City of Long Beach. Request for Proposals Number CM14-040

City of Long Beach Purchasing Division th 333 W Ocean Blvd/7 Floor Long Beach CA 90802 City of Long Beach Request for Proposals Number CM14-040 to De...
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City of Long Beach Purchasing Division th 333 W Ocean Blvd/7 Floor Long Beach CA 90802

City of Long Beach Request for Proposals Number CM14-040 to Develop, Design, Build, Finance, Operate and Maintain the New Long Beach Civic Center, Port Headquarters, and Potential Related Downtown Development

Release Date: February 28, 2014 Due Date: June 2, 2014, by 11:00am PDT For additional information, please contact: Anne Takii, 562-570-6362

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Table of Contents APPENDIX A: ABBREVIATIONS AND DEFINITIONS ...................................................................................... 1 APPENDIX B: ADMINISTRATIVE REQUIREMENTS ........................................................................................ 1 B1.1 PROPOSAL LETTER.............................................................................................................. 1 B1.2 Disclosure of Litigation ........................................................................................................ 1 B1.3 Debarment ........................................................................................................................... 1 B1.4 Improper Conduct ............................................................................................................... 1 B1.4.1 B1.4.2 B1.4.3 B1.4.4 B1.4.5 B1.4.6

Prohibited Activities ....................................................................................................................1 Non-Collusion.............................................................................................................................. 2 Organizational Conflicts of Interest ............................................................................................. 2 Long Beach Municipal Code (LBMC) Section 2.73 et seq, the Equal Benefits Ordinance ............3 Restrictions on Participation........................................................................................................3 Authority Letter of Proposer to Develop and Invest in Project....................................................4

B1.5 Changes to the Proposer’s Organization ............................................................................. 4 B1.6 Commitments of Designated Team Members to Project ..................................................... 5 B1.7 DBE/WBE/MBE/SBE Participation ........................................................................................ 5 B1.8 PROJECT LABOR AGREEMENT ............................................................................................ 5 B1.9 PROJECT SUMMARY AND AUTHORIZATION ....................................................................... 6 APPENDIX C: TECHNICAL REQUIREMENTS .................................................................................................. 1 ARCHITECTURE AND FUNCTIONAL USE REQUIREMENTS FOR CIVIC CENTER.............................................. 1 C1.1 INTRODUCTION .................................................................................................................. 1 C1.1.1

C1.2

C1.2.1 C1.2.2 C1.2.3 C1.2.4 C1.2.5 C1.2.6 C1.2.7 C1.2.8 C1.2.9 C1.2.10 C1.2.11 C1.2.12 C1.2.13 C1.2.14 C1.2.15 C1.2.16 C1.2.17

C1.3

Relationship Between Technical Requirements and Other RFP Sections ....................................1

OVERALL SITE AND DESIGN CONSIDERATIONS ................................................................ 1 Vision for the Project Site ...........................................................................................................1 Guiding Principles .......................................................................................................................1 Functional Requirements ............................................................................................................1 Site Design ..................................................................................................................................2 Site Amenities ............................................................................................................................. 2 Contextual Design .......................................................................................................................2 Transitions ..................................................................................................................................3 Buildings and Architecture ..........................................................................................................3 Private Development ...................................................................................................................3 Sustainable Design .....................................................................................................................4 Open Space ................................................................................................................................ 4 Landscape Design Requirements ................................................................................................ 5 Exterior Lighting .........................................................................................................................5 Signage and Wayfinding .............................................................................................................5 Codes and Regulatory Compliance ............................................................................................. 5 Parking Structures ......................................................................................................................6 Security .......................................................................................................................................6

DEVELOPMENT PROGRAM .................................................................................................. 7

C1.3.1 C1.3.2 C1.3.3 C1.3.4 C1.3.5 C1.3.6

City of Long Beach New Civic Center

Current Civic Functions and Amenities Desired ...........................................................................7 New Civic Center Project ............................................................................................................8 City Hall Requirements ............................................................................................................. 11 Library Requirements ................................................................................................................ 13 Port Headquarters Requirements .............................................................................................. 14 Parking and Fleet Vehicle Requirements ................................................................................... 16

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C1.4 EXHIBITS ........................................................................................................................... 18 FACILITIES MANAGEMENT REQUIREMENTS FOR CIVIC CENTER................................................................ 1 C2.1 Introduction ......................................................................................................................... 1 C2.2 PREFERRED PROPOSER’S RESPONSIBILITIES .................................................................... 1 C2.2.1 C2.2.2 C2.2.3 C2.2.4 C2.2.5 C2.2.6 C2.2.7

C2.3

OPERATIONAL FUNCTIONS ................................................................................................ 6

C2.3.1 C2.3.2 C2.3.3 C2.3.4 C2.3.5 C2.3.6 C2.3.7 C2.3.8 C2.3.9

C2.4

Facility Maintenance and Repair (FM&R) Requirements ............................................................. 6 Building Facilities Maintenance and Operations ..........................................................................9 Infrastructure Management ...................................................................................................... 12 Janitorial Services ..................................................................................................................... 17 Grounds Maintenance Services ................................................................................................. 18 Parking Services........................................................................................................................ 19 Pest Control Services ................................................................................................................ 20 Solid Waste Collection, Recycling, and Removal ....................................................................... 21 Security Services ....................................................................................................................... 21

CONTINUOUS QUALITY ASSURANCE ................................................................................ 24

C2.4.1 C2.4.2

C2.5

General Responsibilities ..............................................................................................................1 Outline of Responsibilities ...........................................................................................................1 Customer Service and Support ...................................................................................................1 Human Resources .......................................................................................................................3 Material, Equipment, and Subcontract Purchases .......................................................................3 Computer-aided Facilities Management System..........................................................................3 Required FM Documentation ......................................................................................................5

Continuous Quality Assurance Plan ........................................................................................... 24 Quality Surveillance .................................................................................................................. 25

Handback Requirements ................................................................................................... 26

C2.5.1 C2.5.2 C2.5.3 C2.5.4 C2.5.5 C2.5.6

Facility Condition....................................................................................................................... 26 Handback Survey ...................................................................................................................... 26 Handback Retainage ................................................................................................................. 27 Performance of Handback Work ............................................................................................... 27 Final Handback Assessment ...................................................................................................... 27 Final Compliance ....................................................................................................................... 28

ARCHITECTURAL AND USE REQUIREMENTS FOR PRIVATE DEVELOPMENT ................................................. 1 C3.1 INTRODUCTION .................................................................................................................. 1 C3.1.1

C3.2

C3.2.1 C3.2.2

C3.3

Relationship Between Technical Requirements and Other RFP Sections ....................................1

DEVELOPMENT PROGRAM .................................................................................................. 1 Guiding Principles .......................................................................................................................1 Allowable Uses ............................................................................................................................ 1

OVERALL SITE AND DESIGN CONSIDERATIONS ................................................................ 2

C3.3.1 C3.3.2 C3.3.3 C3.3.4 C3.3.5 C3.3.6 C3.3.7 C3.3.8 C3.3.9 C3.3.10 C3.3.11

City of Long Beach New Civic Center

Vision for the Project Site ...........................................................................................................2 Guiding Principles .......................................................................................................................2 Functional Requirements ............................................................................................................2 Site Design ..................................................................................................................................2 Contextual Design .......................................................................................................................3 Transitions ..................................................................................................................................3 Buildings and Architecture ..........................................................................................................3 Sustainable Design .....................................................................................................................4 Open Space ................................................................................................................................ 4 Landscape Design Requirements ................................................................................................ 5 Exterior Lighting .........................................................................................................................5

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C3.3.12 Codes and Regulatory Compliance ............................................................................................. 5 C3.3.13 Parking........................................................................................................................................5

C3.4

SITE CONDITIONS .............................................................................................................. 6

C3.4.1 C3.4.2 C3.4.3

“As-Is” Condition ........................................................................................................................6 Existing Environmental and Engineering Studies ........................................................................6 Additional Environmental and Engineering Studies .....................................................................6

APPENDIX D: FINANCIAL REQUIREMENTS ................................................................................................... 1 CIVIC CENTER ............................................................................................................................... 1 D1.1 Financial Plan....................................................................................................................... 1 D1.2 Financing Strategy ............................................................................................................... 1 D1.3 Equity Finance ..................................................................................................................... 1 D1.4 Project Debt (including mezzanine debt) and/or bond finance (taxable and tax exempt) . 2 D1.5 Bank Letter of Support ........................................................................................................ 2 D1.6 Refinancing Strategy ........................................................................................................... 2 D1.7 Hedging Strategy ................................................................................................................. 3 D1.8 Payments from the City for the Project ............................................................................... 3 D1.8.1

Indexation on City Payments for the Project ..............................................................................3

D1.9 Payments from the City for Parking .................................................................................... 4 D1.10 Payments from the Port for the Project .............................................................................. 4 D1.10.1 Indexation on Port Payments for the Project ..............................................................................5

D1.11 Payments from the Port for Parking .................................................................................... 6 D1.12 Insurance Requirements ..................................................................................................... 6 D1.13 Benchmark Financial Data ................................................................................................... 6 D1.13.1 CPI ..............................................................................................................................................6 D1.13.2 Base Interest Rate for Project Debt in Proposals ........................................................................6

D1.14 Currency .............................................................................................................................. 7 D1.14.1 Term ...........................................................................................................................................7 D1.14.2 Base Date of Financial Calculations ............................................................................................ 7

D1.15 Repayment of Long Beach Finance Authority Lease ........................................................... 7 D1.16 Refinancing Gain Share on Civic Center .............................................................................. 8 D1.17 Handback ............................................................................................................................. 8 FINANCIAL REQUIREMENTS FOR PRIVATE DEVELOPMENT ...................................................................... 1 D2.1 Introduction ......................................................................................................................... 1 D2.2 Deal Structure ..................................................................................................................... 1 D2.2.1 D2.2.2 D2.2.3

D2.3 D2.4

Market Assessment .............................................................................................................. 2 Financial Plan....................................................................................................................... 2

D2.4.1 D2.4.2 D2.4.3 D2.4.4

D2.5 D2.6 D2.7

Construction and Operating Cash Flow Model ............................................................................1 Description of Project Financing and City Revenues ...................................................................2 Responsibility for All Costs ..........................................................................................................2

Financing Strategy ......................................................................................................................3 Equity Finance ............................................................................................................................ 3 Project Debt including mezzanine debt and/or bond finance ......................................................3 Bank Letter of Support ...............................................................................................................3

Contingency Plan ................................................................................................................. 4 Insurance Requirements ..................................................................................................... 4 Benchmark Financial Data ................................................................................................... 4

D2.7.1

City of Long Beach New Civic Center

Base Interest Rate for Project Debt in Proposals ........................................................................4

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D2.7.2 D2.7.3 D2.7.4 D2.7.5

Currency .....................................................................................................................................4 Term ...........................................................................................................................................4 Base Date of Financial Calculations ............................................................................................ 5 Revenue Sharing.........................................................................................................................5

APPENDIX E: ADMINISTRATIVE SUBMITTAL REQUIREMENTS .................................................................... 1 APPENDIX F: TECHNICAL SUBMITTAL REQUIREMENTS .............................................................................. 1 DESIGN SUBMITTAL REQUIREMENTS FOR CIVIC CENTER ....................................................................... 1 F1.1 Written Component ............................................................................................................. 1 F1.2 Graphic Component ............................................................................................................. 1 O&M SUBMITTAL REQUIREMENTS FOR CIVIC CENTER.......................................................................... 6 F2.1 Written Component ............................................................................................................. 6 DESIGN SUBMITTAL REQUIREMENTS FOR PRIVATE DEVELOPMENT .......................................................... 8 F3.1 Written Component ............................................................................................................. 8 F3.2 Graphic Component ............................................................................................................. 8 APPENDIX G: FINANCIAL SUBMITTAL REQUIREMENTS ............................................................................... 1 CIVIC CENTER ............................................................................................................................... 1 G1.1 Written Component ............................................................................................................. 1 G1.2 Financial Model Component ................................................................................................ 1 PRIVATE DEVELOPMENT .................................................................................................................. 4 G2.1 Written Component ............................................................................................................. 4 G2.2 Financial Model Component ................................................................................................ 4 APPENDIX H: SUBMITTAL EVALUATION CRITERIA ...................................................................................... 1 ADMINISTRATIVE SUBMITTAL PASS/FAIL CRITERIA .............................................................................. 1 TECHNICAL SCORING CRITERIA—CIVIC CENTER ................................................................................. 2 TECHNICAL SCORING CRITERIA—CIVIC CENTER FACILITIES MANAGEMENT ............................................. 8 TECHNICAL SCORING CRITERIA—PRIVATE DEVELOPMENT .................................................................. 10 FINANCIAL SCORING CRITERIA—CIVIC CENTER ................................................................................ 12 FINANCIAL SCORING CRITERIA—PRIVATE DEVELOPMENT ................................................................... 14 APPENDIX I: REQUIRED FORMS ................................................................................................................... 1 FORM A: PROPOSAL LETTER ......................................................................................................................... 2 FORM B: DISCLOSURE OF LITIGATION ............................................................................................................ 6 FORM C: DEBARMENT AND SUSPENSION CERTIFICATION ................................................................................... 7 FORM D: NON-COLLUSION DECLARATION ....................................................................................................... 8 FORM E: CONFLICT OF INTEREST DISCLOSURE STATEMENT ............................................................................... 9 FORM F1: EQUAL BENEFITS ORDINANCE DISCLOSURE FORM .............................................................. 11 FORM F2: CERTIFICATION OF COMPLIANCE WITH THE EQUAL BENEFITS ORDINANCE ..................... 13 FORM G: COMMITMENT FORM OF EQUITY MEMBERS, MAJOR NON-EQUITY MEMBERS, CONTRACTORS AND KEY PERSONNEL ................................................................................................................................. 15 FORM H: BANK SUPPORT LETTER ................................................................................................................ 16 FORM I: PROPOSER LETTER OF AUTHORIZATION............................................................................................ 18 FORM J-A: ANNUAL PAYMENTS BY CITY, CIVIC CENTER .................................................................................. 19 FORM J-B: ANNUAL PAYMENTS BY CITY, CIVIC CENTER WITHOUT PORT............................................................ 20 FORM K-A: FINANCING SUMMARY DATA FOR CIVIC CENTER ............................................................................ 21 FORM K-B: FINANCING SUMMARY DATA FOR CIVIC CENTER WITHOUT PORT ..................................................... 22 FORM L-A: ANNUAL SUPPORT FROM PRIVATE DEVELOPMENT TO CIVIC CENTER .................................................. 23 FORM L-B: ANNUAL SUPPORT FROM PRIVATE DEVELOPMENT TO CIVIC CENTER WITHOUT PORT ........................... 24

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FORM M-A: FINANCING SUMMARY DATA FOR PRIVATE DEVELOPMENT CORRESPONDING TO CIVIC CENTER ............. 25 FORM M-B: FINANCING SUMMARY DATA FOR PRIVATE DEVELOPMENT CORRESPONDING TO CIVIC CENTER WITHOUT PORT ......................................................................................................................................... 26 FORM N-A: FINANCIAL SENSITIVITIES FOR PRIVATE DEVELOPMENT CORRESPONDING TO CIVIC CENTER ................ 27 FORM N-B: FINANCIAL SENSITIVITIES FOR PRIVATE DEVELOPMENT CORRESPONDING TO CIVIC CENTER WITHOUT PORT ......................................................................................................................................... 28 FORM O-A: CONSTRUCTION COSTS FOR CITY USES, CIVIC CENTER.................................................................. 29 FORM O-B: CONSTRUCTION COSTS FOR CITY USES, CIVIC CENTER WITHOUT PORT ........................................... 30 FORM P: CONSTRUCTION COSTS FOR PORT HQ ............................................................................................ 31 FORM Q: ANNUAL PAYMENTS BY PORT ......................................................................................................... 32 FORM R: FINANCING SUMMARY DATA FOR PORT............................................................................................ 33 FORM S: PROJECT SUMMARY AND AUTHORIZATION ......................................................................................... 34 APPENDIX J: SHORTLISTED PROPOSERS ..................................................................................................... 1 APPENDIX K: ADVISORY TEAM TO CITY ...................................................................................................... 1 APPENDIX L: STIPEND POLICY ..................................................................................................................... 1 APPENDIX M: PROPOSAL CHECKLIST ........................................................................................................... 1 APPENDIX N: LIST OF REFERENCE DOCUMENTS ......................................................................................... 1 APPENDIX O: DRAFT EXCLUSIVE NEGOTIATING AGREEMENT PROCESS .................................................... 1 APPENDIX P: RISK MATRIX ........................................................................................................................... 1

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For purposes of this RFP, the following abbreviations/definitions are used: Addenda

supplemental additions, deletions, and modifications to the provisions of the RFP after the release of the RFP

Agreement(s)

the specific agreement, including any appendices thereto, to be executed by the Preferred Proposer and the City to develop, design, build, finance, operate, and maintain the Civic Center

Applicable Law

(1) any federal, state, or local law, statue, code, or regulation; (2) any formally adopted and generally applicable rule, requirement, determination, standard, policy, implementation schedule, or other order of any governmental body having appropriate jurisdiction; and (3) any governmental approval in each case having the force of law and applicable from time to time to the Project

Base Interest Rate

See Appendix D1.15.2 and Appendix D2.7.1.

Best Value

the Proposal with the highest Total Proposal Score as determined by the PSC using the Scoring Criteria

Business Days

days on which the City is officially open for business

CEQA

California Environmental Quality Act, as set forth in Section 21000 et seq. of the California Public Resources Code

City

the City of Long Beach and any department or agency identified herein, including the Port of Long Beach

Civic Center

new City Hall, new Main Library, revitalized Lincoln Park, new Parking Structure(s), and Port Headquarters

Civic Center without Port

new City Hall, new Main Library, revitalized Lincoln Park, and new Parking Structure(s)

Committee

the City’s Site Plan Review Committee

Confidential and Proprietary Information

See Section 4.4.

CPI

Consumer Price Index as published by the US Bureau of Labor Statistics for the Greater Los Angeles Area, or its replacement equivalent in future

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CPRA

California Public Records Act

DA

The Statutory Development Agreement executed by the City and the Preferred Proposer that will, upon successful completion of the Negotiating Period, entitle the Preferred Proposer to the vested rights to develop the Project

DBE

Disadvantaged Business Enterprise

Designated Contact

See Section 3.2.1.

Designated City Representative

See Section 3.2.1.

EIR

Environmental Impact Report

ENA

Exclusive Negotiation Agreement, as described in Section 1.4 and Section 6.3

Exempt Information

information in any Proposal that has been clearly identified, in writing and with specificity, as copyright, patent, or trademark materials; trade secrets; or proprietary or confidential commercial or financial information and claimed as exempt from disclosure under the CPRA

Financial Model

the financial model prepared in accordance with the requirements of Appendices D and G

Financial Proposal

the part of the Proposal as required in Section 4.3.3

Fiscal Year

September 1 through August 31 of the following calendar year

Grounds

All exterior spaces adjacent to and, by design, a part of the Civic Center, including Lincoln Park

Handback Requirements

See Appendix C2.5.

Interface Agreement

See Section 1.4

IRR

internal rate of return

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Key Individual

Those personnel appointed by the Proposer to fulfill the following positions (or equivalent) as defined in the Proposer’s response to the RFQ: (a) Respondent’s Representative (b) Project director (c) Project manager (d) Finance manager (e) Design team lead (f) Construction team lead (g) Facilities management team lead Any other key members of the Proposer’s management team or other individuals identified elsewhere in the RFP.

