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BROWN ACT:
Government Code 54950 (The Brown Act) requires that a brief description of each item to be transacted or discussed be
posted at least 72 hours prior to a regular meeting. The Corporation posts agendas with the City at 1 Frank H. Ogawa Plaza,
#101. Action may not be taken on items not posted on the agenda. Copies of the agenda are available from the Lake
Merritt/Uptown District Association at 388 19th Street, Oakland, CA 94612. Meeting facilities are accessible to persons with
disabilities. If you require special assistance to participate in the meeting, notify our office at 510 238-1122 at least 48 hours prior
to the meeting.

LAKE MERRITT/UPTOWN COMMUNITY BENEFIT DISTRICT

388 19th Street  Oakland, California 94612

Phone 510.452.4529  Fax 510.452.4530  info@lakemerritt-uptown.org  www.lakemerritt-uptown.org
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LAKE MERRITT/UPTOWN COMMUNITY BENEFIT DISTRICT

388 19th Street  Oakland, California 94612

Phone 510.452.4529  Fax 510.452.4530  info@lakemerritt-uptown.org  www.lakemerritt-uptown.org
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Lake Merritt/Uptown District Association
YTD Cash Summary- July 2018

Perm/Temp Variance Comments

Cash Available YTD Actual YTD Budget YTD Variance (For variance amounts of 10% and $10K)
Prior Year Carry Forward and Assessment $942,807.48 $1,080,842.86 ($138,035.38) Unfavorable TV - April disbursement was reduced
by a 27% withholding imposed by the county. Funds
Income
will be distributed in the August disbursement.

Total Cash Available $942,807.48 $1,080,842.86 ($138,035.38) See comment above.

Expenses
DISI $30,518.82 $33,266.65 $2,747.83 Favorable TV - strategic projects pending
implementation.
ORG $162,270.98 $173,152.25 $10,881.27 Favorable TV - budgeted rent increase on space at
1924 Franklin St. not yet implemented and
percentage of projected end of year bonus included
in monthly allocation for Staff Personnel.
SOBO $546,617.95 $496,223.00 ($50,394.95) Unfavorable TV - December billing for BBB paid in
January at 2018 rate and hours billed exceed
contracted amount.

Total Expenses $739,407.75 $702,641.90 ($36,765.85) See expense detail attached.

Cash Remaining $203,399.73 $378,200.96 ($174,801.23)

Non-Assessment Funds - Contracted Current Contract Current Contract

Services Amount YTD Actual Remaining Funds Notes
Fox Theater Services (2018) $12,000.00 $7,897.45 $0.00 Total funds remaining from all four contract years is
$4,171.36

Current Contract Current Amount Remaining

Amount Invoiced Funds
City of Oakland $48,938.09 $34,822.49 $5,449.86 Payment made from this line item include expenses
related to renewal (P.U.M.A.), an allocation to
support OPD mounted unit, and payments to vendor
for maintenance of 1911 Telegraph and the 17th
Street BART Gateway.
Thor - 385 17th Street $3,670.58 $1,471.02 $1,471.02 Paid through April.
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 10:19 AM Lake Merritt Uptown District Association
07/28/18
Cash Basis July 2018 Expenses
Curr. Actual Curr. Budget Curr. Variance Percent YTD Actual YTD Budget YTD Variance Percent Ann. Budget Variance Explanation
EXPENSES
DISTRICT IDENTITY (DISI)
DISI Projects
Marketing 3,312.16 3,583.33 -271.17 92.43% 23,018.82 25,058.35 -2,039.53 91.86% 42,975.00 Favorable TV - strategic projects pending implementation.

Misc. 0.00 41.67 -41.67 0.0% 0.00 291.65 -291.65 0.0% 500.00
Total DISI Projects 3,312.16 3,625.00 -312.84 91.37% 23,018.82 25,350.00 -2,331.18 90.8% 43,475.00
Special Events
Arts & Culture 5,000.00 5,000.00 0.00 100.0% 5,000.00 5,000.00 0.00 100.0% 5,000.00 Art & Soul sponsorship fulfilled - event to be held 7/28 & 7/29
CBD Sponsored Events 0.00 416.67 -416.67 0.0% 2,500.00 2,916.65 -416.65 85.72% 5,000.00 Unfavorable TV - includes sponsorship Bike to Work Day.

