent consultant. The Administration fee is estimated to
generate $14,344.
·
Central Business District Business Improvement Area (CBD)
The City will
retain an administrative charge in an amount equal to five (5%) percent, or
approximately $10,000, until the CBD is terminated.
INSURANCE AND INDEMNIFICATION
·
BDC’s commercial liability insurance limits have been raised to
reflect its expanded roles and responsibilities under the Agreement.
·
BDC shall indemnify and defend the City and its insurance will be
primary in connection with indemnified claims.
TERMINATION
·
Either party may terminate this Agreement immediately if the Santa
Monica PBAD is disestablished pursuant to applicable state law, or may
terminate with cause after proper notice and cure periods. BDC may terminate
with or without cause with six months written notice.
BY-LAWS
·
BDC shall amend its By-laws to provide that Directors be current in
their payment of special or general assessments, fees or licenses imposed
within the Bayside District.
Council is also asked
to approve the addition of this provision to the BDC’s Third Amended and
Restated By-Laws.
Financial
Impacts & Budget Actions
Approval of BDC’s Amended and Restated Services Agreement and
Amended By-Laws has no financial impact on the City, as the City will recover
administration charges for the collection and distribution of the property and
business based assessments, estimated to total $52,693.
Prepared by:
Elana Buegoff, Senior Development Analyst
|
Approved: |
|
Forwarded to Council: |
|
|
|
|
|
Andy Agle, Director Housing
and Economic Development |
|
P. Lamont Ewell City Manager |
Attachments:
Attachment
A: Amended and Restated Services Agreement
Attachment
B: Third Amended and Restated By-Laws