LBMC

Long Beach Municipal Code

LIBOR

London Interbank Offering Rate as published by Bloomberg L.P, or its replacement equivalent in the future

Market Value

The estimated amount for which a property should exchange on the date of valuation between a willing buyer and a willing seller in an arm’s-length transaction after proper marketing wherein the parties had each acted knowledgeably, prudently, and without compulsion.

may

indicates something that is not mandatory but permissible

MBE

Minority-owned Business Enterprise

Megablock

Means the group of parcels bound by Magnolia, West Ocean, Pacific, and West Broadway Streets, less the Long Beach Police Department headquarters.

Negotiating Period

The period lasting 365 calendar days from the date of the execution of the ENA.

Non-Responsive Proposal

a Proposal that has been judged by the PSC to not be Responsive as explained in Sections 4.9 and 5.0

Organizational Conflict of Interest

see Appendix B1.3.3.

Pass/Fail Criteria

the pass/fail criteria described in Appendix H.

PDT

Pacific Daylight Time

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Port

Port of Long Beach

Preferred Proposer

the Proposer with the Best Value Proposal and who is selected by the PSC and approved by City Council and Harbor Commission

Private Development

real estate development on the 3rd Street at Pacific Street parcel and on all non–Civic Center areas within the Site

Project

the combined Civic Center and Private Development

Project Company

See definition of SPV.

Project Debt

see Appendix D1.5 and Appendix D2.3.3.

Project IRR

rate of return that when used to discount pretaxation and prefinancing construction and operating period cash inflows and cash outflows results in a net present value of zero

Proposal

a proposal submitted by a Proposer in response to the RFP

Proposal Due Date

the deadline set forth in the RFP Section 4.4.2 for submission of Proposals, unless otherwise changed in accordance with Section 8.1

Proposal Validity Period

180 days commencing on the Proposal Due Date

Proposer(s)

one or all (as the context requires) of the teams, joint ventures, partnerships, or consortia shortlisted by the City to submit a Proposal in response to the RFP

PSC

Project Selection Committee, the committee formed by the City to select the Best Value Proposal, as described in Section 5 of the RFP.

Reference Documents

documents provided by the City that provide information useful to Proposers for purposes of preparing Proposals; the City cannot guarantee the accurateness of these documents and they should not be relied upon by the Proposers

Regularly Scheduled Events

official events scheduled by the City Clerk or Executive Assistant to the Board

Respondent’s Representative

See Section 3.2.2.

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Responsive Proposal

a Proposal that has been judged to have submitted all the required information specified in Appendices E, F, and G and passed all the Pass/Fail Criteria in Appendix H1 (see Sections 4.9 and 5.0)

RFP

Request for Proposals, issued on the date indicated in Section 2.3, as may be subsequently amended

RFP Requirements

a phrase used to describe generally the entire scope of requirements in the RFP

RFQ

Request for Qualifications, issued by City for the Project on April 26, 2013, as subsequently amended

SBE

Small Business Enterprise

Scoring Criteria

the evaluation criteria as described in Appendix H.

shall/must

indicates a mandatory requirement; failure to meet a mandatory requirement may result in the rejection of a proposal as Non-Responsive

Shortlisted Proposers

See Appendix J.

should

indicates something that is recommended but not mandatory; if the Proposer fails to provide recommended information, the City may, at its sole option, ask the Proposer to provide the information or evaluate the proposal without the information

Site

See Section 1.3.1.

SPV

special purpose vehicle, refers to a company set up specifically for purposes of delivering the Project as described in the Proposal

SOQ

Statement of Qualifications, a proposal submitted by a Proposer in response to the RFQ

Stipend

the compensation the City may pay to certain Proposers as described in Appendix L

Subcontractor

a third party not directly employed by the Proposer who will provide services identified in this RFP

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Submittal

an element or elements of the Proposal that is required of the Proposer

Technical Proposal

See Section 4.3.2.

Term

See Section 1.3.5.

Term Sheet

the document outlining the material terms and conditions that the City and the Preferred Proposer anticipate will form the basis of the Project Agreement

Total Proposal Score

the cumulative points assigned to a Proposal by the PSC and as further defined in Section 5.3

WBE

Woman-owned Business Enterprise

US GAAP

United States Generally Accepted Accounting Principles

Vanilla Shell

a commercial or residential building with a minimally finished interior, usually with ceilings, lighting, plumbing, heating and cooling (HVAC), unpainted interior walls, electrical outlets, rest rooms, and a concrete floor; a vanilla shell is considered ready to lease and ready for tenant improvements and FF&E

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B1.1

PROPOSAL LETTER Each Proposer must include in its Proposal a proposal letter that sets forth the Proposer’s confirmation of understanding and agreement to all of the procedures, requirements and terms of the RFP, as well as confirmation the Proposer is authorized to submit its Proposal, and other terms. The Proposer must demonstrate they have the authority to develop and invest in the Project by providing an executed letter (“Authority Letter”) from their Chief Executive Officer or equivalent stating the entity has such authority under its corporate or other applicable guidelines. The Authority Letter must also state the Proposer will have legal capacity to undertake the work required for development and operation of the Project, including appropriate provisions for management and decision-making within the organization

B1.2

DISCLOSURE OF LITIGATION Each Proposer must include in its Proposal a complete disclosure of any alleged significant prior or ongoing contract failures, any civil or criminal litigation or investigation pending which involves the Proposer or in which the Proposer has been judged guilty or liable. Failure to comply with the terms of this provision will disqualify any Proposal. The City reserves the right to reject any Proposal based upon the Proposer’s prior history with the City or with any other party, which documents, without limitation, unsatisfactory performance, adversarial or contentious demeanor, significant failure(s) to meet contract milestones or other contractual failures. Proposers are required to submit the compliance form in Appendix I, Form B.

B1.3

DEBARMENT Each Proposer must include in its Proposals a complete disclosure for itself and all participants in their Team that they are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any governmental agency; and other related representations covering the past three year period. Proposers are required to submit the compliance form in Appendix I, Form C.

B1.4

IMPROPER CONDUCT

B1.4.1

PROHIBITED ACTIVITIES If the Proposer, or anyone representing the Proposer, offers or gives any advantage, gratuity, bonus, discount, bribe, or loan of any sort to the City, including agents or anyone representing the City at any time during the Project procurement process: (1) City shall immediately disqualify the

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Proposer; (2) the Proposer shall not be entitled to payment of the Stipend; and (3) City may sue the Proposer for damages. B1.4.2

NON-COLLUSION No attempt may be made at any time to induce any firm or person to refrain from submitting a Proposal or to submit any intentionally high or noncompetitive Proposal. All Proposals must be made in good faith and without collusion. The technical design and financial structure of this Proposal must have been arrived at independently and without consultation, communication, agreement or disclosure with or to any other Proposer. The Proposer shall not undertake any of the prohibited activities identified in the Non-Collusion Declaration (Appendix I, Form D). Proposers are required to submit the Declaration form in Appendix I, Form D.

B1.4.3

ORGANIZATIONAL CONFLICTS OF INTEREST The Proposers’ attention is directed to California Government Code section 14135 and the organizational conflict of interest rules found in 23 CFR § 636, Subpart A, including 23 CFR § 636.116, which the City has adopted for application to this procurement. 23 CFR § 636.103 defines an “organizational conflict of interest” as follows: Organizational conflict of interest means that because of other activities or relationships with other persons, a person is unable or potentially unable to render impartial assistance or advice to the owner, or the person’s objectivity in performing the contract work is or might be otherwise impaired, or a person has an unfair competitive advantage. Each Proposer shall provide information concerning organizational conflicts of interest and disclose all relevant facts concerning any past, present or currently planned interests which may present an organizational conflict of interest. Each Proposer shall inform City how its interests or those of any of its team members, consultants, contractors or subcontractors, including the interests of any chief executives, directors or key personnel thereof, may result in, or could be viewed as, an organizational conflict of interest. Each Proposer is prohibited from receiving any advice or discussing any aspect relating to the Project or the procurement of the Project with any person or entity with an organizational conflict of interest, including, but not limited to the entities listed in Appendix K; and any parent, affiliate, or subsidiary of any of the foregoing entities, or an entity that is under common ownership, control or management with any of the foregoing entities. Such persons and entities are prohibited from participating on a Proposer team as an Equity Member, subcontractor or sub-consultant.

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Each Proposer shall agree that, if after award, an organizational conflict of interest is discovered, the Proposer must make an immediate and full written disclosure to the City that includes a description of the action that the Proposer has taken or proposes to take to avoid or mitigate such conflicts. If an organizational conflict of interest is determined to exist, the City may, at its discretion, cancel the Agreement. If the Proposer was aware of an organizational conflict of interest prior to award of the Contract and did not disclose the conflict to City, the City may terminate the Agreement for default. Proposers are required to submit the compliance form in Appendix I, Form E. B1.4.4

LONG BEACH MUNICIPAL CODE (LBMC) SECTION 2.73 ET SEQ, THE EQUAL BENEFITS ORDINANCE The Proposers are advised that any contract awarded pursuant to this procurement process shall be subject to the applicable provisions of LBMC Section 2.73 et seq, the Equal Benefits Ordinance (EBO). All Proposers shall complete and return, with their Proposal, the EBO Compliance form contained in Appendix I, Forms F1 and F2. Unless otherwise specified in the RFP, the Proposers do not need to submit with their Proposal any supporting documentation proving compliance. However, supporting documentation verifying that the benefits are provided equally shall be required if the Proposer is selected as the Preferred Proposer. Please visit the City’s website at http://www.longbeach.gov/finance/business_relations/default.asp for additional details, or to obtain a copy of the ordinance. Proposers are required to submit the compliance form in Appendix I, Form F.

B1.4.5

RESTRICTIONS ON PARTICIPATION The Proposers are advised that the following entities and individuals are precluded from submitting a Proposal and from participating as an Equity Member or Contractor to a Proposer: A. Any consultant firm listed in Appendix K. The City has contracted with these firms to aid in the development of the RFP, estimates or scope of services for the Project, or to participate in the RFP or Proposal evaluation process; B. Any entity that is a parent, affiliate, or subsidiary of any of the entities listed in Appendix K, or that is under common ownership, control or management with any of the foregoing entities; C. Any entity that is otherwise determined by the City to be ineligible to participate in the Project because of a current suspension or debarment.

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B1.4.6

AUTHORITY LETTER OF PROPOSER TO DEVELOP AND INVEST IN PROJECT The Proposer must demonstrate they have the authority to develop and invest in the Project by providing an executed letter (“Authority Letter”) from their Chief Executive Officer or equivalent stating the entity has such authority under its corporate or other applicable guidelines. The Authority Letter must also state the Proposer will have legal capacity to undertake the work required for development and operation of the Project, including appropriate provisions for management and decision-making within the organization. Proposers are required to submit the Authority Letter Form in Appendix I, Form I.

B1.5

CHANGES TO THE PROPOSER’S ORGANIZATION The Proposers are advised that, in order for a Proposer to remain qualified to submit a Proposal, the Proposer’s organization as identified in its response to the RFQ must remain intact for the duration of the procurement process, unless otherwise approved in writing by the City. This restriction applies to any changes in the following: A. the Team Members, including Equity Team Members, Finance Team Members, Design Team Members, Construction Team Members and Facilities Management Team Members; B. the Project Director; C. the Team Lead; D. the Finance Manager; E. the Key Individuals; and F. any other key members of the Proposer’s management team or other individuals that the Proposer identified in its RFQ. If a Proposer wishes to change the organization represented in its response to the RFQ by adding, removing, or substituting any of the individuals listed above, by changing the role of one of these individuals, by changing or adding any Team Member to the Proposer team, or by changing the Availability of one or more of its team, the Proposer must submit to the Designated Contact a written request to change its organization no later than 14days prior to the Proposal Due Date. If a request is made to allow an addition to the team, the Proposer shall submit with its request the information required by the RFQ for the position the proposed individual or Team Member will fill. If a request is made to allow deletion of one of the individuals or Team Members listed above, the Proposer shall submit such information as the City

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may require to demonstrate that the changed Proposer team continues to meet the RFQ criteria and the requirements of this RFP. City shall have sole discretion to grant or withhold approval of any requested change and to waive the requirement that the Proposer submit such change no later than 14 days prior to the Proposal Due Date. B1.6

COMMITMENTS OF DESIGNATED TEAM MEMBERS TO PROJECT As much as reasonably possible, the City wants the team members of each Proposer to remain unchanged during the Project, in particular from the selection of Preferred Proposer to occupancy, including: A. the Team Members, including Equity Team Members, Finance Team Members, Design Team Members, Construction Team Members and Facilities Management Team Members; B. the Project Director; C. the Team Lead; D. the Finance Manager; E. the Key Individuals; and F. any other key members of the Proposer’s management team or other individuals that the Proposer identified in its RFQ response or in response to this RFP. Proposers are accordingly required to submit the Commitment Form in Appendix I, Form G. Administrative information provided by the Proposer in Volume 1 contains each of the submittals required by Appendix B to this RFP (a list of which is set forth in Appendix M, Proposal Checklist).

B1.7

DBE/WBE/MBE/SBE PARTICIPATION It is the policy of the City to encourage the participation of disadvantaged business enterprises (DBE), women-owned business enterprises (WBE), minority business enterprises (MBE), and small business enterprises (SBE) in all facets of its business activities, consistent with applicable laws and regulations. Accordingly, the City will favorably consider, but not pass/fail or score, such participation in the Project, including as service providers, vendors, contractors, subcontractors, advisors, and consultants.

B1.8

PROJECT LABOR AGREEMENT All proposals must assure compliance with applicable federal, state and local laws/requirements for contracting and labor practices. In addition, the City will

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require a Project Labor Agreement, wherein all contractors, and subcontractors are required to comply with all the applicable laws, and regulations requiring the payment of prevailing wages and all contractors are to be bound to the agreement whether they are union or non-union, and which provides for the orderly settlement of labor disputes and grievances without strikes or lockouts, but is not intended to replace, interfere with, abrogate, diminish, or modify existing local or national collective bargaining agreements in effect, and other terms. B1.9

PROJECT SUMMARY AND AUTHORIZATION The Proposers must provide a summary of the Project approach and structure and corresponding Project procurement authorization as provided by general law in California that the Proposer intends as authorization for proceeding with the Project which may include, without limitation, a Design, Build, Finance, Operate & Maintain structure, a Lease/Lease-Back arrangement, or other available publicprivate structure. The summary of the Project approach and procurement authorization must be described in sufficient detail to enable the City to engage in a more detailed analysis of the proposed legal authority of each Proposal based on the specifics of the proposed Project. Proposers are accordingly required to submit the discussion of the summary of the Project approach and structure and corresponding Project procurement authorization in Appendix I, Form S.

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ARCHITECTURE AND FUNCTIONAL USE REQUIREMENTS FOR CIVIC CENTER C1.1

INTRODUCTION Following are the architectural and functional use requirements for the Civic Center and Civic Center without Port. Site requirements are equivalent under both options. Please assume that all shared spaces, as described below, must be included in Civic Center and Civic Center without Port.

C1.1.1

RELATIONSHIP BETWEEN TECHNICAL REQUIREMENTS AND OTHER RFP SECTIONS This section gives Technical Requirements that support and elaborate on the Evaluation Criteria and Submittal Requirements

C1.2

OVERALL SITE AND DESIGN CONSIDERATIONS

C1.2.1

VISION FOR THE PROJECT SITE The City desires a reimagined and redeveloped civic center which asserts the value and importance of the public realm and functions as the City’s center for governance, civic engagement and cultural and educational exchange. It is expected that good urban design principals will be used. The City welcomes creative designs that meet or exceed its functional and operations requirements.

C1.2.2

GUIDING PRINCIPLES The City of Long Beach believes that an inviting, outward-oriented, and lively civic center is essential to showcasing the spirit of the City and will help sustain a participatory, democratic spirit of stewardship for its citizenry. The idea of reestablishing the small block grid of the historic downtown street fabric (e.g. extending Cedar and/or Chestnut Avenues) and/or introducing paseos, plazas or smaller roadways may be explored in the new design. We encourage including private development on the site such as new housing, office, hotel, and retail.

C1.2.3

FUNCTIONAL REQUIREMENTS The Civic Center and Private Development and open spaces, should incorporate inspirational design and a high level of site and architectural quality.

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C1.2.4

SITE DESIGN Restoration of the Project Site to a more walkable environment that improves connection to the downtown street grid is essential to the successful bid. The civic buildings should coalesce around open space(s) that functions as the heart of a thriving civic center. Vehicular traffic should be appropriately segregated at key access points and pedestrian circulation encouraged. Buildings must be designed to interface with the streets and to draw pedestrians into the civic spaces. Proposed solutions must address the vision, guiding principles and design guidelines of the Downtown Plan 2012 (see Planned Development District Ordinance PD-30). In addition to providing central civic functions, a successful design will carefully integrate the new City Hall and Main Library, interact well with the existing Public Safety Building and parking facilities, as well as connect to surrounding business and residential uses. The solution should be highly accessible to pedestrians and bicycles and include convenient automobile access. All non-required uses should complement the civic functions. The successful design will activate the perimeter streetscape, access points and all public components. Appropriate lighting and wayfinding signage for pedestrians, bicycles and automobiles must be provided. The locations of utility boxes and mechanical infrastructure, trash enclosures, roof-mounted equipment, loading docks, blank walls and items of a similar nature must be identified and handled gracefully on the site.

C1.2.5

SITE AMENITIES Making the civic center a welcoming place is of paramount importance. Creating a comfortable human-scale environment which offers shade and seating, bicycle racks, public art and sculpture, gardens, green walls, attractive pavement materials, sufficient refuse and recycling containers, and water features is encouraged. All amenities must be attractive, consistent with the overall project design, easily maintained and durable.

C1.2.6

CONTEXTUAL DESIGN The design must demonstrate consideration of the patterns, uses, building forms, massing and architectural attributes and streetscapes of the surrounding blocks. Contemporary and historic buildings and other structures in the vicinity should inform the design and materials. Street-front ground floor shops, restaurants and cafes should activate the streetscape and invite users into the civic center. Consideration should be given to nearby existing retail spaces.

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C1.2.7

TRANSITIONS Given the small block sizes and mix of different uses throughout the Downtown, transitions between uses and developments are critically important. The civic center is surrounded on the south by mid-rise and highrise residential buildings; the mid-rise Federal Building and 4-story parking garage on the west; mid-rise residential and office buildings and one-story restaurant to the north; and the mid-rise First Street Transit Gallery and highrise office to the east. Although the civic center lies in the “height incentive area” in the Downtown, this development must respect appropriate transitions in mass and scale where smaller buildings surrounding the site are expected to remain. Ocean Boulevard forms the spine of the City’s only officially-designated scenic route. It also serves as the grand ceremonial entryway to the civic center and the heart of the Downtown. The revitalized civic center should better marry the design on both the north and south side of Ocean Boulevard, taking into consideration Victory Park’s width and Victory Park Design Guidelines, PD-30 standards and guidelines, and the existing physical conditions on and surrounding the civic center block.

C1.2.8

BUILDINGS AND ARCHITECTURE Design quality of the civic buildings must reflect the dignity of a city hall/library/port headquarters and highlight the importance of broad civic engagement. Architecture should be compelling, reflect regional values and be sensitive to the coastal setting with the overall goal of creating a landmark development. Materials should be high quality, yet durable and low maintenance, in keeping with the civic and institutional nature of the development. In addition, civic buildings should be designed to conserve energy, reduce operating costs, conserve resources, support cost effectiveness and create healthy productive work environments. Life cycle cost analysis must be conducted during selection of the mechanical, electrical and other systems to insure that needs of the City are met efficiently and cost effectively. Please refer to Exhibit C-1c which further describes the quality level of Tenant Improvements and Furnishings for the various functional area types in the City Hall and Library.

C1.2.9

PRIVATE DEVELOPMENT Any non-civic buildings developed by the Proposer shall be compatible in design basis with the civic facilities and support the overall intention of a high quality development. All structures within the project must work together to achieve the overall design goals.

