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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- April 2017

Perm/Temp Variance Comments
Cash Available YTD Actual YTD Budget YTD Variance (For variance amounts of 10% and $10K)
Prior Year Reserve and Assessment Income $713,927.60 $1,201,168.90 ($487,241.30) Unfavorable TV. Dec -16 Disbursement lower than
budgeted due to unpaid manually billed properties
and April disbursement has not been received.

Less Reserve $67,783.00 $67,783.00 $0.00
Total Cash Available $646,144.60 $1,133,385.90 ($487,241.30) See comment above.
Expenses

DISI $11,426.15 $18,499.96 $7,073.81

ORG $92,130.19 $100,217.28 $8,087.09

SOBO $397,575.63 $420,371.60 $22,795.97
Total Expenses $501,131.97 $539,088.84 $37,956.87 See expense detail attached.
Cash Remaining $145,012.63 $594,297.06 ($449,284.43)

Current
Contract
Non-Assessment Funds - Contracted Current Contract Remaining
Services Amount YTD Actual Funds Notes
Fox Theater Services (2017) $12,000.00 $5,822.68 $6,177.32 Includes January billing for security services and
payment to Big Belly Solar in the amount of
$4,018.50 for the refurbishment of 2 trash
compactors to be placed around the Fox Theater.
Total funds remaining from all three contract years
is $21,421.94.
6
10:19 AM Lake Merritt Uptown District Association
04/23/17
Cash Basis April 2017 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 4,214.43 3,750.00 464.43 112.39% 8,953.59 15,000.00 -6,046.41 59.69% 45,000.00 Favorable TV - strategic projects pending implementation.
Misc. 0.00 41.67 -41.67 0.0% -27.44 166.68 -194.12 -16.46% 500.00 Includes reimbursement from DOA for 2016 shared expense
Total DISI Projects 4,214.43 3,791.67 422.76 111.15% 8,926.15 15,166.68 -6,240.53 58.85% 45,500.00
Special Events
Arts & Culture 0.00 416.66 -416.66 0.0% 0.00 1,666.64 -1,666.64 0.0% 5,000.00 Favorable TV - event to be held the weekend of August 19th.
CBD Sponsored Events 0.00 416.66 -416.66 0.0% 2,500.00 1,666.64 833.36 150.0% 5,000.00 Unfavorable TV - Expended $2500 in March on BTWD
sponsorship. Within annual budget.
Total Special Events 0.00 833.32 -833.32 0.0% 2,500.00 3,333.28 -833.28 75.0% 10,000.00
TOTAL (DISI) 4,214.43 4,624.99 -410.56 91.12% 11,426.15 18,499.96 -7,073.81 61.76% 55,500.00
ORGANIZATION
Non-personnel expenses
Accounting Expenses 0.00 250.00 -250.00 0.0% 0.00 1,000.00 -1,000.00 0.0% 3,000.00 Favorable TV - will expend category in May when we file our
990 return.
Computer Service & Support 0.00 83.34 -83.34 0.0% 196.03 333.36 -137.33 58.8% 1,000.00
Consulting & Legal Expenses 0.00 125.00 -125.00 0.0% 0.00 500.00 -500.00 0.0% 1,500.00
Fees & Permits 445.92 166.66 279.26 267.56% 636.98 666.64 -29.66 95.55% 2,000.00
Insurance
Directors & Officers 0.00 0.00 0.00 0.0% 1,285.00 1,285.00 0.00 100.0% 1,285.00 Paid in full.
General Liability 0.00 0.00 0.00 0.0% 5,954.00 6,457.00 -503.00 92.21% 6,457.00 Favorable PV - negotiated lower premium.
Misc -21.29 166.66 -187.95 -12.78% 891.84 666.64 225.20 133.78% 2,000.00 Unfavorable TV - includes unanticipated purchase of
awards for departing board members.
Occupancy expenses
Rent 4,085.79 3,928.50 157.29 104.0% 15,002.87 15,714.00 -711.13 95.48% 47,142.00 Favorable PV - budgeted rent increase has not yet been
implemented and increase will not be charged retroactively.