Total Special Events 5,000.00 5,416.67 -416.67 92.31% 7,500.00 7,916.65 -416.65 94.74% 10,000.00
TOTAL (DISI) 8,312.16 9,041.67 -729.51 91.93% 30,518.82 33,266.65 -2,747.83 91.74% 53,475.00
ORGANIZATION
Non-personnel expenses
Accounting Expenses 0.00 0.00 0.00 0.0% 3,250.00 3,500.00 -250.00 92.86% 3,500.00 Favorable PV - tax filing completed.
Computer Service & Support 153.58 50.00 103.58 307.16% 727.67 350.00 377.67 207.91% 600.00 Unfavorable PV - includes payments for IT support. Exceeds
annual budget.
Consulting & Legal Expenses 0.00 41.67 -41.67 0.0% 55.53 291.65 -236.12 19.04% 500.00
Fees & Permits 0.00 166.67 -166.67 0.0% 1,819.56 1,166.65 652.91 155.97% 2,000.00 Unfavorable TV - Includes IDA and CDA membership
renewal. W/in annual budget.
Insurance
Directors & Officers 0.00 0.00 0.00 0.0% 1,285.00 1,300.00 -15.00 98.85% 1,300.00 Paid in full.
General Liability 0.00 0.00 0.00 0.0% 6,248.00 6,373.00 -125.00 98.04% 6,373.00 Paid in full.
Misc -580.71 125.00 -705.71 -464.57% 1,374.81 875.00 499.81 157.12% 1,500.00
Occupancy expenses
Rent 3,810.00 4,103.00 -293.00 92.86% 26,613.50 28,721.00 -2,107.50 92.66% 49,236.00 Favorable TV - budgeted rent increase has not yet been
implemented on space at 1924 Franklin St.
Office furniture & equipment 163.08 83.33 79.75 195.7% 624.84 583.35 41.49 107.11% 1,000.00 Unfavorable PV - allocation to this line item reduced due to
budgetary restrictions.
Postage, shipping, delivery 14.99 20.83 -5.84 71.96% 80.06 145.85 -65.79 54.89% 250.00
Printing & copying -311.39 229.17 -540.56 -135.88% 1,218.06 1,604.15 -386.09 75.93% 2,750.00 Favorable TV - includes reimbursable costs associated with
renewal.
Supplies 346.32 208.33 137.99 166.24% 1,815.61 1,458.35 357.26 124.5% 2,500.00 Unfavorable TV - includes purchase of printer ink. W/in
annual budget.
Telephone & telecommunications 81.39 125.00 -43.61 65.11% 793.90 875.00 -81.10 90.73% 1,500.00
Total Non-personnel expenses 3,677.26 5,153.00 -1,475.74 71.36% 45,906.54 47,244.00 -1,337.46 97.17% 73,009.00
ORG/Special Projects
Annual Breakfast Meeting 0.00 0.00 0.00 0.0% 0.00 0.00 0.00 0.0% 5,000.00 Funds to be expended on annual event.
Total ORG/Special Projects 0.00 0.00 0.00 0.0% 0.00 0.00 0.00 0.0% 5,000.00
Personnel & Related 0.00 0.00 0.00 0.0% 0.00 0.00 0.00 0.0% 5,000.00
Staff Personnel 16,233.35 17,626.75 -1,393.40 92.1% 113,727.76 123,387.25 -9,659.49 92.17% 211,521.00 Favorable TV due to percentage of the projected end of year
bonus included in monthly allocation.

Training & Prof. Develop. 1,507.00 360.00 1,147.00 418.61% 2,636.68 2,521.00 115.68 104.59% 4,321.00 Unfavorable TV - included costs
Total Personnel & Related 17,740.35 17,986.75 -246.40 98.63% 116,364.44 125,908.25 -9,543.81 92.42% 215,842.00
TOTAL ORGANIZATION 21,417.61 23,139.75 -1,722.14 92.56% 162,270.98 173,152.25 -10,881.27 93.72% 293,851.00
SOBO
Clean and Safe 82,320.29 63,665.67 18,654.62 129.3% 492,615.88 445,659.65 46,956.23 110.54% 763,988.00 Unfavorable TV - December billing for BBB paid in January at
2018 rate and hours billed exceed contracted amount.
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 10:19 AM Lake Merritt Uptown District Association
07/28/18
Cash Basis July 2018 Expenses
Curr. Actual Curr. Budget Curr. Variance Percent YTD Actual YTD Budget YTD Variance Percent Ann. Budget Variance Explanation
Misc SOBO expenses 1,730.91 833.33 897.58 207.71% 6,027.09 5,833.35 193.74 103.32% 10,000.00
Program Coordinator 2,749.87 2,823.92 -74.05 97.38% 19,154.78 19,767.40 -612.62 96.9% 33,887.00 Favorable TV due to percentage of the projected end of year
bonus included in monthly allocation.
PROW Maintenance 4,783.99 3,066.08 1,717.91 156.03% 24,443.48 21,462.60 2,980.88 113.89% 36,793.00 Unfavorable TV - inclues payment to artist for untility box
painting.
Watering 1,869.20 500.00 1,369.20 373.84% 4,376.72 3,500.00 876.72 125.05% 6,000.00 Unfavorable TV - watering expenses increased with
installation of new baskets. W/in annual budget.