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C1.2.10 SUSTAINABLE DESIGN The project shall use Leadership in Energy and Environmental Design standards (LEED) to measure the effectiveness of achieving sustainability goals. The minimum sustainable design goal for the Civic Center is LEED NC Gold. The sustainable design goal of the Project is LEED ND Gold. The City of Long Beach Sustainable City Action Plan (SCAP) establishes many policies and initiatives that are relevant to envisioning the Civic Center project; highlights are organized below under the SCAP categories. Once a preferred development partner is selected by the City, these intentions can translate into specific Civic Center actions. TRANSPORTATION 

Increase non-vehicular commuters to 30% (from about 10%)



Make City fleet 100% alternative fuel by 2020



Aim to be "most bicycling-friendly city in the US" (City BikeShare program is cited, which provides bikes for City employees at Civic Center and transit-linked locations around downtown- this could translate into lower Civic Center staff parking requirements as incentive for alternative modes)

WASTE REDUCTION 

Reuse/recycle 60% of waste from building demolition and major construction



Implement Electronic record keeping/processing systems for City operations to decrease the use of paper

WATER 

Implement Rain catchment pilots at 5 City facilities by 2012



Set community-wide goal of 50 green roofs by 2016



Use drought tolerant and native landscaping for water conservation

C1.2.11 OPEN SPACE Lincoln Park is dedicated in perpetuity as a Special Use Park which must be retained in its present location and size (4.8 acres) within the new civic center design. A Special Use Park provides unique cultural heritage and/or educational features which attract a broad audience. Significant development features of Special Use Parks are determined on a case-by-case basis with community input and City Council approval. Open space for the public should

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be provided at the street level (not above or below). Open space shall be activated and programmed for specific uses. Open space for tenant use may be provided above the ground floor. Careful consideration of the safety and comfort of those using these open spaces is of utmost importance. C1.2.12 LANDSCAPE DESIGN REQUIREMENTS The landscape design should exhibit a consistent design concept throughout the site, and should utilize an integrated combination of hardscape, planted areas and plant materials. Plant selection should be determined by access to sunlight, water conservation, maintenance requirements and climate appropriateness. Healthy mature trees should be saved where possible. The Long Beach Low-Impact Development (LID) ordinance shall be followed. The City acknowledges that the setbacks and streetscapes recommended in PD-30 may not be appropriate for the civic center redesign and will consider non-compliant design concepts. C1.2.13 EXTERIOR LIGHTING All designs must provide a lighting design theme that is integrated with the landscape design. City Hall, the Main Library and Lincoln Park are all used in the evening hours and must be reliably and appropriately lit for safety and security. The lighting plan should exhibit state-of-the-art design and highlight important attributes of the civic center buildings, pathways and open spaces. C1.2.14 SIGNAGE AND WAYFINDING Provide a complete signage design to provide community information (electronic reader/kiosk of meeting agendas) and wayfinding. Wayfinding should be significantly intuitive and implied throughout the design, but careful sign placement and appearance shall be demonstrated as well. The provisions of the Downtown Plan 2012 and existing signage provisions surrounding the site shall be taken into consideration. C1.2.15 CODES AND REGULATORY COMPLIANCE The Proposer will be responsible, at its own cost and expense, for obtaining all Governmental Approvals necessary for the Project, and for performing all work under the Project Agreement in accordance with Applicable Law and Building Codes. The Proposer is solely responsible for ensuring that the design of the civic buildings, non-civic structures and replacement/renovations to Lincoln Park and the parking structures comply with applicable Law and for obtaining any modifications of Governmental Approvals required, including any necessary to accommodate its proposed designs. All aspects of the project which fall under CEQA jurisdiction or any other applicable Authorities must comply fully with requirements. Proposers will be

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responsible for preparing and paying for all such analysis and review and will submit such analysis to the City for its review and determination. In reviewing any CEQA analysis, the City will use its independent judgment and will retain all of its rights and powers under CEQA as described above. The Proposer will be responsible for performing its obligations under the Project Agreement in compliance with the applicable CEQA requirements and documentation. C1.2.16 PARKING STRUCTURES The Proposer will be responsible for all operations and maintenance of the parking structures throughout the term of the agreement to the standard specified by the City. The Project Agreement will obligate the Proposer to assume risks related to the condition of the Parking Structures, including the risk of latent structural defects; the Required Insurance is expected to insure against these risks. C1.2.17 SECURITY All security needs and requirements for Civic Center components (i.e. City Hall, the Main Library, the Port Headquarters) and any secure parking needs shall be met by the Proposer. Both City Hall and the Main Library utilize extended hours schedules, therefore, security must be in place during all hours these facilities are in operation. Buildings should be planned and equipped with access control systems to enable a limited number of security checkpoints to monitor all access. In concept, there are three security zones, which should be planned both to suit each major component and to achieve a coordinated Civic Center complex: 

Zone 1. Public areas (food service, lobby, exhibit and public meeting areas) - should include provision for after-hours access



Zone 2. Ground floor or mezzanine areas easily accessible by high volumes of visitors from major circulation pathways, with convenient but controllable access- (e.g. secured portion of Council Chamber/Commission Room cluster, shared meeting and training areas).-



Zone 3. Staff areas on upper floors (ability to control access e.g. card key) and should include escort or similar services for before and after hours access

Zone 1 should be planned as part of a cohesive, site-wide public access, activity and pathway system. Zone 2 is a “quasi-public” zone with convenient but controlled access from the whole Civic Center. Zone 3 is the remaining secured staff work areas.

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C1.3

DEVELOPMENT PROGRAM

C1.3.1

CURRENT CIVIC FUNCTIONS AND AMENITIES DESIRED The combination of City Hall, Main Library, Lincoln Park and Port Headquarters would create a very complementary and strong Civic Center. Compatible and high quality Private Development could enhance the Civic Center, creating more activity for the project. CITY HALL AND LEASE CONSOLIDATION City Hall will include all functions in the existing City Hall, in addition to the following functions now in leased space: 

Development Services – Neighborhood Neighborhood Services, Code Enforcement



Career Transitions Center (City staff space but not the public-oriented part)



Special events/permitting offices

Resource

Center,

Please refer to Exhibit C-1a for a Departmental Data Table that provides detail on the current and anticipated future departmental uses and needs. MAIN LIBRARY Currently the Main Library consists of 120,000 GSF plus the Auditorium/Meeting space described separately below. The Main Library employs 82 staff. AUDITORIUM/MEETING SPACE Currently there are approximately 15,000 GSF of public meeting rooms available to the public at the Civic Center’s lower level, accessed through the Main Library. There is a large flat-floor public meeting/banquet/recital room and another large meeting room. LINCOLN PARK Lincoln Park currently includes pedestrian pathways and plazas, green space and a Dog Park and is the site of the Main Library and Lincoln Park underground parking (for employees only). According to the deed restrictions for Lincoln Park, it must remain at its current size and location. Subject to a Conditional Use Permit, Library functions are allowed to occupy part of Lincoln Park. The park has great potential for improvements, better use as a civic gathering place, and an enhanced image befitting its role in the Civic Center.

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PORT OFFICES Port representatives to the Steering group have guided the changes made to the Port’s Administrative Building Program Validation report of July 11, 2013 (referred to hereafter as “2013 Port Program”. That report assumed a location near the Port, so the change to a downtown Civic Center location required appropriate adjustment to such aspects as parking requirements, food program, and potential sharing of functions between Port, City and Library. C1.3.2

NEW CIVIC CENTER PROJECT The following table sets out approximated gross square footage and headcounts for each of the uses in the existing condition and Project.

Use

Existing Head Count (2013)

City Hall Off site leases subtotal Port HQ subtotal Shared Amenity & Support

Civic Center

Civic Center without Port

Head Count

Head Count

761

283,000 GSF

94

90,000 GSF

855

373,000 GSF

876

876

376

240,000 GSF

499

0

1,231

613,000GSF

1,375

876

15,000 GSF

28,000 GSF

28,000 GSF

120,000 GSF

82

82

748,000 GSF

1,457

958

N/A

Main Library (preliminary)

82

Total GSF/FTE

Existing Gross Sq. Ft. (2013)

1,313 N/A

502

Proposals shall indicate the proposed average Civic Center GSF/FTE and provide benchmarks for other modern and contemporary Civic Centers built within the last 10 years in North American cities with populations of 400,000 or more. SHARED AMENITY AND SUPPORT In the preferred scenario where the Port is part of the Civic Center, the shared amenity and support space has the following major components, which are described below. City of Long Beach New Civic Center

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Food Service (private café concession)



Lobby Display and Exhibit Space



Commission/Council Chamber complex (joint City Council/Harbor Commission)



Library Auditorium Replacement and Large Meeting Room (assume shared)

FOOD SERVICE Approximately 5,000 sf of coffee kiosk, café and/or “grab and go” is envisioned, consistent with encouraging Civic Center employees to support downtown businesses. The hours and location of café/food service should support both City and public patrons, and ideally its location and offerings would be coordinated with planning of the public meeting rooms and Council Chambers. FITNESS/WELLNESS The Port considered putting a fitness/wellness facility in its headquarters, but it is not included in the 2013 Port Program. The City Hall envisions a relatively small fitness component focused on shower/locker facilities to meet LEED criteria supporting non-vehicular commuters. The rationale is to support the surrounding downtown businesses rather than planning separate City fitness/wellness facilities. LOBBY EXHIBIT/DISPLAY SPACE Each of the Civic Center functions, City Hall, Library and Port Headquarters, will need its own sense of entry identity, including an appropriate lobby. Lobbies can connect, and should be arranged to provide strong wayfinding and orientation through pathways, axes and the arrangement of buildings and open space. The lobbies are also a good opportunity for public art, exhibits and displays, and the combined Civic Center should provide a generous shared display area of approximately 2-3,000 sf. COUNCIL/COMMISSION CHAMBER The City and, if the Port participates, the Port have confirmed that the Council/Commission chamber would be shared in the new facility. The overall Council Chambers/Commission suite totals approximately 1011,000 sf. The Council Chambers currently has approximately 216 seats but the proposed size is 250 seats as recommended in the 2013 Port Program. The cluster of functions around the Council/Commission room should be located as a major symbolic focus and activity generator of the Civic Center,

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convenient for high volumes of visitors arriving by all transportation modes, and configured as follows (replacement facilities use both current Council Chambers and proposed Harbor Commission areas in the 2013 Port Program as reference points): 

lobby/pre-function gathering space approximately 4-5,000 sf



10 seats on the Dais for Councilmembers/Commissioners



Accommodate up to 20 staff in areas separated from public “behind the rail” adjacent to the Dias, including two seats for clerk/recorder



Council lounge with kitchen facilities and bathroom/lockers



Closed session conference room (15 person table with extra seating for 15 on wall and room for buffet, AV/video/teleconferencing)



Several offices shared by the entire suite



1 Very Large Conference Room of 1,000 sf



2 Large Conference Rooms of 500 sf

OTHER PUBLIC MEETING AND SHARED TRAINING ROOMS Within the combined Port and Civic Center complex, the public shared meeting and training rooms should be located at a centralized, conveniently accessible location (in addition to those discussed above in Council/Commission area). The following composition is suggested, slightly modified from the 2013 Port Program: 

6 Very Large Meeting/Conference of 1,000 sf (ideally configured and equipped to be combinable to enable maximum flexibility of usage)



6 Large Meeting/Conference of about 500 sf



1 Medium Conference Room of 300 sf



4 Break-out Rooms at 150 sf, seating 6-8 (ideally combinable into two larger rooms)



Pre-function areas configured to support multiple simultaneous events, food and drink service (pre-prepared), and public restrooms

CONTINUITY OF CITY OPERATIONS The Civic Center is not required to be an essential facility, but should be designed to a 50% confidence level that after a design earthquake occurring, the City should be able to: (i) experience few or no injuries, (ii) reoccupy the new facility within a week; (iii) have full functionality within 30 days; and (iv)

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experience less than 5% financial loss (as compared to the replacement value, or achieve a REDi Gold certification or equivalent. See http://www.arup.com/Publications/REDi_Rating_System.aspx for more information. C1.3.3

CITY HALL REQUIREMENTS ESTIMATED STAFFING AND TOTAL SEATS REQUIRED Estimated Staffing and Total Seats Required

# of Employees

Current headcount (City employees and contractors to be in City Hall:

855

Planned Vacancy 2.5%:

21

Total City Hall Capacity:

876

Future Headcount growth allowance in City Hall:

0%

Alternative strategies which have potential to capture expansion space beyond current staffing needs include: 

any additions could be accommodated in development in the larger Civic Center



alternative officing and smaller workspace standards could be used for field-oriented and part time staff, such as Code Enforcement/Building Inspections field staff

CITY HALL DEPARTMENTAL REQUIREMENTS

AND

SPECIALIZED

SUPPORT

The City Hall excludes proposed support to be shared among Civic Center uses (discussed separately below) but should include allocations for all departmental support, both typical office support and specialized support. Typical office support includes reception, conference, lounge/coffee, copy/supply, and filing/storage area. Limited information is currently available on specialty space such as larger than normal visitor/counter areas or unusual filing and storage space needs for City Hall, so this should be addressed in more detailed programming. Departments known to now have unusual requirements beyond typical office space include: 

Legislative (public waiting area for Council offices)



Legal (City Attorney and City Prosecutor)

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Clerk/Recorder (responsible for records retention for the City)



Development Services Permit Center- One Stop Shop on City Hall Floor 4- (unusual filing and storage, large amounts of paper-based, large format review and processing, public queuing and waiting areas)



Financial Management (Commercial Services has ground floor cashier service window)



Public Works (many functions involve layout, review and storage of large-format maps)



Library (e.g. 12,000 s.f. including historic collections) SPECIAL SPACE REQUIREMENTS Although by far the majority of City department space can be considered “typical office area” for the purpose of this stage of planning, special and unusual space needs should be identified and characterized in more detail during building programming. At minimum these areas include the cashier function (cash handling, vault) and Loading and Service Areas e.g. Library van and large 18 wheeler supply delivery, dumpster areas, staging and storage (currently below grade serving both City Hall and Library, and connected to Lincoln Garage which serves as VIP secured parking). The current below-grade Data Center and Traffic Control functions will be relocated off-site.

FUNCTIONAL PLANNING PRINCIPLES SECURITY--CITY HALL     

Secure all loading and service portal Secure personnel access is required for all upper level staff areas Secure access is required for the Council Chambers/Commission closed –session conference suite Outside Lobby and Display Areas must be non-secured Existing secure parking counts shall be maintained

ADJACENCIES AND PRIORITY FOR GROUND FLOOR ACCESS 

Functions receiving high volume of visitors should have priority for ground or mezzanine location (Permit Center, Utility bill payment, large meeting/public assembly rooms, etc.)



There are currently two Cashier locations, one for Permit Center and one for Finance, which may offer opportunities for consolidation

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Enable convenient access to Shared functions e.g. Council Chambers, public meeting rooms



Cluster related functions for operational efficiency



Convenient access to fleet vehicles needed for daily work (by Code Enforcement, public works surveyors and building inspectors, etc.)

Please refer to Exhibit C1a for the City Hall Adjacency diagram. TYPICAL CITY HALL DEPARTMENT WORKSPACE The City envisions that the new City Hall will have a high proportion of openplan workspace with modular furnishings. Currently there are many departments with a relatively high proportion of enclosed offices, but the goal is for City Hall typical floors to be predominantly open. SHARING OF DEPARTMENT SUPPORT To the extent possible, department support such as reception and conference rooms should be shared by multiple departments, managed centrally, and located conveniently at logical points adjacent to major circulation pathways and elevators, to achieve optimal utilization and space efficiency. C1.3.4

LIBRARY REQUIREMENTS The current Library totals 120,000 GSF, and is connected to 15,000 GSF of Public Meeting Rooms. Future Library space needs will be considered in the context of the changing role of the modern city Library, and revolutionary change in media and technology that will influence the Library of the Future. To this end, each Proposer is required to include a library specialist, and describe a proposed concept to address the following Library components: 

Public Entrance/Lobby and public restrooms



Circulation Desk and “Marketplace” with popular new materials, selfcheck stations;



Children’s Section with early literacy center, story hour and crafts room, family restroom, small staff service desk, self-check stations;



Teen Section with digital media lab, study rooms, small staff service desk;



Adult Section with small reference collection and service desk, nonfiction/fiction collection, ICPD --library access for persons with disabilities, Miller Room, special collections and archives, government documents, and closed stacks for periodicals, microformats etc.

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Non-Public Space and Library Operations (Staff Workrooms and Offices, Bathroom, Break room, Technical Services and IT areas)



Maker Space /”Center for Innovation” collaboration/co-working space, digital learning and technology training lab for public

SECURITY PRINCIPLES- LIBRARY

C1.3.5



Secure all loading and service portal



Secure access to staff work areas and closed stacks with off-hour escort or similar service



Publicly accessible Lobby and Display Areas but security provisions for exhibits



Existing secure parking count shall be maintained: one VIP (secure) vehicle space, one 20’ Library Delivery Van and one utility truck)

PORT HEADQUARTERS REQUIREMENTS SPACE NEED BASED ON 2013 PORT PROGRAM MODIFIED FOR CIVIC CENTER LOCATION The City’s RFQ for the Civic Center specified 200,000GSF of Port HQ space if the Port locates in the new Civic Center. This does not include the Port’s anticipated growth, which they estimate would eventually require a total of 234-240,000GSF of Port space, not including support shared with the City as described above. The 2013 Port Program included current and projected estimates for Port Needs at multiple years from 2018 to 2035, which are summarized below:

Port Program Summary

Interim

2018

2020

2025

2035

Headcount estimate

411

456

476

490

499

Total GSF (rounded 000s)

176

195

262

265

268

Civic Center Shared Support

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Excl. 28k GSF Shared Support in Civic Center Location

1

Resulting Port Program for Civic Center

195

28

28

28

234

237

240KGSF

FUNCTIONAL PLANNING PRINCIPLES – PORT SECURITY – PORT HEADQUARTERS The 2013 Port Program stated that the Headquarters security must adequately provide for continuity of operations in the event of civil disturbance, natural disaster or terrorist attack, including such provisions as:  Site buffers  Hardened/protected exterior walls  Security bollards  Video surveillance cameras  Site access security gates and optical turnstiles  Chemical and metal detectors  Security Control Center  Secure loading and service portal  Some portion of parking will need to be secured (TBD)  Secure personnel access to staff area  Secure access for Harbor Commission to closed-session conference room suite SEPARATE IDENTITY FOR PORT The Port prefers to have a separate entry and identity from City Hall and the Library. Given its security parameters, the Port wishes to have control over its own security policies, rather than being a tenant in a larger building. ADJACENCIES AND PRIORITY FOR GROUND FLOOR ACCESS 

1

Functions receiving high volume of visitors should have priority for ground or mezzanine location

Shared Support Assumptions derived from 2013 Port Program total approximately 28,000 GSF as follows:  5,000 sf Food Service (private development assumed)  2,500 sf Exhibit (shared)  10,700 sf Commission/Chambers complex (joint with City Council)  10,000 sf Conference cluster (serves as Auditorium Replacement and Public Meeting Rooms)  Shared Training Rooms (subject to definition of required systems/equipment/security)

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Page C1-16

  

Enable convenient access to Shared functions Cluster related functions for operational efficiency Convenient access to fleet vehicles needed for daily work

TYPICAL DEPARTMENT WORKSPACE Similar to City Hall, the new Port Headquarters also envisions the “best practice” of a high proportion of open-plan workspace with modular furnishings. SHARING OF DEPARTMENT SUPPORT Also similar to City Hall, the 2013 Port Program proposes that department support such as reception and conference rooms should be shared by multiple departments, managed centrally, and located conveniently at logical points adjacent to major circulation pathways and elevators, to achieve optimal utilization and space efficiency. C1.3.6

PARKING AND FLEET VEHICLE REQUIREMENTS PARKING REQUIREMENTS FOR PORT HEADQUARTERS Parking requirements that follow were modified from the 2013 Port Program by Port representatives. Parking Type

2013 Port Program Spaces

Future Civic Center Spaces (Port)

Office

516

431

Public Assembly

77

102

VIP (subterranean, secured)

0

40

Total Parking

593

573

PARKING REQUIREMENTS FOR CITY Parking Type

Existing Civic Center Spaces

Future Civic Center Spaces (City)

General Parking (City staff and public)

699 Broadway garage 498 Lincoln Garage

900 City Hall and Library Staff

Fleet

61 Broadway garage 8 Lincoln garage

69

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Request for Proposals Number CM14-040-Civic Center

Page C1-17

Secured VIP (subterranean, secured)

50 City Hall basement

36

Leased by City

144

N/A

Total Parking

1,460

1,005

Note: Because of the City’s strong commitment to sustainability, 100% of City fleet parking spaces should accommodate alternative fuel vehicles, and 20% of employee spaces and 30% of VIP spaces should accommodate electric vehicle charging stations.

