Notice of Meeting

To ensure the participation of the disabled public in all Commission public meetings, the following items concerning accessibility will be available:

Sign Language interpreters or note takers will be available upon request. Please contact Services for the Deaf and Hearing Impaired at 415/557-4433 (TDD) or 415/557-4434 (Voice) at least 72 hours prior to the meeting. Late requests will be honored if possible.

A sound enhancement system will be available upon request at the meetings. Please contact Services for the Deaf and Hearing Impaired at 415/557-4433 (TDD) or 415/557-4434 (Voice) at least 72 hours prior to the meeting. late requests will be honored if possible.

A person who is deaf or hearing impaired may gain meeting information prior to the meeting by calling 415/557-4433 (TDD) or 415/557-4434 (Voice). In addition, the California Relay Service can be used by individuals with hearing and speech impairments by calling 1-800/735-2929 (TDD) or 1-800/735-2992 (Voice).

Minutes of the meetings are available in alternative formats. If you require the use of a reader during the meeting, please contact the Library for the Blind and Print Handicapped at 415/557-4253 at least 72 hours in advance of the need.

Individuals with severe allergies, environmental illness, multiple chemical sensitivity or related disabilities should call the accessibility hotline at 415/554-8925 to discuss meeting accessibility. In order to assist San Francisco’s efforts to accommodate such people, attendees at public meetings are reminded that other attendees may be sensitive to various chemical-based products. Please help the City to accommodate these individuals.

Library Commission meetings will be held at the Main Library, 100 Larkin Street at Grove, Lower Level, Koret Auditorium, except when otherwise noticed. The Commission meeting room is wheelchair accessible. The closest accessible BART station is Civic Center. The accessible MUNI line serving this location is the #19 Polk. For information about Muni’s accessible service, please call 415/923-6142.

There is accessible parking available at 355 McAllister, Civic Center Plaza Garage. Call 415/863-1537.

Accessible seating for persons with disabilities (including those using wheelchairs) will be available at meetings.

The ringing of and use of cell phones, pagers and similar sound-producing electronic devices are prohibited at this meeting. Please be advised that the Chair may order the removal from the meeting room of any person(s) responsible for the ringing or use of a cell phone, pager, or other similar sound producing electronic devices.

Government’s duty is to serve the public, reaching its decisions in full view of the public. Commissions, boards, councils and other agencies of the City and County exist to conduct the people’s business. This ordinance assures that deliberations are conducted before the people and that City operations are open to the people’s review.

For more information on your rights under the Sunshine Ordinance (Chapter 67 of the San Francisco Administrative Code) or to report a violation of the ordinance, contact Donna Hall, Administrator, the Sunshine Ordinance Task Force, City Hall, Room 244 1 Dr. Carlton B. Goodlett Place, San Francisco, CA 94102-4689 or at 415/554-7724 ph. 415/554-5163 FAX and website at Donna_Hall@ci.sf.ca.us. Copies of the Sunshine Ordinance can be obtained from the Clerk of the Sunshine Task Force, the San Francisco Public Library and on the City's website at www.ci.sf.ca.us/bdsupvrs/sunshine.

Attention: Individuals and entities that influence or attempt to influence local legislative or administrative action may be required by the San Francisco Lobbyist Ordinance [SF Admin Code secs. 16.520 - 16.534] to register and report lobbying activity. For more information about the Lobbyist Ordinance, please contact the Ethics Commission at 30 Van Ness, ste. 3900, San Francisco, CA 94102, telephone (415) 554-9510, fax (415) 703-0121 and web site http://www.ci.sf.ca.us/ethics/.

Michael Housh, Commission Secretary 3/7/02

I. Agreement of Purchase and Sale of Real Property for the proposed Glen Park branch of the Library (the "PSA")

A.  Proposed Project: The purchase from Glen Park Marketplace Phoenix, LLC (the "Seller") of a condominium unit which is to be delivered as an enhanced shell (the "Improvements"), with a separate main entrance located in the vicinity of the corner of Diamond and Wilder Streets, comprised of 9,200 square feet of space, consisting of 700 square feet of ground floor space on Diamond Street and 8,500 square feet of space over such ground floor parcel on the second floor of the Project, along with 4,000 square feet of air rights above the Diamond Street portion of the Project (the "Property"). The Project will also contain a 5000 square foot retail unit (initially a grocer) and approximately 15 to 20 individual residential units.