Office furniture & equipment 191.80 166.66 25.14 115.09% 412.66 666.64 -253.98 61.9% 2,000.00
Postage, shipping, delivery 0.00 41.66 -41.66 0.0% 64.18 166.64 -102.46 38.51% 500.00
Printing & copying -9.63 250.00 -259.63 -3.85% 1,005.74 1,000.00 5.74 100.57% 3,000.00
Supplies 68.58 250.00 -181.42 27.43% 645.46 1,000.00 -354.54 64.55% 3,000.00
Telephone & telecommunications 77.49 125.00 -47.51 61.99% 388.16 500.00 -111.84 77.63% 1,500.00
Total Non-personnel expenses 4,838.66 5,553.48 -714.82 87.13% 26,482.92 29,955.92 -3,473.00 88.41% 74,384.00
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 Favorable TV - date not yet set for 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
Staff Personnel 14,985.47 17,232.00 -2,246.53 86.96% 63,802.09 68,928.00 -5,125.91 92.56% 206,784.00
Training & Prof. Develop. -398.26 333.34 -731.60 -119.48% 1,845.18 1,333.36 511.82 138.39% 4,000.00 Unfavorable TV - includes costs associated with staff
attendance at WCUDF. Within annual budget.
Total Personnel & Related 14,587.21 17,565.34 -2,978.13 83.05% 65,647.27 70,261.36 -4,614.09 93.43% 210,784.00
TOTAL ORGANIZATION 19,425.87 23,118.82 -3,692.95 84.03% 92,130.19 100,217.28 -8,087.09 91.93% 290,168.00
SOBO
Clean and Safe 73,312.27 68,969.41 4,342.86 106.3% 276,193.35 275,877.64 315.71 100.11% 827,633.00 Unfavorable TV - due to new staff training, monthly
contracted hours were exceeded.
Misc SOBO expenses 1,378.91 833.34 545.57 165.47% 4,081.32 3,333.36 747.96 122.44% 10,000.00 Unfavorable TV - includes unanticipated purchase of
uniforms and paint.
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Page 1 of 2
10:19 AM Lake Merritt Uptown District Association
04/23/17
Cash Basis April 2017 Expenses
Curr. Actual Curr. Budget Curr. Variance Percent YTD Actual YTD Budget YTD Variance Percent Ann. Budget Variance Explanation
Program Coordinator 2,655.56 2,735.84 -80.28 97.07% 10,375.93 10,943.36 -567.43 94.82% 32,830.00 Favorable TV due to percentage of the projected end of year
bonus included in monthly allocation.
PROW Maintenance -886.29 2,458.34 -3,344.63 -36.05% 3,232.59 9,833.36 -6,600.77 32.87% 29,500.00 Favorable TV - strategic projects pending implementation.
Watering 0.00 416.66 -416.66 0.0% 136.10 1,666.64 -1,530.54 8.17% 5,000.00 Favorable TV due to weather.
TOTAL SOBO 76,460.45 75,413.59 1,046.86 101.39% 294,019.29 301,654.36 -7,635.07 97.47% 904,963.00
TOTAL EXPENSE 100,100.75 103,157.40 -3,056.65 97.04% 397,575.63 420,371.60 -22,795.97 94.58% 1,250,631.00
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Page 2 of 2
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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 ____________, 2017.

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. 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.

9. 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.

Agreement between City of Oakland and Downtown Oakland & Lake Merritt/Uptown District Associations
Page 1
10

10. The City and the CBDs wish to continue Broadway Shuttle Day Operations (Monday-
Friday 7am-7pm), and Night Operations (Monday-Thursday 7pm-10pm, Friday 7pm-1am,
and Saturday 6pm-1am).

11. 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, 2017 to December 31, 2017 to
support Broadway Shuttle Day Operations (Monday-Friday 7am-7pm).

2. The City will continue to make every attempt to continue 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, 2017.

4. The CBDs shall pay thirty-six thousand dollars ($36,000) to the City on or earlier than
March 15, 2017 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: Zach Seal
City of Oakland
250 Frank H Ogawa Plaza, Suite #3315
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.

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

Agreement between City of Oakland and Downtown Oakland & Lake Merritt/Uptown District Associations
Page 2
11

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.

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.

Agreement between City of Oakland and Downtown Oakland & Lake Merritt/Uptown District Associations
Page 3
12

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
Page 4
13

Broadway Shuttle Ridership 2016

Quarter Trips Trips/hour

Mon-Fri 7am-7pm
(12 hrs each day):
Jan-March 2016 2,243 187
April-June 2016 2,341 195
July-Sept 2016 2,251 188
Oct-Dec 2016 2,131 178

Mon-Thurs 7pm-10pm
(3 hrs each day):
Jan-March 2016 320 107
April-June 2016 362 121
July-Sept 2016 374 125
Oct-Dec 2016 294 98

Fri 10pm-1am & Sat 6pm-1am
(13 hrs each weekend)
Jan-March 2016 654 65
April-June 2016 711 71
July-Sept 2016 741 74
Oct-Dec 2016 611 61
14

Broadway Shuttle Budget 2017

Cost
Daytime Mon-Fri 7am-7pm $635,640
Weekday Evening Mon-Thurs 7pm-10pm $155,574
Weekend Night Fri 7pm-1am & Sat 6pm-1am $167,283
$958,497

Funding Sources
Bay Area Air Quality Management District Spare the Air $185,000
Alameda County Transportation Commission Transportation Fund for Clean Air $183,500
Alameda County Transportation Commission Measure BB $261,957
Alameda County Transportation Commission Lifeline Transportation $123,770
Jack London Square B Shuttle Sponsor $138,270
Downtown Community Benefit District B Shuttle Sponsor $18,000
Lake Merritt/Uptown Community Benefit District B Shuttle Sponsor $18,000
Jack London Improvement District B Shuttle Sponsor $20,000
SF Bay Ferry B Shuttle Sponsor $10,000
$958,497