TOTAL PARKING REQUIREMENTS FOR CIVIC CENTER

City of Long Beach New Civic Center

Port

573 space

City

1,005 spaces

Total

1,578 spaces

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Page C1-18

C1.4

EXHIBITS

Exhibit C1a: City Hall Adjacency Diagram Exhibit C1b: Port Headquarters Program Validation Exhibit C1c: Tenant Improvement Quality Level, by Functional Area

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page C1-1

Exhibit C1a: City Hall Adjacency Diagram

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page C1-2

Exhibit C1b: Port Headquarters Program Validation n

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page C1-1

Exhibit C1c: Tenant Improvement Quality Level, by Functional Area Functional area

$/SF for TI

$/SF for Furniture

Indicative Quality Level of Materials

Lobby spaces with display

$750-1,500/SF plus statement stair $100-250,000

$5/SF

Statement stair, Stone flooring, wood paneled walls, custom display cases, minimal Audio Visual (flat screens), upgraded lighting

Council Chambers

$300-600/SF

$80150/SF

Upgraded carpet, wood paneled walls or other upgraded material with suitable acoustical properties, high ceilings with drywall and wood simple design, dimmable lighting with decorative pendants, black out shades, (2) large flat screens, security cameras, A/V functions.

Specialty Areas (training, conference rooms)

$170-220/SF

$15-35/SF

Same as Administrative office, with dimmable lights, white boards, tackable wall, ceiling hung projector and blackout window coverings.

Administrative Office areas

$70-90/SF

$35-55/SF

Carpet, painted drywall, solid wood veneer doors, direct and indirect pendant lighting, 2x2 acoustical tile with 25% drywall

High density filing

$95-115/SF

$150200/SF

Floor structured for heavy load

Server Room

$590-850/SF

NA

18” raised floor, 24 hour air

Food Service

$1,250-3,000/SF for any Cooking area; $230450/SF for Servery; and $90140/SF for Dining area

$15-25/SF

Cooking and servery- health department approved hard surface flooring, washable ceiling, equipment, mechanical system, steam tables, chilling tables, custom millwork; Dining area- upgraded hard surface flooring, detailed ceiling, upgraded lighting, wall graphics or other branding elements.

Breakroom/ lounge

$180-250/SF

$15-20/SF

Linoleum flooring, 15’+ millwork, refrigerator, sink, dishwasher (no coffee, microwave, etc.)

Restroom

$225-275/SF

NA

Full wall ceramic tile, stainless steel partitions, Corian counter top, low flow / automatic / LEED plumbing fixtures

Library

$80-90/SF for the library buildout itself; and $95110/SF for areas with millwork

$15-20/SF

General Library areas similar to Administrative office with detailed ceiling and acoustical treatment

General Library areas vs. Library with millwork

Assumptions: Casegoods including offices and conference tables wood veneer; fabric ergonomic task chairs; leather conference chairs; chambers to have stone and wood custom tables/credenzas; open-plan furniture system with predominantly low (42-48” walls); HR and FM functions may need higher walls whereas building inspections/code enforcement can be lower; metal lateral files.

City of Long Beach New Civic Center

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Page C2-1

FACILITIES MANAGEMENT REQUIREMENTS FOR CIVIC CENTER C2.1

INTRODUCTION Following are the facilities management requirements for the Civic Center and Civic Center without Port.

C2.2

PREFERRED PROPOSER’S RESPONSIBILITIES

C2.2.1

GENERAL RESPONSIBILITIES The Preferred Proposer shall provide all personnel, equipment, tools, materials, vehicles, supervision, and other items and services necessary to perform all services, tasks, and functions as defined herein and maintain a level of operations consistent with industry standards for Class A office buildings. The Preferred Proposer shall provide guidance and coordination with the City to ensure effective and economical operation of all activities described herein. Work can include, but is not limited to: management services, dispatching; real property maintenance, operations, repairs, major capital improvements, life cycle renewals; engineering services, environmental services, planning, programming, minor design and remodel services; and emergency services. The Preferred Proposer will be required to provide full service professional building management services necessary to maintain and preserve the Civic Center.

C2.2.2

OUTLINE OF RESPONSIBILITIES The Preferred Proposer’s responsibilities include, but are not limited to:

C2.2.3



Facilities Maintenance and Repair



Building Facilities Maintenance and Operations



Infrastructure Management Janitorial Services



Grounds Maintenance



Parking Services



Pest Control/Solid Waste Management



Security Services



Continued Quality Assurance

CUSTOMER SERVICE AND SUPPORT The Preferred Proposer will be expected to develop a detailed plan to address customer service and work support management; incorporating the

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Request for Proposals Number CM14-040-Civic Center

Page C2-2

approach to customer interface procedures and protocols, work reception, scheduling, and dispatch for all Maintenance requirements. Normal hours of operations are as follows: 

City Hall: from 7:00 a.m. to 6:00 p.m. (0700-1800) Monday through Friday, and Regularly Scheduled Events, except public holidays.



Main Library: from 7:00 a.m. to 8:00 p.m. (0700-2000) Monday through Thursday and 10:00 a.m. to 5:00 p.m. (1000-1700) Friday and Saturday



Port Headquarters: from 6:00am to 8:00 p.m. (0600-2000) Monday through Friday, and Regularly Scheduled Events, except public holidays.

The Preferred Proposer will be expected to respond to all Customer Service work requests within the time indicated in the table below based on the following indicative prioritization schema: 

Priority 1 – Emergency, immediate response required – Situations requiring immediate action to return the Civic Center to normal operations, stopping accelerated deterioration, or correcting a safety hazard that imminently threatens life or serious injury to public and/or City employees.



Priority 2 – Urgent, necessary but not yet critical – Situations that will imminently become critical, if not corrected expeditiously, includes intermittent interruptions and/or potential safety hazards.



Priority 3 – Routine – Conditions requiring appropriate attention to preclude deterioration or potential downtime and associated damage or higher costs if deferred further. Items representing a practical improvement to existing conditions. These items are not required for the most basic functions of the Civic Center, but will improve the overall usability, accessibility, and/or reduce long term maintenance.

The Preferred Proposer shall respond to and complete work requests compliant with the times outlined in the following table for ninety-nine percent of Priority 1 and 2 events and Ninety percent of all other events (brackets left intentionally) Failure to do so will result in performance deductions to the lease payment.

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page C2-3

Severity

Emergency

Urgent

Routine

Priority

1

2

3

Normal Hours of Operation Response Time

10 minutes

2 hours

24 hours

Completions Time

2 hours

8 hours

5 Business Days

Outside Normal Hours of Operation Response Time

1 hour

Within 2 hours of start of next Business Day

Next Business Day

Completions Time

2 hours

End of next Business Day

5 Business Days

C2.2.4

HUMAN RESOURCES The Preferred Proposer shall:

C2.2.5



pay a minimum of Prevailing Wages as defined by the California Department of Industrial Relations;



provide qualified personnel to perform all tasks of this Facilities Management Requirements during the full term of this contract;



ensure that employees have all required professional certifications, current and valid, before starting work; and



prepare a Human Resources Plan.

MATERIAL, EQUIPMENT, AND SUBCONTRACT PURCHASES The Preferred Proposer shall:

C2.2.6



purchase and manage all materials, equipment, and subcontracts to be used in the performance of these requirements.



maintain and manage sufficient materials and equipment readily available to support work requirements.

COMPUTER-AIDED FACILITIES MANAGEMENT SYSTEM The Preferred Proposer shall utilize a Computer-aided Facility Management system (CAFM) to manage the Civic Center. The City shall have access to the CAFM for auditing purposes and submission of task orders into the

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Request for Proposals Number CM14-040-Civic Center

Page C2-4

system. The CAFM system, including hardware and software, should allow for the following facilities management functions: 

Long-range and annual facility planning



Facility financial forecasting



Work specifications, installation and space management



Architectural and engineering planning and design



New construction and/or renovation



Maintenance and operations management



Telecommunications integration, security and general administrative services



Sustainability monitoring, reporting, and forecasting



Subcontracts, suppliers, and personnel management



Customer satisfaction auditing



Document management



Interface with Building Management System (described below)

The Preferred Proposer shall incorporate a Building Management System (BMS) to monitor and, when applicable, automate and control building systems such as: 

Lighting control



Heating, Ventilation and Air-conditioning (HVAC)



Security monitoring (e.g. closed-circuit television)



Access control



Fire/Life safety monitoring



Vertical transportation



Plumbing monitoring

The Preferred Proposer shall provide the necessary resources to support data mining and developing reports as required. The Preferred Proposer will also perform overall trending analysis to support the City and in determining long-term planning for equipment reliability, fault-cause analysis and benchmarking measurements

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page C2-5

C2.2.7

REQUIRED FM DOCUMENTATION

A summary of the required plans for General Responsibilities are shown in the following table: Number

Document

Requirements

Schedule

Update

FM-1

Customer Service and Support Plan

Annually

FM-2

Human Resources Plan

Plan shall include customer interface protocols, work order process and resolution, scheduling and dispatch, service coordination, emergency response and communication protocols Operational plan to address contingency procedures, payroll auditing and continuity of operations

FM-3

Master Facility Disaster Response and Business Continuity Plan

This plan will address major accident and disaster response management, continuity of essential services during emergencies, and building evacuation plans

Annually

FM-4

EH&S Plan

Preferred Proposer shall provide a plan to establish measures to be taken to comply with Federal, State, and Local ordinances on environmental, health, and safety issues, including California OSHA requirements.

Annually

FM-5

Hazardous Waste Management Program

Annually

FM-6

Waste Analysis Plan

Preferred Proposer shall provide a plan for handling hazardous waste, conforming to applicable Federal, State, and Local ordinances Plan shall specify the process to identify, sample, analyze and report on handling of waste streams

FM-7

Water Management and Conservation Plan

Plan shall address Preferred Proposer’s approach to water management and conservation in accordance with Local, State, and Federal requirements

Annually

Annually

Annually

A summary of the required reports for General Responsibilities are shown in the following table: City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page C2-6

Number

Document

Requirements

Schedule

Update

FM-8

System Disruption Report

Report showing disruptions to Civic Center due to Preferred Proposer’s activities.

Quarterly

FM-9

Employee Certification Report

Report shall demonstrate employee/subcontractor qualifications and certifications for assigned roles and responsibilities

Annually or with change of staffing/ subcontractor

FM-10

Hazardous Waste Collection and Disposal Report

A report of hazardous waste collections and disposals

Monthly

FM-11

Permit Compliance Report

Report showing State, Local, and Federal permits associated with the Civic Center, permit numbers, last year renewal date, current renewal date, copy of permit document, copies of permit required reporting documentation, proof of renewal

Annually

C2.3

OPERATIONAL FUNCTIONS

C2.3.1

FACILITY MAINTENANCE AND REPAIR (FM&R) REQUIREMENTS The Preferred Proposer shall: 

maintain Civic Center systems to minimize breakdowns and maximize habitability during normal hours of operation. All Civic Center systems shall be available during normal hours of operation unless specifically authorized by the City or designated representative. Security, Fire Suppression, Protection, and Detection systems shall be fully operational twenty-four hours a day, seven days a week. Any unscheduled corrective maintenance shall be considered a breakdown. Should a breakdown result in the inability of the City to access office and/or common space, the breakdown shall trigger lease payment deductions or other performance penalties;



provide a quarterly report on the performance and availability of major facility systems;

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Page C2-7



submit a complete Operation Procedures Plan that will support Civic Center operations & maintenance issues, to include planning, budgeting, executing, equipping, and training, ensuring the most effective and efficient delivery of services; and



maintain Class A office building standards



ensure that all equipment and technologies are replaced or upgraded before they become obsolete,

The following table outlines the FM&R functions: #

Service

Notes

1

Building Management Services

Implementing and maintaining the Building Management System (BMS) as described in Section 1.6.

2

Routine and Emergency Maintenance Operations

Corrective and planned Maintenance on the Civic Center infrastructure including routine and emergency response requirements. Work encompasses all typical trades and services customary to Facilities Management Operations and Maintenance including Plumbing, Structural, HVAC, Electrical, and Fire Life Safety System repair and maintenance.

3

Utilities Management

Ensuring availability of utility services to the Civic Center including electrical, water, gas, and oil or other utility service as appropriate

4

Heating, Cooling, Ventilation & Power Plant Services

Ensuring the availability and operation of plant services to the Civic Center

5

Roads & Grounds Maintenance

Including landscape, hardscape and maintenance of all external areas

6

Exterior Janitorial

Provision of cleaning services to the exterior of the building – for example – graffiti removal, exterior window cleaning; waterproofing maintenance

7

Interior Janitorial

General cleaning services to the interior of the Civic Center with specialist cleaning in specified areas

8

Telecommunications and IT

Provision and on-going support for utility connections and the structured cable infrastructure installed, terminated & tested, (which includes fiber optic or copper cables, raceways, backboxes, all outlets (wall, floor, other), distribution rooms, racks and terminations) for local or wide-area network, building automation, telephone, security and CATV systems

9

Fire Alarm and Life Safety Systems

Provision of on-going operations, testing, maintenance, certification, and support to fire alarm and mechanical control/release systems, emergency public communications; smoke control and removal systems

10

Vertical

Management of elevator & escalator service contracts as well as on-

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page C2-8

#

Service

Notes

Transportation Systems

going asset upgrades to maintain operational serviceability over the term. Include Public Elevators, Staff/Private elevators, escalators, and other conveyance systems.

11

Roofing Systems

Provision for on-going roofing maintenance and management, including renewal of roofing systems and associated components.

12

Environmental Health and Safety

Develop, implement and keep up-to-date a comprehensive program to address work place safety, training including waste management, pest management, indoor air quality, and mold management. Ensuring that buildings meet internal and external environmental and safety standards including all appropriate laws and codes

13

Lifecycle Renewal

Ensure on-going operational serviceability of the building, site, equipment and systems through comprehensive replacement and renewal over time. Renewal components shall be replaced in form, substance and quality that meet or exceed the specifications. In general, the Facility Condition Index (FCI) should be maintained between 0.05 and 0.15 throughout the Term.

14

Parking Lot/ Structure

Operation and maintenance of parking lot or structure for users. Including provision of parking and site traffic management services.

15

Shipping/Receiving

Provision of receiving and shipping dock operations including the management of a proactive recycling program address all relevant waste streams and to maintain compliance with LEED and Regulatory programs.

Resource Trash & Recycling Management 16

Asset Management

Services include inventory control for Real Properties (RP) and Real Properties Installed Equipment (RPIE), as well as items needed for O&M of the Civic Center.

17

Security Electronics

Provision of and maintenance for: security communication and surveillance systems, intercoms, public address antennas & repeaters, within and around the Civic Center.

18

Access Control Systems

Provision of and on-going maintenance for access control systems.

19

Special Events

Provision for support services associated with special events, Events typically occur outside of normal City operations but in support of the public and mission of the City; such events may include: film production, media events, special conferences, etc

20

Maintenance Engineering Services

Civil, electrical, mechanical, life, fire and safety engineering for ongoing operations, facility modification, CADD operations, and other relevant special project work. Services include Master Facility Maintenance and Repair Planning/Scheduling, as well as capital improvement project development and management.

21

Vandalism and Graffiti Control

Proactive management of vandalism when found on site. Proactive management and removal of graffiti based on performance standards.

#

City of Long Beach New Civic Center

Service

Notes

Request for Proposals Number CM14-040-Civic Center

Page C2-9

C2.3.2

BUILDING FACILITIES MAINTENANCE AND OPERATIONS The Preventative Maintenance (PM) program shall be executed as scheduled with documentation maintained accurately and up to date at all times. The Preferred Proposer shall update the PM program as necessary to reflect any changes in equipment inventory. Specifically, the Preferred Proposer shall: 

utilize the Computer-aided Facility Management system (CAFM) to schedule and maintain the equipment history on all Real Property Installed Equipment (RPIE) equipment and systems;



provide effective contingency and disaster response for major accidents and natural disasters. An emergency response manager must be available twenty-four hours a day, seven days a week;



continue to provide essential Civic Center infrastructure operations, maintenance and repair, and customer service during a crisis or emergency. Provide service twenty-four hours a day until the crisis is over, as directed;



contract for and provide utility services. The Preferred Proposer shall provide detailed data on energy consumption. The Preferred Proposer shall develop and submit a Whole Building Energy Model;



submit a monthly Utility Analysis Report which reviews water, gas, electric, and sewer bills and provide usage data, trend analysis and benchmark reports;



obtain LEED EBOM certification, commensurate with the LEED New Construction (LEED NC) certification obtained after the Construction Period, within five years of starting operations and maintain the certification throughout the Term;



be able to provide physical inventories and asset management of Real Property (RP), and Real Property Installed Equipment (RPIE). An Annual Audit will be conducted on all assets due no later than the anniversary date of occupancy;



submit a monthly Maintenance Status Report, which shall include Corrective Maintenance performed, response time metrics, completion metrics, completed Project Maintenance (PM), and deferred PM with associated justification, PM plans and schedules for the next 30 day period;



submit a monthly Quality Inspection Report, which shall detail the facilities maintenance and operations inspection by the Preferred Proposer, positive and negative findings, quality improvement activities, including details and explanations for service

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Page C2-10

interruptions, emergency services and other non-standard service issues; 

manage refrigerants to reduce use and emissions of chlorofluorocarbons (CFC) as required by law. The Preferred Proposer shall maintain a Refrigerant Management Plan and submit an Annual Refrigerant Management Report;



maintain electrical systems at levels recommended by manufacturers but not less than recommended by National Fire Protection Agency (NFPA) guidelines



maintain fire suppression, protection and detection systems to comply with parameters defined in the original design and through commissioning. Inspection, testing, certification, and maintenance of installed fire suppression and detection systems shall be conducted by personnel trained/qualified in the maintenance and repair of the fire protection system or subsystem;



have fire suppression, protection, detection and safety systems tested and certified in accordance to local jurisdictions requirements and NFPA;



develop a Roof Management Plan (RMP), including the type of roof material, condition, and outline short and long term maintenance and replacement needs;



work with the City security personnel to ensure security systems and supporting security requirements are properly maintained;



maintain door hardware and locksmith services to maintain locks, panic hardware, mechanical ciphers, and installed vaults;



ensure that keys/key cards issued to the Preferred Proposer by the City are not lost or misplaced and are not used by unauthorized persons;



display special event signage as requested by the City. Preferred Proposer will erect and maintain such signs, barricades and lights, (all are subject to City’s review) and do such services as may be reasonably necessary to provide information to building occupants; and



perform services to ensure support for Very Important Person (VIP) visits and special/media events as requested by the City. As part of the RFP submittal, the Preferred Proposer shall provide hourly rates for special event services.