B.  Purchase Price: The Purchase Price will be $3,374,000. Please see Section 2.

C.  Payment: The Purchase Price will not be paid until a closing of the transaction ("Closing") following Substantial Completion. A Punchlist Reserve of 10% will be held back at Closing and paid only when all Punchlist Items are completed. Please see Section 2.

D.  Conditions, Covenant and Restrictions: All of the condominium units in the Project will share certain common areas, costs and rules and regulations, as specified in a document which will be negotiated after the signing of the PSA, but prior to Closing, and recorded against the Project just prior to Closing (the "CC&Rs"). The PSA calls for the CC&Rs to be commercially reasonable and customary. Once delivered by the Seller, in the event that an agreement cannot be reached on the CC&Rs, the City will have the right to terminate the PSA. Please see Sections 1.2 and 4.4.

E.  Due Diligence and Approvals: In each case below, the City may terminate the PSA if it is not satisfied with the information of if it cannot obtain a required approval. Please see Section 4.

1. Initial Due Diligence: The City has an initial period of 60 days from the signing of the PSA to review any information on the condition of the Property or the Project in Seller's possession.
   
   
2. Approvals: The City has 150 days after the signing of the PSA to obtain all required approvals for the effectiveness of the PSA (e.g., Library Commission, General Plan Referral, Appraisal, CEQA, Board of Supervisors approval).
   
   
3. Ongoing Due Diligence: During the course of the term of the PSA, the City will have 60 days to review and approve any other information that the Seller obtains.
   
   
4. Title to the Property: The City will have an initial opportunity (at the signing of the PSA), and then a final opportunity (just prior to Closing) to review and approve title to the Property.
   

F.  Conditions to Closing and Closing:

1. Conditions: There are several standard, protective conditions to Closing contained in the Agreement (the "City Conditions Precedent"), the most significant of which is Substantial Completion of the Improvements to the Property and our inspection and approval of the Work (others include no default, condition of the Property, title insurance, and a final certificate of the Seller's contractor). Please see Section 5.
   
   
2. Closing: Closing will be a date which is the earlier of 20 days after the satisfaction of the City Conditions Precedent, and 90 days after five years from the signing of the PSA (the "Outside Date of Substantial Completion"). Please see Section 7.

G.  Representations and Warranties: The PSA contains standard, protective representations and warranties from the Seller that mostly relate to the condition of the Property and the Project now and at Closing. Please see Section 9.

H.  Risk of Loss: If damage occurs to the Property in excess of $327,400 prior to Closing, then City will have the right to terminate the PSA. Please see Section 10.

I.  Defaults: The PSA contains standard language indicating that upon a failure of performance or a breach of the PSA, after certain cure periods, either side may terminate the PSA and/or pursue its legal rights. Please see Section 11.

J.  Construction: All issues concerning the design and construction of the Property are governed by the Rider which is an Exhibit to the PSA and which is described in more detail below.


II. Construction Rider attached to the PSA as Exhibit G (the "Rider")

A.  The Construction of the Improvements:

1. Summary: The Seller is required to complete the Work in compliance with all Laws, Regulatory Approvals, a Progress Schedule developed and circulated by Seller, and in accordance with the Plans developed by the Seller and approved by the City as described in the PSA (the "Project Requirements"). The "Work" includes every activity necessary to complete the Improvements to the Property, and all other aspects of the foundation, superstructure and infrastructure that serve the Property. Please see Section 1.
   
   
2. City Inspections: The Seller and the City will coordinate to allow a City Representative to inspect upon the completion of certain items of Work, and otherwise from time to time. Please see Section 1.6.
   
   
3. Performance Bond: The Seller is required to have the Contractor obtain a payment and performance bond in the amount of 100% of the costs to construct the Project. Please see Section 1.8.