TOTAL SOBO 93,454.26 70,889.00 22,565.26 131.83% 546,617.95 496,223.00 50,394.95 110.16% 850,668.00
TOTAL EXPENSE 123,184.03 103,070.42 20,113.61 119.51% 739,407.75 702,641.90 36,765.85 105.23% 1,197,994.00
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DRAFT
AGREEMENT
BETWEEN
THE CITY OF OAKLAND
AND
THE DOWNTOWN OAKLAND ASSOCIATION AND LAKE MERRITT/UPTOWN
DISTRICT ASSOCIATION
FOR THE BROADWAY SHUTTLE

This Agreement is entered into by and among the City of Oakland, a municipal corporation
(“City”), the Downtown Oakland Association, and the Lake Merritt/Uptown District Association
(together, the “CBDs”), as of the ___ day of ____________, 2018.

SECTION I

RECITALS

1. On August 25, 2010, the City and the CBDs entered into an agreement whereby the CBDs
became a $32,000 sponsor of Year 1 of the City of Oakland Free Broadway Shuttle (the
“Broadway Shuttle”).

2. On August 10, 2011, the City and the CBDs entered into an agreement whereby the CBDs
became a $32,000 sponsor of Year 2 of the Broadway Shuttle.

3. On May 14, 2012, the City and the CBDs entered into an agreement whereby the CBDs
became a $32,000 sponsor of Year 3 of the Broadway Shuttle.

4. On May 19, 2013, the City and the CBDs entered into an agreement whereby the CBDs
became a $32,000 sponsor of Year 4 of the Broadway Shuttle.

5. On March 21, 2014, the City and the CBDs entered into an agreement whereby the CBDs
became a $36,000 sponsor of Year 5 of the Broadway Shuttle.

6. On May 15, 2015, the City and the CBDs entered into an agreement whereby the CBDs
became a $36,000 sponsor of Year 6 of the Broadway Shuttle.

7. On May 11, 2016, the City and the CBDs entered into an agreement whereby the CBDs
became a $36,000 sponsor of Year 7 of the Broadway Shuttle

8. On October 04, 2017, the City and the CBD’s entered into an agreement whereby the CBDs
became a $36,000 sponsor of Year 8 of the Broadway Shuttle

9. The Broadway Shuttle improves the vitality of the Downtown, Lake Merritt and Uptown
districts by improving accessibility into and within these districts, and promoting the growth
of local restaurants and other businesses.

Agreement between City of Oakland and Downtown Oakland & Lake Merritt/Uptown District Associations
Page 1
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10. The Broadway Shuttle makes office tenant spaces more attractive for prospective
companies by connecting BART, Jack London Amtrak and the Ferry stations to office
buildings, places of business and other destinations.

11. The City and the CBDs wish to continue Broadway Shuttle Day Operations (Monday-
Friday 7am-7pm), and Night Operations (Monday-Friday 7pm-10pm).

12. Under a Transit Service Agreement, dated September 7, 2016 (the “Transit Service
Agreement”), by and between the City and Alameda-Contra Costa Transit District (“AC
Transit”), AC Transit has agreed to operate the Broadway Shuttle at frequencies of
approximately 11-minutes during peak hours and approximately 16-minutes during off-peak
hours (peak and off-peak hours defined below).

NOW, THEREFORE, for good and valuable consideration, the parties hereby agree as follows:

SECTION II

PARTY OBLIGATIONS

1. The term of this Agreement is one (1) year, from January 1, 2018 to December 31, 2018 to
support Broadway Shuttle Day Operations (Monday-Friday 7am-7pm).

2. The City will continue to make every attempt to resume all Night Operations (Monday-
Thursday 7pm-10pm, Friday 7pm-1am, and Saturday 6pm-1am).

3. The Broadway Shuttle service shall remain in effect until at least December 31, 2018.

4. The CBDs shall pay thirty-six thousand dollars ($36,000) to the City on or earlier than
October 15, 2018 to support Shuttle operations, signage, vehicle wraps, educational
brochures, advertising, project management staff costs, and feasibility analysis of the Shuttle
service. This payment shall be payable to the “City of Oakland” and mailed to:

Attention: Bruce Williams

City of Oakland
250 Frank H Ogawa Plaza, Suite #4344
Oakland, CA 94612

5. The Broadway Shuttle service “peak hours” shall be defined as: 7:00am-9:00am; 11:00am-
1:00pm; and 5:00pm-7:00pm. The Broadway Shuttle service currently includes 19 total
stops, including 13 stops within the Downtown Oakland Association and Lake
Merritt/Uptown District Association boundaries. No modifications to the Broadway Shuttle
route, service hours or frequency shall be made without prior notice and input from the
CBDs.