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page C2-11

The City will manage and maintain all shipping, receiving, and mail reception functions for the Civic Center. REQUIRED FM DOCUMENTATION A summary of the required plans for Facilities Maintenance and Operations are shown in the following table: Doc Document # FM- Operating 12 Procedures Plan

Requirements Plan that is in compliance with City requirements

Annually

FM- Whole Building 13 Energy Model

Model will show projected utility usage individually for City work space and common areas for the duration of the Term.

Annually

FM- Refrigerant 14 Management Plan

Plan to include onsite refrigerant inventories, usage locations, proposed plans for replacement of nonconforming equipment; also includes record keeping; copies of regulatory reports

Annually

FM- Roofing 15 Management Plan

Plan to manage the roofing system throughout its life cycle

Annually

Schedule Update

A summary of the required reports for Facilities Maintenance and Operations are shown in the following table: Doc Document #

Requirements

FM- System Availability 16 Report

Report showing all system outages, approved outages, system failures, unapproved outages, and overall system availability metrics.

Quarterly

FM- Elevator 17 Performance Report

Detailing the performance and reliability of all elevators within the Civic Center. Report shall detail the individual unit performance relative of design and commissioning standards for the following metrics: System availability, Wait Time, and Feet per Minute Rates.

Quarterly

FM- Emergency Action 18 Report

Report generated with 24 hours of an Emergency Response. Report shall include: description of emergency, name of responding technician; date and time of emergency, impact to City; remediation activities, current status, plan for final resolution, future activities to mitigate future reoccurrences.

FM- Utility Analysis 19 Report

Utility usage trend analysis and benchmark report

City of Long Beach New Civic Center

Schedule Update

As Needed

Monthly

Request for Proposals Number CM14-040-Civic Center

Page C2-12

Doc Document #

Requirements

FM- Annual Audit 20

Audit of all building Real Property and RPIE

Annual

FM- Corrective 21 Maintenance Status Report

The report shall address; Corrective Maintenance performed, response time metrics, completion metrics, completed PM, and deferred PM with associated justification, PM plans for the next 30 day period.

Monthly

FM- Quality 22 Inspection Report

Report detailing the facilities maintenance and operations inspection by the Preferred Proposer, positive and negative findings, quality improvement activities, including details and explanations for service interruptions, emergency services and other non- standard service issues.

Annually

FM- Refrigerant 23 Management Report

Report showing all refrigerated equipment, annual maintenance history per piece of equipment, usage of refrigerant products per piece of equipment, copies of reports submitted to agencies governing refrigerant emissions.

Annually

C2.3.3

Schedule Update

INFRASTRUCTURE MANAGEMENT The Preferred Proposer shall operate and maintain the Civic Center infrastructure within the Site in a state and condition so as to provide continuous service and support during normal hours of operation consistent with applicable Federal, State, and Local ordinances. Infrastructure elements include, but are not limited to the following: 

Storm water systems: risers, inlets, catch basins, sump pumps, surge tank, perforated sub-drains, oil/water separators, and piping.



Pavements: roads, streets, service drives, driveways, parking lots, curbs, gutters, sidewalks, bikeways, jogging paths, equipment pads.



Fencing/Gates: wood, wire, masonry, metal, including control hardware, and electronics.



Generators: diesel generators, gas generators, automatic transfer switches or panels, uninterruptible power systems and all associated mechanical/electrical systems.



Signage: building and office signs, traffic and crowd control, hazard and safety, visitor directions and marquees.



Recreational areas: outdoor break areas, public benches.

City of Long Beach New Civic Center

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Page C2-13



Water distribution systems: distribution mains, arterial mains, water treatment equipment, water storage tanks, all associated controls, water lines, valves, underground irrigation systems, nonpotable/reuse systems, underground and above ground fire suppression systems, and meters.



Sanitary sewer system: sanitary sewer lines, lift stations, main connections, underground wastewater delivery system (including manholes), septic tank systems, oil/water separators, and grease traps.



Natural and compressed gas systems: piping, valves, regulators, and meters.



Electrical distribution system: overhead and underground electrical. Distribution systems, substations, switching stations, electrical vaults, exterior lights, current and potential instrument transformers, fuses, meters, recorders, relays, contactors, magnetic starters, buss ducts, cables, grounding systems, lightning protection systems, ground fault systems, and feeders, and seasonal decorative lighting.



Power and Lighting: power and lighting distribution systems including circuit breakers, switches, panels, receptacles, lighting fixtures, dimmers, contactors, motors, built-in appliances, emergency lighting systems, static grounding systems, obstruction lighting, re-lamping, fusing, conduits, and conductors.



Hot water and chilled water physical plants: hot water generators, chillers, pumps, fans, make-up systems, emission controls, expansion tanks, fuel storage, instrumentation, waste heat recovery, heat exchangers, water treatment, cooling towers, condensers, evaporators, refrigerant emission controls and associated equipment, refrigerant recovery/recycling equipment, refrigerant storage and handling, refrigerant monitoring system (to include sensors, automated controls, and mechanical room ventilation and exhaust systems, plant instrumentation, controls and associated systems), also includes record keeping; issuance of reports to federal, state and local environmental regulatory agencies.



Fire Life Safety Systems: Eyewash Stations, Emergency Showers, Fire Pumps, Electrical Control and Release Systems, Audible and Visible Notification Systems, backflow prevention devices, post indicator valves, check valves, and water flow meters, pre-action controls, gaseous and dry chemical suppression systems.



Energy Management and Building Automation Systems

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Page C2-14



Information Technology (IT) systems: The table below provides information about the intended allocation of IT responsibilities between the City and the Preferred Proposer.

IT System/Component Site Infrastructure, pathways and Telecom vaults

Preferred Proposer

City

Notes Provision & Maintenance responsibility of Preferred Proposer

X

Incoming Service Telephone

X

Owner orders telephone service via Preferred Proposer

Incoming Service - Private Circuits

X

City orders private circuits via Preferred Proposer

Incoming Service - Internet Fit-out of Telecom spaces

X

Preferred Proposer provides Internet service for Wireless LAN.

X

Includes Racks, pathways and grounding system

Active Systems, Servers and Switches Fit-out of SOC

X X

Active Systems, Servers, Displays and Equipment

City provisions and installs in racks Includes furniture and connectivity

X

City/Authority provides

In-building pathways and distribution

X

Provision & Maintenance responsibility of Preferred Proposer

Backbone Cabling (fiber, multipair copper, and coax)

X

Provision & Maintenance responsibility of Preferred Proposer

Horizontal/distribution cabling (in-building and onsite)

X

Tel/data terminations, patch panels and outlets

X

Provision & Maintenance responsibility of Preferred Proposer Provision & Maintenance responsibility of Preferred Proposer

Digital signage

Master clock system and display clocks

X

X

Provision & Maintenance is responsibility of Preferred Proposer. City provides operation and content of signage.

X

X

Provision & Maintenance is responsibility of Preferred Proposer. City will provide content for Master Clock

Distributed Antenna System (DAS) for cellular/PMRS

X

Wireless LAN (-65db on 95% of site 99.9% availability)

X

Parking Control System Office Automation Systems (email, fileservers etc.)

City of Long Beach New Civic Center

Provision & Maintenance responsibility of Preferred Proposer X

Provision & Maintenance responsibility of Preferred Proposer. City will manage the service to the end user (i.e. access) Provision & Maintenance responsibility of Preferred Proposer

X X

City provides, operates and maintains

Request for Proposals Number CM14-040-Civic Center

Page C2-15

Preferred Proposer

IT System/Component

City

Geographical Information Systems



X

Notes City provides, operate and maintains

Audio/Visual (A/V) systems: The City and the Port will provide, install, operate and maintain all plug-in A/V equipment such as LCD screens, video conferencing equipment, telephones, digital interactive screens, etc. in the training rooms and small, medium, and large conference rooms. The Preferred Proposer shall be responsible for providing the following “hard wired” A/V equipment: 

Digital public address system, digital video recording and broadcasting systems, and digital voting system in the Council/Commission Chambers;



IPTV systems in the Council/Commission Chambers and common areas of the Civic Center

The Preferred Proposer shall: 

maintain utility systems to maximize their availability. Utility systems shall be available twenty-four hours a day, seven days a week, and shall include IT systems;



provide a quarterly Space Temperature Trending Report. This report shall show space temperatures for the building during the quarterly time frame;



develop and maintain a Cross-Connection Control and Backflow Prevention Program;



maintain a Master Maintenance Plan (MMP). The objective of the MMP is to ensure that maintenance, operations, and capital improvement planning are practiced so as to reduce the life cycle costs of project ownership while maintaining standards.



provide an MMP Annual Report to show, at a minimum the following data: O&M activities performed last fiscal year, planned O&M activities for the following fiscal year, capital renewals performed last fiscal year, planned capital renewals for the following fiscal year, a five year Capital renewal project schedule with justifications for projects listed, Current building Facility Condition Index (FCI), and Current System Condition Index (SCI). FCI shall be maintained between 0.05 and 0.15 during the Term. The Annual Report shall also include an updated Life Cycle-Major Equipment Repair and Replacement Schedule for the remainder of

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the Term. This schedule shall address all major infrastructure systems, their current status and their replacement schedule based on current SCI and life expectancy factors. REQUIRED FM DOCUMENTATION A summary of the required plans for Infrastructure Management are shown in the following table: Number

Document

Requirements

FM-24

Master Maintenance Plan

Preferred Proposer shall develop a program designed to manage Demand, Planned and Life Cycle Maintenance factors. Initial MMP shall be a program for Planned and Life Cycle Maintenance

FM-25

Schedule Update Annually

Life Cycle - Major This is a standalone plan designed to Equipment address major systems and their current Repair and replacement schedule based on SCI and Replacement Life expectancy factors as per building Schedule design parameters.

Annually

A summary of the required reports for Infrastructure Management are shown in the following table: Number

Document

FM-26

Utility Availability Report showing overall system availability metrics including all Report utility outages, approved outages, utility failures, and unapproved outages.

Quarterly

FM-27

Space Report shall show space Temperature temperature trend and temperature Trending Report data for all dates during the quarter.

Quarterly

FM-28

Annual Operations and Maintenance Report

City of Long Beach New Civic Center

Requirements

Report shall include planned O&M versus actual O&M costs, Planned capital projects, actual capital projects, explanation for variance between these two components, next 12 month planned maintenance activities, 5-year projected capital renewal projects and associated justifications, FCI and SCI performance updates, and Lifecycle repair and replacement schedule for major equipment.

Schedule

Update

Annually

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C2.3.4

JANITORIAL SERVICES Janitorial services include, but are not limited to, ensuring all serviced areas are clean, sanitary, and graffiti free. The Preferred Proposer shall not create undue hazards as a byproduct of janitorial operations. A sufficient weekly inventory shall be maintained and disposal of waste be handled in a suitable manner. The Preferred Proposer shall: 

provide green janitorial service whenever possible;



propose janitorial service schedules; and



submit a monthly quality inspection report.

REQUIRED FM DOCUMENTATION A summary of the required plans for Janitorial Services are shown in the following table: Number

Document

Requirements

FM-29

Janitorial Service Schedules

Report detailing the janitorial service schedules to show office cleaning, , interior and exterior windows, floor services, etc.

Schedule

Update Annually and per schedule change

A summary of the required reports for Janitorial Services are shown in the following table: Number

Document

FM-30

Material data safety Report detailing all proposed sheet (MSDS) Report chemical for use within the janitorial function. Chemicals must be approved by the City prior to use.

City of Long Beach New Civic Center

Requirements

Schedule

Update Annually and per change in chemicals

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Number

Document

Requirements

FM-31

Quality Inspection Report

Report detailing the janitorial service inspection by the Preferred Proposer, positive and negative findings, quality improvement activities, including details and explanations for service interruptions, emergency services and other nonstandard service issues.

C2.3.5

Schedule

Update Annually

GROUNDS MAINTENANCE SERVICES The purpose of Grounds Maintenance Services is to ensure exterior landscaped areas are clean, neat, healthy, and have a professional appearance every day. The Preferred Proposer shall: 

propose Grounds Service Schedules; and



submit a monthly Quality Inspection Report.

REQUIRED FM DOCUMENTATION A summary of the required reports for Grounds Maintenance Services are shown in the following table: Number

Document

Requirements

FM-33

MSDS Report

Report detailing all proposed chemical for use within the landscaping function. Chemicals must be approved prior to use

Annually and per change in chemicals

FM-34

Quality Inspection Report

Report detailing the landscaping service inspection by the Preferred Proposer, positive and negative findings, quality improvement activities, including details and explanations for service interruptions, emergency services and other non- standard service issues.

Annually

City of Long Beach New Civic Center

Schedule

Update

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C2.3.6

PARKING SERVICES The Preferred Proposer will have primary responsibility for the overall daily operation and management of the parking structures service the Civic Center. The Preferred Proposer shall: 

be responsible for management of any special identification devices (Permits, Bumper Stickers, etc.) required to indicate allowed usage of parking;



maintain accounts and records that reflect total operation of each of the Parking areas separately. Reports shall be presented to City monthly as part of the Monthly Parking Report;



post a notice of person(s) to be called in case of emergencies and shall immediately advise the City of any changes in the notice; and



develop and manage a parking plan for special events.

REQUIRED FM DOCUMENTATION A summary of the required plan for Parking Services are shown in the following table: Number FM-35

Document Requirements Special Event Parking Plan for providing special event support Plan

Schedule

Update Every five years

A summary of the required reports for Parking Services are shown in the following table: Number

Document

Requirements

FM-36

Monthly Parking Report

Report should include comprehensive information pertaining to parking revenue, incidents and citations, and utilization of City and Port parking areas

Monthly

FM-37

Incident Report

Report generated based on an incident resulting in property, vehicular, or other damage, including vehicle, customer, and required remediation/repair plans

per occurrence

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Schedule

Update

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Page C2-20

C2.3.7

PEST CONTROL SERVICES The objective of pest management is to protect public health and property by controlling insects, rodents and other pests or organisms while minimizing the use of pesticides. The Preferred Proposer shall use integrated pest management techniques to achieve these objectives. The Preferred Proposer shall: 

provide an MSDS Report detailing all proposed chemicals for use within the pest control function;



provide a quarterly Chemical Usage Report detailing actual chemicals, volumes, and/or equipment containing chemicals used; and



submit a monthly Quality Inspection Report.

REQUIRED FM DOCUMENTATION A summary of the required reports for Pest Controls Services are shown in the following table: Number

Document

Requirements

FM-38

MSDS Report

Report detailing all proposed chemical for use within the pest control function. Chemicals must be approved prior to use

Annually and per change in chemicals

FM-39

Chemical Usage Report

Report detailing actual chemicals and/or equipment containing chemicals used

Annually

FM-40

Quality Inspection Report Report detailing the pest service inspection by the Preferred Proposer, positive and negative findings, quality improvement activities, including details and explanations for service interruptions, emergency services and other nonstandard service issues.

City of Long Beach New Civic Center

Schedule

Update

Annually

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C2.3.8

SOLID WASTE COLLECTION, RECYCLING, AND REMOVAL Trash removal and disposal shall be Preferred Proposer’s responsibility. Preferred Proposer shall: 

generate a Quarterly Waste Diversion Report. Report shall include Solid waste removed, recycle volumes per type, trending data showing each activity, volumes, and trends; and



generate a quarterly Legislated Waste/Recycling Report.

REQUIRED FM DOCUMENTATION A summary of the required reports Solid Waste Collection, Recycling, and Removal are shown in the following table: Number

Document

Requirements

FM-41

Waste Diversion Report

Report detailing Solid waste removed, recycle volumes per type, trending data showing each activity, volumes, and trends.

Quarterly

FM-42

Legislated Waste/Recycling Report

Report detailing activities for waste that is governed by legislated requirements; fluorescent lamps, batteries, kitchen grease, etc. Record to show volumes, dates, and companies used for recycling activities. Company information shall include permits or licenses related to services rendered.

Quarterly

C2.3.9

Schedule

Update

SECURITY SERVICES The purpose of security services is to offer a safe and professional environment in the common areas of the Civic Center building and surrounding Grounds. The Preferred Proposer shall provide all access control systems, video surveillance systems, and supporting network equipment. Operations and maintenance of these systems will be shared function between the Preferred Proposer and existing City and Port security operations. The following table illustrates the responsibility allocation for major security functions between the Preferred Proposer and the City and Port security.

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System/Component

Preferred Proposer

City

Port

Notes

Access systems and hardware

X

Preferred Proposer installs and maintains. Access systems must be compatible with the following vendor systems:  For the Port: Lenel  For the City: Facility Commander

Civic Center building access

X

Preferred Proposer operates and maintains

Visitor access to City staff offices

X

Visitor desks will be jointly staffed by City and Preferred Proposer security personnel.

Visitor access to City Councilmember offices

Visitor desks will be jointly staffed by City and Preferred Proposer security personnel.

X

Visitor access to Port staff and Harbor Commissioner offices Management of staff and security badges

X

X

Visitor desks will be jointly staffed by Port and Preferred Proposer security personnel

X

City and Port security operations with distribute and manage badges

X

Preferred Proposer to install and maintain all video cameras, which must allow for multi-tasking by multiple agencies.

Network Equipment to support electronic security systems

X

Preferred Proposer to install and maintain. The video surveillance system must enable multi-tasking by multiple agencies. Specifically, the network must:  connect to the secured fiber optic line in W. Ocean Blvd so City and Port can connect the network feed to their respective offsite control centers  be compatible with the following security vendor systems: o For the Port: Nextiva, Avigilon fotr surveillance, Activu for A/V applications, and Lenel for access systems o For the City: Genetec for surveillance and Facility Commander for access systems  be independent of other network systems including independent switches and routers

Operable Vehicle Barriers

X

Security Operations Center (SOC)

X

Local law enforcement coordination

X

Patrol and staffing of Grounds and Common Areas

X

Video Surveillance System

Patrol and staffing of City administrative office spaces Patrol and staffing of Port administrative office spaces

City of Long Beach New Civic Center

Preferred Proposer required to maintain and operate its own SOC for the facility to fulfill its security duties as defined X

X

All security operations are required to maintain ongoing coordination per Police requirements Patrol all exterior portions of the Civic Center as well as common areas including lobby,

X X

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Enhanced security staffing

X

X

City and Port will provide enhanced security for City Council meetings and Harbor Commission meetings, respectively, in the in Chambers and/or other public meeting spaces

The Preferred Proposer shall control and monitor security systems from a central Security Operations Center (SOC) onsite. Preferred Proposer shall: 

provide necessary security staff with adequate training and certification to perform their duties;



provide security escorts for Civic Center employees between buildings and/or to parking after normal business hours, as requested;



respond to security events within established time requirements including contacting City and Port security operations and the Police Department as necessary;



prepare a Security Management Plan that is coordinated with City and Port security operations and includes SOC management, staffing, equipment, maintenance and emergency response procedures for stand-alone events including: 

Protest;



Bomb threat;



Active shooting;



Major loss of power;



Natural disaster;



Medical emergency; and



Building rules for construction;



prepare a Security Staffing report that shall include future staffing plans, in coordination with planned building activities and special events; and



prepare incident reports.

The City will coordinate with local law enforcement to define security standards for the Civic Center.

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A summary of the required plans for Security Services are shown in the following table: Number

Document

Requirements

Schedule

Update

FM-43

Security Management Plan

Report should include comprehensive information pertaining to security resource planning and response procedures.

Annually

FM-44

Security Staffing Plan

Plan coordinated with forecasted Civic Center use to appropriately staff exterior and common areas.