B.  Work Contracts: The Seller is solely responsible for hiring and paying any Work Professional necessary to construct the Project. The Rider lays out certain customary, protective provisions that the City has an interest in making sure are included in such Work Contracts (such as the obligation to tell the City if Defective Work is discovered). Please see Section 2.

C.  Submittals and Review: Preliminary Plans will be attached to the Rider depicting all items of design and construction for which the Seller and the City have reached an agreement as of the date of the signing of the PSA. Thereafter, all Submittals must be consistent with the Preliminary Plan and the previously approved Submittals. The Seller submits the design and construction documents in four major stages: Schematic Design, Design Development, 50% Construction and 100% Construction. The City has 21 days after each Submittal to review the documents (30 days for the Schematic Design Documents). The City will either accept the Submittal, or will respond by indicating how such Submittal does not meet the Project Requirements. The City may also make a Requested Revisions to such documents, at no cost to the City, for any item that may be "reasonably expected to be a part of the design, construction, use, operation or functionality of public library facilities in urban areas." Please see Section 3.

D.  Seller's Other Duties:

1. Timing: The Seller must begin the construction of the Work by two years from the signing of the PSA (the "Work Commencement Date"), and must complete construction by the Outside Date of Substantial Completion (i.e., five years from the signing of the PSA). Please see Section 4.1.
   
   
2. Substantial Completion: Seller notifies the City 30 days prior to the anticipated Substantial Completion, then sends a certificate upon Substantial Completion. Upon receipt of the certificate, the City has 15 business days to inspect the property to confirm Substantial Completion. During that period, the City can identify items that need to be completed prior to the determination of Substantial Completion ("Open Items"), which Seller must complete within 30 days. Please see Sections 4.2, 4.4 and 4.5.
   
   
3. Punchlist: After Substantial Completion, the City and the Seller will develop a list of Punchlist Items which Seller must complete within 30 days (with extensions up to 90 days). Completion of the Punchlist Items may occur after Closing. Upon completion of the Punchlist Items, the 10% Punchlist Reserve is paid to the Seller. Please see Section 4.3.
   
   
4. Other Responsibilities: Seller is responsible for obtaining all Regulatory Approvals, labor, services, materials and supplies, for arranging for reviews and inspections, paying all taxes related to the Work, providing for supervision, safety and security, for keeping the Property clean and for paying its debts. Please see Sections 4.6, 4.7, 4.8, 4.9, 4.10, 4.11, 4.13, and 4.14.

E.  Defective Work: The Seller is responsible for correcting all Defective Work at the Seller's cost for up to one year after the date of Final Completion. Please see Section 5.

F.  Indemnification: The Rider contains standard, protective indemnification language in which the Seller is obligated to indemnify, defend and hold harmless the City from all Losses related to any breach of the PSA. The Seller's indemnification obligations survive for ten years after Closing. The Seller does not have to indemnify the City for breaches that were disclosed prior to Closing in a specifically identified delivery from the Seller as part of the Ongoing Due Diligence.

G.  Mediation: The Rider contains a mediation process which will be used to resolve disputes other than claims relating to the right to terminate the PSA. Please see Section 8.

H.  Changes: The City may request changes to the Plans after they have been approved by City. Once requested, the Seller prices the request and the City can decide if they wish to pursue the change. The Seller may also request changes at it's sole cost and expense as long as the Outside Date of Substantial Completion does not change, and as long as the Change does not affect the City's intended use of the Property. Please see Section 9.

I.  Adjustments: Seller may not extend the Work Commencement Date or the Outside Date of Substantial Completion without the consent of the City. Please see Section 10.

J.  Insurance: The Seller must provide standard, protective insurance during the term of the PSA and must name the City as an additional insured. The City's Risk Manager has approved the insurance provisions of the Rider. Please see Section 11.

K.  Miscellaneous:

1. City Approval and Waiver: The City Librarian is authorized to make all approvals, waivers, extensions and other determinations under the PSA and Rider. Please see Sections 12.7 and 12.9.
   
   
2. Deemed Approval: With respect to matters for which the City must respond within a certain time period, in the event that the City does not respond within that time period, and within two business days after the Seller sends a second notice to the City, the City will be deemed to have approved the specific matter at issue. Please see Section 12.10(c).