Agreement between City of Oakland and Downtown Oakland & Lake Merritt/Uptown District Associations
Page 2
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6. The City reserves the right to terminate its Transit Service Agreement if the Broadway
Shuttle service is not meeting the City’s expectations for customer service and/or
performance. However, if the Transit Service Agreement is terminated, the City shall make
reasonable attempts to secure a new Transit Service Agreement with a different operator
prior to the conclusion of AC Transit’s service in order to ensure that there is no
interruption in the Broadway Shuttle service.

7. In the event that the City terminates the Transit Service Agreement and enters into a new
agreement with a different operator to provide the Shuttle service within the term of this
Agreement, the CBDs funding obligation under this Agreement shall remain in effect.

8. If the Transit Service Agreement is terminated prior to the end of the term of this
Agreement, and the City does not enter into a new agreement with a different operator to
provide the Broadway Shuttle service within the term of this Agreement, or if the City
otherwise terminates or materially reduces the Daytime Operations of the Broadway Shuttle
service during the term, the City shall refund to the CBDs a prorated amount of the CBDs
payments made under this Agreement. This section does not limit any other remedy
available to a Party under this agreement.

9. The City shall make every reasonable attempt to prominently place each of the two CBDs
logos on all Shuttle marketing and promotional materials, including brochures, posters and
website; place the CBDs logos on the exterior of the Broadway Shuttle vehicles; and
mention the CBDs as a Broadway Shuttle sponsor in press releases.

10. Upon request from the CBDs, the City shall share quarterly ridership data summaries for the
Broadway Shuttle using Automated Passenger Counter with infrared technology. Ridership
data can include trip data broken down by hour, days of the week and Shuttle stop.

11. Upon request from the CBDs, the City shall share quarterly on-time performance data
summaries for the Broadway Shuttle using the Automated Vehicle Location (AVL) system.
Reports shall include the number of occurrences that buses depart a timed stop more than
one minute early, and arrive at a timed stop more five minutes late.

12. This Agreement may only be changed, modified or extended by written agreement of all
parties.

13. The City shall indemnify, defend, and hold harmless the CBDs, their directors, officers,
employees, and agents against any and all suits, claims or actions of any sort or nature,
including but not limited to injuries to or death of any persons, or for loss of or damage to
any property (including costs of attorney’s fees) arising out of the City’s performance under
this Agreement, or the City’s failure to comply with any of its obligations contained herein,
except any such injury, loss or damage caused by the negligence or willful misconduct of
the CBDs. The City further agrees to defend any and all such actions, suits or claims and
pay all charges of attorneys and all other costs and expenses arising therefrom or incurred in
connection therewith; and if any judgment be rendered against the CBDs or any of the other
individuals enumerated above in any such action, the City at its expense shall satisfy and
discharge the same. This indemnity shall survive the termination of the Agreement.

Agreement between City of Oakland and Downtown Oakland & Lake Merritt/Uptown District Associations
Page 3
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14. All of the terms, provisions and conditions of the Agreement hereunder shall be binding
upon and inure to the parties hereto and their respective successors, assigns and legal
representatives. Notwithstanding the preceding sentence, no party shall assign or transfer its
interest in this Agreement without the written consent of the other parties.

15. This Agreement contains the entire agreement of the parties with respect to matters
addressed herein, and supersede any prior negotiations. All prior or contemporaneous
agreements, understandings, representations, and statements are merged into this Agreement
and are of no further force or effect. Every provision of this Agreement is intended to be
severable. If any provision of this Agreement is held invalid, illegal, or unenforceable by a
court of competent jurisdiction, the validity, legality, and enforceability of the remaining
provisions shall not be affected or impaired.

16. This Agreement may be signed in multiple counterparts, which, when signed by all parties,
will constitute a binding agreement.

17. Nothing in this Agreement shall be deemed to create a partnership or agency relationship
between the CBDs and the City. Neither the CBDs nor the City shall do or suffer to be
done anything whereby it may be represented as a partner or agent of the other, nor make
any representation on behalf of the other or hold itself out as being able to bind the other
in any way.

IN WITNESS WHEREOF, the parties have executed this Agreement on the date first set forth
above.

FOR CBDs FOR THE CITY

Deborah Boyer, President, Lake Sabrina Landreth,

Merritt/Uptown District Association City Administrator

Approved as to form and legality:

Michelle Lane, President, Downtown Oakland
Association

Deputy City Attorney

Agreement between City of Oakland and Downtown Oakland & Lake Merritt/Uptown District Associations
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