Quarterly

A summary of the required reports for Security Services are shown in the following table: Number

Document

Requirements

FM-45

Incident Report

Report of security incidents

per event

FM-46

Electronic Security Systems Audit Report

Audit of the electronic system to confirm proper functionality

Monthly

C2.4

CONTINUOUS QUALITY ASSURANCE

C2.4.1

CONTINUOUS QUALITY ASSURANCE PLAN

Schedule

Update

The Preferred Proposer shall propose a Continuous Quality Assurance Plan (CQAP) which, at a minimum, includes; 

an inspection system covering the services stated in this Appendix C2; specifying areas to be inspected on a scheduled basis and an unscheduled basis;



a method for identifying deficiencies in the quality of services performed before the level of performance becomes unacceptable;



provide Key Performance Indicators (KPIs) to be used by Preferred Proposer personnel to ensure potential problems or deficiencies are identified before they result in unsatisfactory contract performance;

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C2.4.2



provide data which allows the City to easily verify Preferred Proposer performance;



describe how Preferred Proposer processes shall be changed to continually improve performance;



provide management level metrics that verify compliance with the Facilities Management scope contained in this Appendix C2 and gives trend data needed for the City measure the effectiveness of the project management program;



provide a system for recording, addressing, and correcting unplanned system failures, and poor quality work with respect to the Preferred Proposer’s services;



provide a system for recording and acting on City and building occupant feedback and satisfaction with respect to the Preferred Proposer’s services;



provide a system to identify and prevent technology obsolescence; and



the system shall include methods for escalation procedures as well as the publishing results of its own CQAP program.

QUALITY SURVEILLANCE The Preferred Proposer shall correlate satisfaction data metrics and report to the City on a quarterly basis in a Customer Satisfaction Report. The City will independently solicit customer satisfaction feedback. Results of these surveys will be shared with the Preferred Proposer. Where appropriate, the Preferred Proposer shall address any negative feedback or City of building occupant complaints. The Preferred Proposer shall summarize the customer survey results and corresponding corrective actions taken in the Customer Satisfaction Report. REQUIRED FM DOCUMENTATION A summary of the required plan for Continuous Quality Assurance are shown in the following table:

Number

Document

FM-46

Continuous Quality Assurance Plan

City of Long Beach New Civic Center

Requirements Requirements as specified in Section 3.1 above

Schedule

Update Annually

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A summary of the required report for Continuous Quality Assurance are shown in the following table: Number

Document

Requirements

FM-47

Customer Satisfaction Report

Report showing customer satisfaction combining surveys initiated by both the Preferred Proposer and City.

C2.5

HANDBACK REQUIREMENTS

C2.5.1

FACILITY CONDITION

Schedule

Update Quarterly

At the end of the Term, the Preferred Proposer shall, at no cost to the City, return all facilities and elements of the Civic Center to the City in a condition which is: A. consistent with the Civic Center having been designed and constructed in accordance with the applicable requirements set forth in Appendix C1; B. consistent with the Civic Center having been managed and maintained in accordance with the applicable requirements set forth in this Appendix C2; and C. expected to achieve a FCI score between 0.05 and 0.15 at the end of the Term as determined by the Handback Requirements. C2.5.2

HANDBACK SURVEY In addition to the Annual Maintenance and Service Plan, beginning two years prior to the end of the Term, the Preferred Proposer and City will conduct a joint inspection and survey of the Civic Center (Handback Survey). If either the Preferred Proposer or the City determines from the Handback Survey that any element of the Civic Center will not meet the Handback Requirements upon the Preferred Proposer implementing the current Annual Maintenance and Service Plan over the remainder of the Term, within 60 days of completion of the Handback Survey the Preferred Proposer shall submit to the City the Preferred Proposer’s plan (e.g. a “Handback Requirements Recovery Plan”) to perform additional work to meet the Handback Requirements at the end of the Term. Such work plan shall include a schedule and cost estimates for the works.

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The City may review and comment on the Handback Requirements Recovery Plan. Such review includes the adequacy of the work, and reasonableness of the schedule and cost for the proposed activities. C2.5.3

HANDBACK RETAINAGE Upon the review of the Handback Requirement Recovery Plan described above, the City may determine in good faith the amount (the “Handback Retainage”) it reasonably considers necessary to execute the works needed to bring the Civic Center in compliance with the Handback Requirements at the end of the Term. The City may withhold remaining payments owed the Preferred Proposer in an amount equivalent to the Handback Retainage, to be deposited into an interest bearing account. The City shall be the owner of the account; while the Preferred Proposer has the right to receive reimbursements from the account for the actual amount spent on the performance of the work necessary to meet the Handback Requirements, subject to submittal of certified requisitions to the City with all associated receipts or other proof of payment.

C2.5.4

PERFORMANCE OF HANDBACK WORK All costs associated with Handback work beyond the Handback Retainage amount shall be the responsibility of the Preferred Proposer. At least 180 days prior to the end of the Term, the Preferred Proposer and the City shall conduct a joint inspection and survey of the Civic Center and assess the progress of Handback work.

C2.5.5

FINAL HANDBACK ASSESSMENT On or within five business days of the end of the Term, the City shall either: A. issue to the Preferred Proposer a handback certificate to confirm the Handback Requirements have been met and return any remaining balance of the Handback Retainage to the Preferred Proposer, or B. notify the Preferred Proposer of its decision not to issue the Handback certificate due to the Handback Requirements not being met. The City will list elements of the Civic Center that fail to meet the Handback Requirements and the City’s estimate of the cost to complete such work. If the Preferred Proposer disagrees with the City’s decision, the Preferred Proposer shall have 30 days to object the City’s assessment in writing, supported with evidence and including the Preferred Proposer’s proposal to rectify the items.

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C2.5.6

FINAL COMPLIANCE

If the Civic Center does not satisfy all Handback Requirements before the Term expires, the Preferred Proposer shall implement all measures necessary to cause compliance within 60 days of the Term expiration or pay to the City no later than 60 days after the Term expires an amount equal to the cost of completing all outstanding Handback Work. Such amount shall be based on the City’s estimate described in Section 4.5(b) and deductions towards completed Handback Work activities.

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Request for Proposals Number CM14-040-Civic Center

Page C3-1

ARCHITECTURAL DEVELOPMENT C3.1

AND

USE

REQUIREMENTS

FOR

PRIVATE

INTRODUCTION Following are the architectural and functional use requirements for Private Development. Site layout and proposed development programs may vary between Civic Center options (with and without Port) at the Proposer’s discretion.

C3.1.1

RELATIONSHIP BETWEEN TECHNICAL REQUIREMENTS AND OTHER RFP SECTIONS This section gives Technical Requirements that support and elaborate on the Evaluation Criteria and Submittal Requirements

C3.2

DEVELOPMENT PROGRAM

C3.2.1

GUIDING PRINCIPLES The City of Long Beach believes that private uses can help financially support the Civic Center Project, while simultaneously activating the Project Site and promoting the Downtown Plan’s vision. In order to achieve these goals, the City is seeking the development of any excess sites for Private Development, and must understand the quantum and timing of such support that Proposers may include in their Proposal. The City will consider a ground lease or sale of the Private Development sites to the Preferred Proposer in order to achieve these goals and Proposers are free to structure the deal as desired (e.g., ground lease, simple fee), but must specify the structure and illustrate how the chosen structure will result in the delivery of the Civic Center Project.

C3.2.2

ALLOWABLE USES The City believes any mix of uses allowed in the Downtown Plan and that are also compatible with adjacent uses would fit the objectives the City has for this purpose. AFFORDABLE HOUSING If the Preferred Proposer determines that the highest and best use of any site(s) available for non-government or non-public uses include for sale and/or rental housing, the City will require the developer to provide ten (10) percent of the total units as moderate income restricted at 100% to 120% AMI, per the State of California Department of Housing and Community Development (HCD) definition. HOTEL

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Page C3-2

If the Preferred Proposer determines that the highest and best use of any site(s) available for non-government or non-public uses include hotel/hospitality uses, the City would require those uses to be unionized. C3.3

OVERALL SITE AND DESIGN CONSIDERATIONS

C3.3.1

VISION FOR THE PROJECT SITE The City desires a reimagined and redeveloped Project Site which activates the public realm and contributes to the revitalization of the Downtown. It is expected that good urban design principals will be used. The City welcomes creative designs that meet or exceed the requirements of new development in the Downtown Plan and Sustainability Plan.

C3.3.2

GUIDING PRINCIPLES The idea of reestablishing the small block grid of the historic downtown street fabric (e.g. extending Cedar and/or Chestnut Avenues) and/or introducing paseos, plazas or smaller roadways may be explored in the new design.

C3.3.3

FUNCTIONAL REQUIREMENTS Any Private Development should incorporate inspirational design and a high level of site and architectural quality.

C3.3.4

SITE DESIGN Restoration of the current Project Site to a more walkable environment that improves connection to the downtown street grid is essential to the successful bid. Vehicular traffic should be appropriately segregated at key access points and pedestrian circulation encouraged. Buildings must be designed to interface with the streets and to draw pedestrians into the civic spaces. Proposed solutions must address the vision, guiding principles and design guidelines of the Downtown Plan 2012 (see Planned Development District Ordinance PD-30). A successful design will connect to surrounding business and residential uses and should be highly accessible to pedestrians and bicycles and include convenient automobile access. All private uses should complement the civic functions. The successful design will activate the perimeter streetscape, access points and all public components. Appropriate lighting and wayfinding signage for pedestrians, bicycles and automobiles must be provided. The locations of utility boxes and mechanical infrastructure, trash enclosures, roof-mounted equipment, loading docks, blank walls and items of a similar nature must be identified and handled gracefully on the site.

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page C3-3

C3.3.5

CONTEXTUAL DESIGN Design at the Project Site must demonstrate consideration of the patterns, uses, building forms, massing and architectural attributes and streetscapes of the surrounding blocks. Contemporary and historic buildings and other structures in the vicinity should inform the design and materials. Street-front ground floor shops, restaurants and cafes should activate the streetscape and invite users into the civic center. Consideration should be given to nearby existing retail spaces.

C3.3.6

TRANSITIONS Given the small block sizes and mix of different uses throughout the Downtown, transitions between uses and developments are critically important. The civic center is surrounded on the south by mid-rise and highrise residential buildings; the mid-rise Federal Building and 4-story parking garage on the west; mid-rise residential and office buildings and one-story restaurant to the north; and the mid-rise First Street Transit Gallery and highrise office to the east. The Pacific Avenue and 3rd Street site is surrounded on the south by an aging office building that has been newly approved for mid-rise residential development; mid-rise multifamily residential to the north; mid-rise residential to the west; and, the First Congregational Church of Long Beach to the east. Although the Project Site lies in the “height incentive area” in the Downtown, this development must respect appropriate transitions in mass and scale where smaller buildings surrounding the sites are expected to remain. Ocean Boulevard forms the spine of the City’s only officially-designated scenic route. It also serves as the grand ceremonial entryway to the civic center and the heart of the Downtown. The revitalized Project Site should better marry the design on both the north and south side of Ocean Boulevard, taking into consideration Victory Park’s width and Victory Park Design Guidelines, PD-30 standards and guidelines, and the existing physical conditions on and surrounding the civic center block. To illustrate the transition between this and other developments, all projects shall provide (at a minimum) a 3-D model which illustrates the proposed massing of Private Development in relation to the surrounding blocks and buildings.

C3.3.7

BUILDINGS AND ARCHITECTURE Private Development developed by the Proposer shall be compatible in design basis with the civic facilities and support the overall intention of a high quality development. All structures within the project must work together to achieve the overall design goals.

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Page C3-4

C3.3.8

SUSTAINABLE DESIGN The project shall use Leadership in Energy and Environmental Design standards (LEED) to measure the effectiveness of achieving sustainability goals. The minimum LEED ND (Neighborhood Development) design goal for the Private Development is LEED ND Gold. The City of Long Beach Sustainable City Action Plan (SCAP) establishes many policies and initiatives that are relevant to the Project; highlights are organized below under the SCAP categories. Once a Preferred Proposer is selected by the City, these intentions can translate into specific Project actions. The SCAP highlights below do not necessarily translate directly to the LEED ND requirements. The Project shall use the SCAP as a guide to sustainable strategies the City believes is important. LEED ND categories include: Smart Location and Linkage, Neighborhood Pattern and Design, Green Infrastructure and Buildings, Innovation and Design Process, Regional Priority Credits. BUILDINGS AND NEIGHBORHOODS 

Increase downtown workers living downtown from 33% now to 50% by 2020



Increase downtown residents from 37,000 to 60,000

TRANSPORTATION 

Increase non-vehicular commuters to 30% (from about 10%)

WASTE REDUCTION 

Reuse/recycle 60% of waste from building demolition and major construction



Implement Electronic record keeping/processing systems for City operations to decrease the use of paper

WATER

C3.3.9



Set community-wide goal of 50 green roofs by 2016



Use drought tolerant and native landscaping for water conservation

OPEN SPACE Open space for tenant use may be provided above the ground floor. Careful consideration of the safety and comfort of those using these open spaces is of utmost importance.

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Request for Proposals Number CM14-040-Civic Center

Page C3-5

C3.3.10 LANDSCAPE DESIGN REQUIREMENTS Provide a unified overall landscape design theme. The landscape design should exhibit a consistent design concept throughout the site. Utilize an integrated combination of hardscape, planted areas and plant materials. Plant selection should be determined by access to sunlight, water conservation, maintenance requirements and climate appropriateness. Healthy mature trees should be saved where possible. The Long Beach Low-Impact Development (LID) ordinance shall be followed. The City acknowledges that the setbacks and streetscapes recommended in PD-30 may not be appropriate for the civic center redesign and will consider non-compliant design concepts. C3.3.11 EXTERIOR LIGHTING Provide a lighting design theme that is integrated with the landscape design. The lighting plan should exhibit state-of-the-art design and contribute to the safety and security of the sites. C3.3.12 CODES AND REGULATORY COMPLIANCE The Proposer will be responsible, at its own cost and expense, for obtaining all Governmental Approvals necessary for Private Development, and for performing all work under the Development Agreement in accordance with Applicable Law and Building Codes. The Proposer is solely responsible for ensuring that the design of Private Development structures and replacement/renovations to the parking structures comply with applicable Law and for obtaining any modifications of Governmental Approvals required, including any necessary to accommodate its proposed designs. In reviewing any CEQA analysis, the City will use its independent judgment and will retain all of its rights and powers under CEQA as described above. The Proposer will be responsible for performing its obligations under the Development Agreement in compliance with the applicable CEQA requirements and documentation. C3.3.13 PARKING The Proposer will be responsible for providing parking for all private uses, pursuant to the Downtown Plan, as well as all operations and maintenance of the parking throughout the term of the agreement. The Development Agreement will obligate the Proposer to assume risks related to the condition of any Parking Structures, including the risk of latent structural defects; the Required Insurance is expected to insure against these risks.

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Page C3-6

C3.4

SITE CONDITIONS

C3.4.1

―AS-IS‖ CONDITION The Project Site is being offered for development “as-is,” including land, structures, substructures, and other building, site, and structure elements of every kind, and the preferred proposer shall be responsible for all capital costs. It is also being offered in existing environmental and geotechnical condition. By submitting a Proposal, Proposers acknowledge their understanding of “asis” conditions and will indicate whether their Proposals are in any way contingent upon costs not exceeding defined dollar cap limits for specified environmental contamination and/or structural repair, and such dollar cap limits should be expressly set forth in their Proposal. To the extent that such dollar cap limits are exceeded, Proposers should state whether financial offers are modified, and if so in what manner.

C3.4.2

EXISTING ENVIRONMENTAL AND ENGINEERING STUDIES Any existing environmental and engineering studies related to the Project Site are preliminary and provided for reference. Proposers should not rely upon any cost estimates or scope items provided in the inspection reports. Proposers are responsible for making their own determinations with respect to environmental and structural and marine conditions.

C3.4.3

ADDITIONAL ENVIRONMENTAL AND ENGINEERING STUDIES The City recognizes that the Preferred Proposer must secure its own inspection reports and undertake Phase I and, possibly, Phase II environmental assessments. For the purpose of responding to this RFP, it should be assumed that environmental contamination, if any, can be remediated, and that any structural defects of the parking garage under Lincoln Park, should they exist, can be remedied, and that such work, if required, can be accomplished within a reasonable period and not significantly extend the construction period. Unless and until a responsible third party is identified and ultimately held responsible and liable for such contamination or defects (and no such claim is currently pending or anticipated), the City will treat the performance and cost of such work as an obligation of the Preferred Proposer.

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CIVIC CENTER D1.1

FINANCIAL PLAN Proposers shall develop a Financial Plan incorporating
their Financing Strategy, Legal Confirmation of financing structure and plan for Equity Financing, Debt Financing, Hedging and Refinancing under each Civic Center option (i.e., with Port and without Port).

D1.2

FINANCING STRATEGY The City wishes to satisfy itself that the Proposer’s proposed financing structure will ensure the Project will be appropriately structured and capitalized. Proposers are therefore required to submit details of their Financial Plan so that the City can satisfy itself that the proposals are capable of attracting finance on satisfactory terms. Proposers are required to provide details of how the Proposer envisions the Project being financed, including full details of each source of financing, including costs and tenor of each type of financing. The Bank(s) Letter(s) of Support will further aid the City’s review. The City reserves the right to establish final financial terms of the Agreement during negotiations with the Preferred Proposer. The Proposer is able to use any financing available in any amounts or combination as long as the mechanism does not involve the City, other than through the Payment. A conduit issuer would be permitted to issue taxexempt or taxable debt provided that the transaction does not increase the City’s current risk and liability profile. The conduit issuer could be a 63-20 Corporation or other vehicle for obtaining tax-exempt financing. In respect to the amounts paid by the City, the proposed financing structure shall not deviate from the amounts and indexation requirements specified in this Appendix D1 The proposed transaction cannot have any negative impact on the City’s credit ratings or its borrowing capacity.

D1.3

EQUITY FINANCE Although the Project is being developed, it is the City’s expectation that the Proposals shall demonstrate identified equity that can meet the full equity needs of financing the Project. The Financial Plan should provide the following: A. Identity of the equity investors;

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B. The amount of funds that each shareholder is expected to commit and the timing of such subscription; C. The anticipated general terms and conditions of the subscription, including dividend rights attaching to shares, the extent to which funds are committed, redemption premia, and the length of time funds will remain in the Project. D. If an equity investment is anticipated to come from an investment fund, the following information from the Proposer: (i) the date the fund was established; (ii) the total amount raised in the investment fund; (iii) the total amounts of undrawn and uncommitted funds available to be invested in the Project; and (iv) confirmation from the fund that the Project is an eligible investment of the fund.

D1.4

PROJECT DEBT (INCLUDING MEZZANINE DEBT) AND/OR BOND FINANCE (TAXABLE AND TAX EXEMPT) Although the Project is being developed, it is the City’s expectation that the Proposals shall demonstrate identified debt that can meet the full debt needs of financing the Project. The Financial Plan should provide the following: A. The identity of the lenders; B. The amount of funds that each lender is expected to commit or underwrite and the timing of such financings; C. The anticipated general terms and conditions of the financing, including rates, repayment structure, tenor and fees.

D1.5

BANK LETTER OF SUPPORT The City is not seeking any financial commitments but seeks a Bank(s) Letter of Support that in aggregate would total the required debt for the Project given the Proposers Financial Plan. The Bank is expected to be an experienced project finance lender (underwriting bank and/or financial institution) who will have the capacity to lend, or underwrite as the case may be, to the Project and who during the RFP bidding process will provide resources to complete due diligence on legal, financial, technical and insurance matters.

D1.6

REFINANCING STRATEGY Any planned refinancing, including amounts refinanced, costs of transaction, rates and terms.

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D1.7

HEDGING STRATEGY Any planned hedging arrangements in respect of interest rates, including anticipated costs (i.e. swap credit margin).

D1.8

PAYMENTS FROM THE CITY FOR THE PROJECT The City (not including the Port building) expects its annual payments to the Project to have the following conditions: 1. The extent of the City’s expected and allowed annualized City funding (“Payment”) will comprise the amounts and indexation as described below. 2. Payment will be subject to annual appropriation. 3. The bond described in Section D1.16 must be defeased or otherwise mutually satisfactorily addressed. 4. Similar to a tenant in an operating lease transaction, the City will not be directly involved in any aspects of Project funding other than to make a Payment for the occupancy and use of the new Civic Center. The City will not incur any additional risk or liability. The City will have no responsibility for collecting or paying any rent for space it does not occupy, however the City commits to occupy the space it needs described in Appendix C1 for the Term. 5. The City’s Payment will be subject to conditions and requirements, and under no circumstances shall the City be liable for any amounts greater than the Payment. 6. The City will not start making payments until the Occupancy Date.

D1.8.1

INDEXATION ON CITY PAYMENTS FOR THE PROJECT On October 22, 2013, City Council approved an RFP process with an annual aggregate payment to the Project of $12.6 million, indexed annually (timed with the FY of the City each September). The $12.6 million amount was based on the costs of operation and maintenance of the current Civic Center in 2013 dollars. The City has further fixed the payments through 2021 as set out below.

Year of Payment From Occupancy

Payment ($)

2016

$13,010,942

2017

$13,258,031

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2018

$13,551,227

2019

$13,801,100

2020

$14,104,055

2021

$14,240,137

It is expected that the annual indexation, starting from $14,048,652 in September 2021, for the City’s annual payment to the Project will be: 

63% of the annual payment will be indexed at the lesser of 6% or CPI;



17% of the annual payment will be indexed at the lesser of 2% or CPI, and



20% of the annual Payment will not be indexed

For Proposal comparison purposes only, the financial model developed and submitted with Proposers' Proposals should use only the Benchmark Financial Data CPI specified below for indexation after 2021. The City desires to understand Proposers’ appetite for the contractual indexation described above vs potentially modifying it with a periodic benchmarking and/or market testing mechanism to ensure the Preferred Proposer has neither a material loss, nor windfall, to the Preferred Proposer's O&M and associated costs. D1.9

PAYMENTS FROM THE CITY FOR PARKING The City requires parking as noted in Appendix C1.3.6. Any payment for the parking it uses or which the City validates is included in the Payment. Additionally, the Proposers are expected to reimburse the City $480,000 annually indexed at the CPI, capped at 6%, for lost parking revenue (from the current garage), which is expected to be required to continue through the term of the Agreement. The City requires free parking for Regularly Scheduled Events.

D1.10

PAYMENTS FROM THE PORT FOR THE PROJECT The Port expects its annual Port Payments to the Project to have the following conditions: 1. The annual Port Payments will be provided by the Proposer for the Term based on the indexation below and structured as two components: Port Capital Charge: Shall represent the payments for financing the Port’s prorata share of the Project that only comprises the space the Port utilizes.

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Port Operating Charge: Shall represent the payments for the Port’s prorata share of the Project’s O&M and associated costs. 2. The State of California has conveyed, in trust, to the City certain tidal and submerged lands for the establishment and maintenance of the Harbor District (which includes the Port). Consistent with this grant, the City Charter confers on the Board of Harbor Commissioners (“BOHC”) exclusive control and management of the Port. The BOHC has authority, on behalf of the City, to provide for the needs of commerce, navigation, recreation and fishery; to develop and maintain all waterfront properties; to dredge and reclaim land; and to construct and operate terminals, railroad tracks, and other facilities both inside and outside the Port’s jurisdiction. Trust generated funds may be transferred to the City’s General Fund (or be used to pay for City provided services) only for trust purposes as opposed to general municipal purposes. Any payment of operation and maintenance (“O&M”) costs by the Port associated with the Civic Center Project must comply with the State’s requirements regarding the use of the State’s tidelands trust revenues. Civic Center Project O&M costs allocated to the Port will be based upon the Port’s pro rata utilization of Civic Center Project facilities. Since Tidelands Trust Restrictions require the Port to separately pay its ongoing share of O&M costs, that is such O&M costs to service the space and amenities specifically allocated to the Port and its share of any shared spaces, Proposers need to provide separate estimates of ongoing cost for the Port (which covers just O&M) and the Civic Center (which covers O&M as well as financing) 3. Similar to a tenant in an operating lease transaction, the Port will not be directly involved in any aspects of Project funding other than to make a Payment for the occupancy and use of the new Civic Center. The Port will not incur any additional risk or liability. The Port will have no responsibility for collecting or paying any rent for space it does not occupy, however the Port commits to occupy the space it needs described in Appendix C for the Term. 4. The Port’s Payment will be subject to conditions and requirements, and under no circumstances shall the Port be liable for any amounts greater than the Payment. 5. The Port will not start making payments until the Occupancy Date. D1.10.1 INDEXATION ON PORT PAYMENTS FOR THE PROJECT It is expected that the annual indexation for the Port Payments to the Project will be as follows: 1. The Port Capital Charge will not be indexed

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2. The Port Operating Charge will be indexed at CPI For Proposal comparison purposes only, the financial model developed and submitted with Proposers' Proposals should use only the Benchmark Financial Data CPI specified below. D1.11

PAYMENTS FROM THE PORT FOR PARKING The Port requires parking as noted in Appendix C1.3.6 and will pay the Project for the parking it uses at cost, to be included in the Payment. The City requires free parking for Regularly Scheduled Events.

D1.12

INSURANCE REQUIREMENTS Proposers should be aware that the Agreement will have insurance requirements that are typical of such projects and will be part of the negotiations with the Preferred Proposer. For example, in the event of material damage to or destruction of the building(s) in which the Civic Center is a part, the Proposer will be responsible for rebuilding or repairing the building(s) to ensure that the Civic Center can be beneficially occupied. Consistent with the Facilities Maintenance Agreement, the City will not be required to make the Payment during any period that the City does not have beneficial use and occupancy of the Civic Center. No work shall begin on the Project until the Proposer that has executed the Agreement has submitted acceptable evidence of the required insurance coverages.

D1.13

BENCHMARK FINANCIAL DATA

D1.13.1 CPI For the purposes of any financial calculations required for the RFP, Proposers shall use an Annual Benchmark CPI of 2.5%, starting September 2013. For the City to facilitate comparisons of financial calculations required for the RFP, where applicable Proposers shall use an Annual Benchmark CPI of 2.5%, starting September 2013. This is for comparison purposes only and is not intended to reflect a commitment of any kind. D1.13.2 BASE INTEREST RATE FOR PROJECT DEBT IN PROPOSALS For the purposes of any financial calculations required for the RFP, Proposers shall use the following borrowing rate: Six-month LIBOR rate of 0.50% This is for comparison purposes only and is not intended to reflect a commitment of any kind.

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D1.14

CURRENCY The Proposer shall exclusively use United States dollars in its Proposal, except in pre-printed or reference materials. In the evaluation of Proposals, the City may choose to disregard any financial figures provided by the Proposer in denominations other than United States dollars and may declare such Proposal Non-Responsive.

D1.14.1 TERM Upon the Occupancy Date, the City will begin its payments to the Project for a period of 40 years. The City’s Payment will end and City ownership of the Civic Center will occur, with no significant compensation to the Proposer. The City will not incur any prior liability in assuming ownership. D1.14.2 BASE DATE OF FINANCIAL CALCULATIONS For the purposes of any financial calculations required for the RFP, Proposers shall use the following base date: September 31, 2013

D1.15

REPAYMENT OF LONG BEACH FINANCE AUTHORITY LEASE A private placement municipal bond and associated lease agreements were entered into by the City with Bank of America on August 1, 2010. The documents for this financing have been made available to Proposers. The bond structure incorporates a lien on the current City Hall building and because of this structure, it is the City’s view that: 

if the current City Hall were to be demolished, the bond would need to defeased.



if the current City Hall building were to be adapted for private use, the loan would need to be defeased because the loan is specifically limited for civic uses.

The City does not believe it currently has any other buildings in aggregate that would serve as sufficient collateral to allow transfer of the bond to other assets. Therefore, for the purposes of the RFP, the City requires bidders to incorporate full defeasance of the bond in their proposals. Such defeasance must occur prior to the move of City Hall staff out of the building. After the Preferred Proposer has been selected, the City and the Preferred Proposer may evaluate if there could be any potential benefits of, and explore the possibilities for, transferring the bond to the new City Hall. However, if the bond is not defeased, any payments required to be made by the City for the City of Long Beach New Civic Center

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bond will be deducted from the payments the City makes to the Project. For example, in the applicable year, if the payments by the City to the Project was to up to $12.6 million, and the payment the City would need to make to the bond holders was $2.6 million, then the resulting payment to the Project that year would be $10 million. D1.16

REFINANCING GAIN SHARE ON CIVIC CENTER The City does not intend to share in any of the benefits of any refinancings of the Civic Center.

D1.17

HANDBACK At the end of the Agreement, the facilities under lease by the City shall revert to the City at no cost. Handback condition requirements will apply, as specified in Appendix C2.4.

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FINANCIAL REQUIREMENTS FOR PRIVATE DEVELOPMENT D2.1

INTRODUCTION Following are the financial requirements for Private Development. Requirements are the same for Civic Center and Civic Center without Port. However, details within the financial requirements for Private Development could differ between the variants at the Proposer’s discretion.

D2.2

DEAL STRUCTURE The City is open to the deal structure by which the developer takes interest in the Private Development site(s). Structures could include long-term ground lease, fee simple conveyance, or some combination thereof. In addition, the City is interested in sharing in the revenue gains from development on these site(s). Proposer should clearly state the structure(s) that would best serve the mutual interests of the proposer and City: a) Provide sufficient financial support to the Civic Center Project; and, b) Revitalize Lincoln Park and support the vision of the Downtown Plan.

D2.2.1

CONSTRUCTION AND OPERATING CASH FLOW MODEL The proposal must include a full pro forma cash flow statement, showing an estimate of total Project development costs, sources and uses of all financial contributions, operating revenues, and operating costs and reserves for a term no greater than the Term (as defined in Section 1.3.4). This section should also clearly state in narrative form, applicable terms, conditions, assumptions, limitations, and developer expectations regarding revenues and expenses. To the extent that any improvement costs will be capped by the Proposer, these must be clearly stated. The pro forma shall clearly delineate phasing and development periods, lease-up periods, and stabilization. All financial arrangements with the City shall be clearly shown, including the contribution of Private Development to the financing of the Civic Center, as well as all terms and conditions for contributions to the Civic Center development, and summary financial tables. The Proposer shall confirm that the contribution of Private Development to the Civic Center is equal to or greater than the Market Value of the land conveyed or leased by the City for Private Development. All estimated rates of return to the development team shall be clearly shown, including return on costs and return on equity.

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All financial models shall be provided in live document format, preferably in MS Excel, with outputs also included in summary tables provided in Appendix I. The City reserves the right to establish final financial terms of the agreement during negotiations with the selected developer. D2.2.2

DESCRIPTION OF PROJECT FINANCING AND CITY REVENUES In order to establish and justify the Proposer’s cash flow assumptions, a statement of market conditions and assumptions shall be included in the submittal. This section should also clearly state in narrative form, all terms and conditions for contributions to the Civic Center development, and other applicable terms, conditions, assumptions, limitations, and Proposer expectations regarding revenues and expenses. To the extent that any environmental or other improvement costs will be capped by the Proposer, these must be clearly stated. The City reserves the right to establish final financial terms of the agreement during negotiations with the selected Proposer.

D2.2.3

RESPONSIBILITY FOR ALL COSTS Notwithstanding the fact that the City may be listed as the applicant in the public approval process, Proposers are solely responsible for funding any required application fees, testing costs, architectural, engineering and environmental studies, and all other expenses relating to public approvals, and shall not seek waivers, exemptions, reimbursements or discounts for such expenses. The Preferred Proposer shall be required to reimburse the City for the costs of necessary studies and applications should the City make payment or contract directly for such matters.

D2.3

MARKET ASSESSMENT State your understanding of market conditions to provide the rationale for the private uses you are proposing. Include your understanding of highest and best use for the site, timing considerations and projections that form the basis of your cash flow analysis. Specify market data (citing sources, if applicable) and all assumptions that will be inputs in your financial model(s). Compare the NPV of the contribution from Private Development to the market value(s) of all sites that include Private Development to show that the contribution is greater than or equal to the site(s)’ market value(s).

D2.4

FINANCIAL PLAN Proposers shall develop a Financial Plan incorporating
 their Financing Strategy, and plan for Debt and Equity Financing.

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D2.4.1

FINANCING STRATEGY The City wishes to satisfy themselves that the Proposer’s proposed financing structure will ensure that Private Development will be appropriately structured and capitalized. Proposers are therefore required to submit details of their Financial Plan so that the City can satisfy themselves that the proposals are capable of attracting finance on satisfactory terms. Proposers must provide details of how the Proposer envisions the Project being financed, including full details of each source of financing, including costs and tenor of each type of financing. The Bank(s) Letter(s) of Support will further aid the City’s review. The City reserves the right to establish final financial terms of the Agreement during negotiations with the Preferred Proposer.

D2.4.2

EQUITY FINANCE Although Private Development uses are being developed, it is the City’s expectation that the Proposals shall demonstrate identified equity sources that can meet the meet the full equity needs of financing Private Development.

D2.4.3

PROJECT FINANCE

DEBT

INCLUDING

MEZZANINE

DEBT

AND/OR

BOND

Although Private Development uses are being developed, it is the City’s expectation that the Proposals shall demonstrate identified debt that can meet the full debt needs of financing Private Development. The Financial Plan should provide the following: A. The identity of the lenders; B. The amount of funds that each lender is expected to commit or underwrite and the timing of such financings; C. The anticipated general terms and conditions of the financing, including rates, repayment structure, tenor and fees. D2.4.4

BANK LETTER OF SUPPORT The City is not seeking any financial commitments but seeks a Bank(s) Letter of Support that in aggregate would total the required debt for Private Development given the Proposers Financial Plan. The Bank is expected to be an experienced development finance lender (underwriting bank and/or financial institution) that has the capacity to lend, or underwrite as the case may be, the Private Development and that during the RFP bidding process will provide resources to complete due diligence on legal, financial, technical and insurance matters.

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D2.5

CONTINGENCY PLAN Proposers should state the implications to the Civic Center from a delay in Private Development. Indicate any changes in timing or financial support, as well as contingency plans that allow the Civic Center to go forward.

D2.6

INSURANCE REQUIREMENTS Proposers should be aware that the Agreement will have insurance requirements that are typical of such projects and will be part of the negotiations with the Preferred Proposer. No work shall begin on the Private Development until the Proposer that has executed the Agreement has submitted acceptable evidence of the required insurance coverages.

D2.7

BENCHMARK FINANCIAL DATA To facilitate the City’s evaluation and comparison of Proposals, Proposers should assume the following Benchmark Financial Data for their Proposal. All such financial figures are subject to future negotiation with the City by the Preferred Proposer and/or market conditions applicable to the final financial structure for the Project.

D2.7.1

BASE INTEREST RATE FOR PROJECT DEBT IN PROPOSALS For the purposes of any financial calculations required for the RFP, Proposers shall use the following borrowing rate: Six-month LIBOR rate of 0.50%

D2.7.2

CURRENCY The Proposer shall exclusively use United States dollars in its Proposal, except in pre-printed or reference materials. In the evaluation of Proposals, the City may choose to disregard any financial figures provided by the Proposer in denominations other than United States dollars and may declare such Proposal Non-Responsive.

D2.7.3

TERM The City may enter a ground lease for up to 55 years, with options that can extend the lease term to 99 years. For the purposes of the financial model, Proposers shall state assumptions about the term of any proposed ground lease, but show the same time period as shown in the Civic Center Project financial model.

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D2.7.4

BASE DATE OF FINANCIAL CALCULATIONS For the purposes of any financial calculations required for the RFP, Proposers shall use the following base date: September 30, 2013

D2.7.5

REVENUE SHARING The City intends to share in any revenue gains above the Proposer’s minimum required return after Private Development occurs. City requests Proposers to propose on required return thresholds, as well as revenue sharing rates. Proposed revenue sharing should be included in the Proposal narrative as well as the cash flow model(s).

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The purpose of this Section of the Proposal is to address Administrative and legal aspects of the RFP. Proposers must submit properly executed and completed documents listed below: Title Administrative and Legal Submittal Requirements

Contents

Proposal Letter (Appendix I, Form A) A)

Disclosure of Litigation Form (Appendix I, Form B)

B)

Debarment Form (Appendix I, Form C) Non-Collusion Affidavit (Appendix I, Form D) Conflict of Interest Disclosure Statement (Appendix I, Form E) Equal Benefits Ordinance Compliance (Appendix I, Form F) Commitment of Team and Key Members (Appendix I, Form G) Legal Advisors Letter (Appendix I, Form I) Others as applicable:

City of Long Beach New Civic Center



Teaming/consortium agreements between the Proposer team members



Confirmation the Key Individuals listed in the Proposer’s RFQ have not changed since the Proposer’s submission of the RFQ, or the Proposer has previously advised City of a change, City has consented to such change, and the Proposal attaches a true and correct copy of City’s written consent thereto

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DESIGN SUBMITTAL REQUIREMENTS FOR CIVIC CENTER The purpose of this Section in the Proposal is to address issues related to design. This section consists of two components, the: (1) Written Component; and (2) Graphic Component . Proposers must prepare a separate submittal for each Civic Center variant: 

F1A: Submittal for Civic Center



F1B: Submittal for Civic Center without Port

Details for each Component are provided below: F1.1

WRITTEN COMPONENT 1. Design Statement Principles and Goals. State the principles and goals of your design and how your design achieves specific Project goals and design excellence, including reference to the following categories (refer to evaluation criteria): 

Citywide Amenity



Program Fulfillment



Quality of Materials, Systems and Work Environment



Access



Urban Form.

2. Environmental sustainability. LEED NC checklist(s) and description of the sustainable strategies proposed to reach a LEED NC Gold or better. 3. Proposals shall indicate the proposed average Civic Center GSF/FTE and provide benchmarks for other modern and contemporary Civic Centers built within the last 10 years in North American cities with populations of 400,000 or more. F1.2

GRAPHIC COMPONENT 1. Drawing sheet size: 30" x 40" max and half-size drawing sets 2. Site Plan: scale 1"= 20' and vicinity plan -1"=100' 3. Floor/Roof Plans: scale 1/16"=1'-0" with all floor plans color coded by functional categories (i.e. public, private, security, leasable, etc.) 4. Building Sections: scale 1/16"=1'-0"

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5. Principal Exterior Elevations: scale 1/16"=1'-0" 6. Perspectives -street and aerial views; interior and exterior 7. Optional Project video - two (2) minute digital fly-through / walk-through of the proposed Project (i.e. including the Civic Center and Private Development). Title

Contents

Design Written Component Civic Center Program (City Hall, Library and possibly Port)

Design Statement

Full and detailed statement of: 1. Design response to the New Long Beach Civic Center RFP. State the principles and goals of your design and how specifically, your design achieves and addresses the required design excellence for the site, civic building(s), public space(s), Private Development, Lincoln Park, and parking. At a minimum principles and goals must be articulated for: a. Architecture and engineering design quality and operational efficiency; b. Urban design response to surroundings and future City plans; c.

Civic workplace function and quality; and

d. Cost effective and efficient operations and maintenance. 2. California Building Code analysis and compliance strategy. The Proposal shall meet all applicable agency, City, State and Federal ordinances, laws, and codes; 3. Building statistics: net to gross floor area, number of employees housed, external skin area/floor area ratio, average GSF/FTE. Civic Center Program (City Hall, Library and possibly Port)

1. Program summary of # employees and space by building (and City Hall department), listing net areas, departmental gross and total gross building area as depicted in the proposed design; 2. Table summarizing the following for each functional area type (lobby, Chambers, large meeting rooms, typical office areas, special areas e.g. food service, fitness, IT): a. TI $/SF 3. Conceptual stacking and blocking plans showing shared space and department locations

Civic Center

Sustainable Design (LEED)

City of Long Beach New Civic Center

1. Describe the design response to the requirement for achieving a minimum of LEED NC Gold; and 2. Include checklists for LEED NC Gold Certification or better; and 3. Describe the strategies of how design-related items identified as part of the LEED NC checklist will be achieved.

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Title

Contents

Design Civic Center Outline Specifications

Organized in UNIFORMAT II building elements and related sitework. Specifications must identify all systems proposed to be used in the Project.

Graphic Component: Civic Center Program (City Hall, Library and possibly Port)

Site Plans Including: 1. Vicinity Plan: Figure/ Ground drawing of the Civic Center and surrounding area ≈ +500 feet in each direction beyond civic center area; 2. Illustrative plan with: Building footprint with full ground floor plan (See description below for Floor/ Roof Plans);

Site Plans

a. Illustrative landscape and hardscape plan showing: i. Integration of landscaping features/ areas with floor plan elements and entrances; ii. Treatment of main approach to public entrance; iii. Treatment of local transit stops, bikeways, adjacent intersection improvements; iv. Street-right-of way improvements; v. Site furnishings; vi. Additional site features; and vii. Parking Structure entrance/exit for vehicles & pedestrians. b. Vehicle access/egress driveways to/from Site including dimensions horizontal and vertical to document that design is workable: i. Parking entrance; ii. Loading dock access and location; and iii. Service vehicle parking, if any.

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Title

Contents

Design Civic Center Program (City Hall, Library and possibly Port)

Drawings of interior and exterior that best illustrate the design at a minimum showing: 1. Civic Centers: a. Interior view of entrance, lobby; b. Interior view of a common use areas as the design shown is to be representative of the design proposed for all the public assembly areas;

Perspectives

c.

Exterior perspective of the Civic Buildings taken from the view point of a pedestrian standing at a representative corner at eye level, showing the entire building and/or civic center area;

d. Exterior perspective of the Civic Building taken from the point of a pedestrian on the sidewalk close to the Civic Building illustrating the public space and the approach to the public entrance; 2. Exterior perspective from the viewpoint of a pedestrian depicting Lincoln Park. 3. At least two (2) exterior aerial perspective looking at the proposed civic center and Private Development within the context of the surrounding downtown. Civic Center Program (City Hall, Library and possibly Port)

Physical Model of the Building & Site: Civic Center Program (City Hall, Library and possibly Port)

Provide a scale model at 1/32” = 1’-0”, depicting the Civic Buildings, Private Development, parking, Lincoln Park,, and representative landscape to illustrate the overall building design configuration and relationship to the Civic Center and Private Development. Proposer’s models will encompass entire Project (i.e. Civic Center and Private Development.)

1. Diagrammatic illustration of shadows on ground plane, on the Civic Center, and buildings across all adjoining streets; and 2. Sun/Shadow study to be computer generated for the solar particulars of the Civic Center at the winter & summer solstices, fall & spring equinoxes.

Sun/Shadow Study Conceptual Plan Diagrams

Small scale diagrammatic illustration of organizational design of critical Civic components: a. Occupant circulation (normal & emergency exiting); b. Structural frame; c.

Security zones & separations;

d. Primary acoustical separations or zones; and e. Conceptual HVAC.

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Title

Contents

Design Conceptual Floor/ Roof Plans

Plans of every level including penthouse(s) and roof(s): :

Conceptual Sections

Plans showing sectional views:

1. Schematic block space plan;

1. Through entire Civic Building and Civic Center Site, to street line, illustrating the spatial relationships of principal elements; 2. Through entire Civic Building taken at vehicular ramp entry to below grade parking and through ramps located at grade or below.

Conceptual Elevations

Drawing of all principal exterior elevations showing: 1. Conceptual glazing and exterior materials; 2. All entrances; Drawings must be rendered to illustrate changes in plane, or materials, with legend or notations identifying extent and type of all cladding materials proposed.

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page F6

O&M SUBMITTAL REQUIREMENTS FOR CIVIC CENTER The purpose of this Section in the Proposal is to address issues related to Civic Center facilities operations and management. This section will consist of a written component only. Proposers must prepare a separate submittal for each Civic Center variant: 

F2A: Submittal for Civic Center



F2B: Submittal for Civic Center without Port

Details of the written component are provided below: F2.1

WRITTEN COMPONENT 1. Describe your proposed facilities management and operations plan. Specifically address how your proposed plan achieves and addresses the Facilities Management Requirements 2. Environmental sustainability. LEED EBOM checklist and description of the sustainable strategies proposed to reach a LEED EBOM Gold or better. To be written on 8.5” x 11” paper, 12 point font.

Title Civic Uses Written Component Facilities Management and Operations Plan

City of Long Beach New Civic Center

Contents Describe your proposed facilities management and operations plan. Specifically address how your proposed plan achieves and addresses the Facilities Management Requirements (Appendix C2). At a minimum, the facilities management and operations plan must articulate the following: 1. General Facilities Management approach including responsibilities, organizational charts, reporting and documentation 2. Approach to customer service and support 3. Approach to Human Resources 4. Approach to operating and maintaining all major building systems including but not limited to: a. Fire and Life Safety b. Vertical Transportation c. Fire resistive assemblies including walls, floors, shafts, exits, ceilings, d. Other Facilities including windows, doors e. Low Voltage Systems including: i. A/V Systems ii. IT Systems iii. Mechanical Systems iv. Electrical Systems v. Plumbing Systems vi. Utilities Connected to the Building vii. Landscaping 5. Approach to Operational Services, including but not limited to:

Request for Proposals Number CM14-040-Civic Center

Page F7

Civic Center Sustainable Design (LEED)

City of Long Beach New Civic Center

a. CAFM b. Security c. Janitorial d. Grounds keeping e. Solid Waste Collection, Recycling, and Removal f. Pest Control g. Parking Services h. Infrastructure Management 1. Include checklists for LEED EBOM Gold Certification or better; and 2. Describe the strategies of how the LEED NC checklist will be achieved.

Request for Proposals Number CM14-040-Civic Center

Page F8

DESIGN SUBMITTAL REQUIREMENTS FOR PRIVATE DEVELOPMENT The purpose of this Section in the Proposal is to address issues related to design the Private Development. This section consists of two components, the: (1) Written Component; and (2) Graphic Component. Proposers must prepare a separate submittal for Private Development corresponding to each Civic Center variant: 

F3A: Submittal Private Development corresponding to Civic Center



F3B: Submittal corresponding to Civic Center without Port

Details for each component are provided below: F3.1

WRITTEN COMPONENT 1. Design Statement Principles and Goals. State the principles and goals of your design and how your design achieves specific Project goals and design excellence, including reference to the following categories (refer to evaluation criteria): 

Citywide Amenity



Program Fulfillment



Quality of Materials, Systems and Work Environment



Access



Urban Form.

2. LEED ND checklist(s) and description of the sustainable strategies proposed to achieve a LEED ND Gold or better F3.2

GRAPHIC COMPONENT 1. Drawing sheet size: 30" x 40" max and half-size drawing sets 2. Site Plan: scale 1"= 20' and vicinity plan -1"=100' 3. Floor/Roof Plans: scale 1/16"=1'-0" with all floor plans color coded by functional categories (i.e. public, private, security, leasable, etc.) 4. Building Sections: scale 1/16"=1'-0" 5. Principal Exterior Elevations: scale 1/16"=1'-0" 6. Perspectives -street and aerial views; interior and exterior

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page F9

Title

Contents

Design Written Component Private Development

Land Uses

Detailed statement of proposed land uses to be included in the Private Development: 1.

State proposed square footage and density per land use

2.

Amount and levels of affordable housing, if applicable

3.

Confirm union hotel, if applicable

Full and detailed statement of: Design Statement

1. Design response to the New Long Beach Civic Center RFP. State the principles and goals of your design and how specifically, your design achieves and addresses the required design excellence for the site, Private Development, and parking. At a minimum principles and goals must be articulated for: a. Architecture and engineering design quality and operational efficiency; b. Urban design response to surroundings and future City plans; 2. California Building Code analysis and compliance strategy. The Proposal shall meet all applicable agency, City, State and Federal ordinances, laws, and codes.; 3. Building statistics: net to gross floor area, external skin area/floor area ratio.

Sustainable Design (LEED)

1. Describe the design response to the requirement for achieving a minimum of LEED ND Gold; and 2. Include checklists for LEED ND Gold Certification or better; and 3. Describe the strategies of how design-related items identified as part of the LEED ND Checklist will be achieved.

Graphic Component: Private Development

Site Plans

Site Plans Including: 1. Vicinity Plan: Figure/ Ground drawing of the Site and surrounding area ≈ +500 feet in each direction beyond Site; 2. Illustrative plan with: Building footprint with full ground floor plans; a. Illustrative landscape and hardscape plan showing: i. Integration of landscaping features/ areas with floor plan elements and entrances; ii. Treatment of local transit stops, bikeways, adjacent intersection improvements; iii. Street-right-of way improvements;

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page F10

Title

Contents

Design iv. Site furnishings; v. Additional site features; and vi. Parking Structure entrance/exit for vehicles & pedestrians. b. Vehicle access/egress driveways to/from Site including dimensions horizontal and vertical to document that design is workable:

Perspectives

Drawings of interior and exterior that best illustrate the design at a minimum showing: 1. Private Development: a. Interior view of a ground floor areas as the design shown is to be representative of the design proposed for the Private Development; b. Exterior perspective of the Private Development taken from the view point of a pedestrian standing at a representative corner at eye level, showing the entire Private Development area; c.

Exterior perspective of the Private Development taken from the point of a pedestrian on the sidewalk close to the Private Development illustrating the public space and the approach to the entrances;

2. Exterior perspective from the viewpoint of a pedestrian viewing from Lincoln Park. 3. At least two (2) exterior aerial perspectives looking at the proposed Private Development within the context of the surrounding downtown. Private development

Provide a scale model at 1/32” = 1’-0”, depicting the civic buildings, Private Development, parking, Lincoln Park, and representative landscape to illustrate the overall building design configuration and relationship to the Civic Center and Private Development.

Physical Model of the Building & Site:

Proposer’s models will encompass entire proposed Civic Center and Private Development.

Private development

Sun/Shadow Study Private Development Masterplan Level

1. Diagrammatic illustration of shadows on ground plane, on the Civic Center, Private Development and buildings across all adjoining streets; and 2. Sun/Shadow study to be computer generated for the solar particulars of the Civic Center at the winter & summer solstices, fall & spring equinoxes.

Small scale diagrammatic Development:

illustrations

illustrating

the

proposed

Private

a. Program Area diagram; b. Parking Area diagram;

Plan Diagrams

c.

Program Plan diagram;

d. Program Axon;

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page F11

Title

Contents

Design e. Traffic circulation ; f.

Pedestrian circulation;

g. Total Building Coverage Area; h. Total Public Space; i. Private Development Masterplan Level

Total Open Space;

Plans showing sectional views: 1. At least two (2) sectional views through entire Private Development site, to street line, illustrating the spatial relationships of principal elements;

Sections

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page G1

CIVIC CENTER This Section of the Proposal shall consist of two components, the (1) Written Component; and (2) Financial Model Component. Proposers must prepare separate submittals for each Civic Center variant (i.e., with Port and without Port): 

G1A: Submittal for Civic Center



G1B Submittal for Civic Center without Port

Details for each component are provided below: G1.1

WRITTEN COMPONENT 

G1.2

To be written on 8.5” x 11” paper, 12 point font.

FINANCIAL MODEL COMPONENT 1. Excel Format, MS Office 2007-2010 or 2013. 2. Please provide information in nominal terms using US GAAP, unless requested otherwise. 3. Cash flow models should be conducted on a quarterly basis, with a separate annual summary for each of the three financial statements: income statement, balance sheet, and cash flow. 4. Base date for NPV calculations is September 30, 2013. 5. Financial models must be fully accessible and user friendly. As such, please exclude the following elements from your model: 

Hidden cells, rows, columns, or sheets;



Circular references or balancing numbers;



Locked or hardcoded cells;



Password protection;



Macros; and



Pivot tables.

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page G2

Title Financial, Uses

Contents Civic

Written Component Financial Plan

State your proposed financial plan and specify how specifically your proposed plan achieves and addresses the City’s financial requirements. At a minimum, the detailed financial plan must articulate the following: 1. Financing Strategy including payment amounts, O&M and indexation specified in Appendix D1, 2. Equity finance, 3. Project debt sources, including a. Letter of Support from core lenders as specified in Appendix D1 and Appendix I, Form H of the RFP, and b. Briefly describe any debt and / or bond terms, including i. Rates, ii. Fees, iii. Uses, and iv. Repayment Profile 4. Summary Sources and Uses Table, and 5. Summary flow of funds diagram.

Risk Appetite

Briefly describe your Risk Appetite with respect to indexation per Appendix D1.10.

Refinancing Strategy

Briefly describe your Refinancing Strategy, per Appendix D1.7.

Hedging Strategy

Briefly describe your Hedging Strategy, per Appendix D1.8.

Summary Tables

Provide the following summary tables for the Civic Center with reference to applicable model cell(s): 1. Sources and Uses of Funds during construction on a quarterly basis, split between the Port’s applicable share and the rest of the Civic Center. Include the amounts funded by each anticipated source (by name), the details of financial costs related to each source, such as interest, equity returns, swap costs, fees, share of equity, debt and of total financing and investment life, etc.; a. Show Vanilla Shell construction costs for Civic Center; b. Show Demo Costs attributable to each user (City and Port) c. Show Grading Costs attributable to each user (City and Port) d. Show On and Off Site Improvement Costs attributable to City Hall, Library, Lincoln Park, and Port HQ e. Show TI for City Hall and Library f. Show TI for Port HQ g. Show FF&E For City Hall and Library h. Show FF&E for Port HQ

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page G3

i.

2.

3.

4. 5. 6. 7.

Model Component Financial Model

City of Long Beach New Civic Center

Show Parking Costs attributable to each user (City and Port) j. Show Soft Costs attributable to each user (City and Port) k. Show Developer Fee attributable to each user (City and Port) l. Show Finance Costs attributable to each user (City and Port) Sources and Uses of Funds, including O&M during operation on an annual basis, split between the Port’s applicable share and the rest of the Civic Center. Include the amounts funded by each anticipated source (by name), the details of financial costs related to each source, such as interest, equity returns, swap costs, fees, share of equity or debt, and investment life, etc.; D/E Ratio, DSCR and Drawdown Schedule during construction, and D/E Ratio and DSCR during operation, all on an annual basis and where practical, split between the Port’s applicable share and the rest of the Civic Center. Financial summary schedule per Appendix I, Form K; City payment schedule per Appendix I, Form J, conforming with indexation requirements specified in Appendix D; Port payment schedule per Appendix I, Form Q, conforming with indexation requirements specified in Appendix D; Annual schedule of funding and use of major maintenance and replacement program, split between the Port’s applicable share and the rest of the Civic Center.

Summary Financial Tables should be included in narrative portion of response. Model in excel format to include: 1. Data Book and User Guide; 2. Assumptions on a single linked worksheet; 3. Detailed Cash Flow model showing: a. Construction period, b. Operating period, over Term; 4. Summary Financial Output Tables, as specified above: a. Linked back into model, and b. One worksheet per Table.

Request for Proposals Number CM14-040-Civic Center

Page G4

PRIVATE DEVELOPMENT This Section of the Proposal shall consist of two components, the (1) Written Component; and (2) Financial Model Component. Proposers must prepare separate submittals for Private Development that corresponds to each Civic Center variant (i.e., with Port and without Port): 

G2A: Submittal for Private Development corresponding to Civic Center



G2B Submittal for Private Development corresponding to Civic Center without Port

Details for each component are provided below: G2.1

WRITTEN COMPONENT 

G2.2

To be written on 8.5” x 11” paper, 12 point font.

FINANCIAL MODEL COMPONENT 1. Excel Format, MS Office 2007-2010 or 2013. 2. Please provide information in nominal terms using US GAAP, unless requested otherwise. 3. Cash flow models should be conducted on a quarterly basis, with a separate annual summary for each of the three financial statements: income statement, balance sheet, and cash flow. 4. Base date for NPV calculations is September 30, 2013. 5. Financial models must be fully accessible and user friendly. As such, please exclude the following elements from your model: 

Hidden cells, rows, columns, or sheets;



Circular references or balancing numbers;



Locked or hardcoded cells;



Password protection;



Macros; and



Pivot tables.

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page G5

Title Financial, Private Development

Contents

Written Component

State your proposed deal structure for acquiring development rights to parcels that would contain Private Development. Clarify timing of acquisition, as well as the value that can be used to support the Civic Center Project. Clearly state the structure(s) that would best serve the mutual interests of the proposer and City and state the ways in which the proposed structure(s) will advance the City’s goals, specifically: 1. Provide sufficient financial support to the Civic Center Project; and, 2. Revitalize Lincoln Park and support the vision of the Downtown Plan.

Deal Structure

Market Assessment

State your understanding of market conditions to provide the rationale for the private uses you are proposing. Include the following: 3. Statement of your understanding of highest and best use for the site, 4. Statement of timing considerations and projections, 5. Documentation of data sources used, 6. Statement of assumptions that form the basis of your Private Development proposal, and 7. Market Value of land available for Private Development.

Financial Plan

State your proposed financial plan and describe specifically how your proposed plan supports the Civic Center Project. At a minimum, the detailed financial plan must articulate the following: 1. Financing Strategy, 2. Equity sources, and 3. Project debt sources, including a. Letter of Support from core lenders as specified in Appendix D2 and Appendix I, Form H, and b. Briefly describe any debt and / or bond terms, including i. Rates, ii. Fees, iii. Uses, and iv. Repayment Profile.

Contingency Plan Revenue Sharing

City of Long Beach New Civic Center

State the implications to the Civic Center from a delay in Private Development. Indicate any changes in timing or financial support, as well as contingency plans that allow the Civic Center to go forward. Propose revenue-sharing terms for back end participation, include minimum returns required before revenue sharing can occur.

Request for Proposals Number CM14-040-Civic Center

Page G6

Title Summary Tables

Contents Provide the following summary tables for the Private Development with reference to applicable model cell(s): 1. Sources and Uses of Funds during construction on a quarterly basis. Include the amounts funded by each anticipated source (by name), the details of financial costs related to each source, such as interest, equity returns, swap costs, fees, share of equity, debt and of total financing and investment life, etc.; 2. Sources and Uses of Funds during operation on an annual basis. Include the amounts funded by each anticipated source (by name), the details of financial costs related to each source, such as interest, equity returns, swap costs, fees, share of equity or debt, and investment life, etc.; 3. D/E Ratio, DSCR and Drawdown Schedule during construction, and D/E Ratio and DSCR during operation, all on an annual basis; 4. Comparison of NPV contribution of Private Development to Civic Center to market value of land; 5. Private Development payments schedule in support of the Civic Center per Appendix I, Form L; Summary Tables should be included in narrative portion of response.

Model Component Financial Model

City of Long Beach New Civic Center

Model in excel format to include: 1. Data Book and User Guide; 2. Assumptions on a single linked worksheet; 3. Detailed Cash Flow model showing: a. Construction period, b. Operating period, over Term; 4. Summary Financial Output Tables, as specified above: a. Linked back into model, and b. One worksheet per Table.

Request for Proposals Number CM14-040-Civic Center

Page H1

ADMINISTRATIVE SUBMITTAL PASS/FAIL CRITERIA Administrative Submittal Pass/Fail 1 2 3 4 5 6

Criteria Category Administrative Administrative Administrative Administrative Administrative Administrative

Minimum Requirements Proposal Letter Disclosure of Litigation Debarment Non-Collusion Organizational Conflicts Equal Benefits Compliance

7

Administrative

Key Members and Key Personnel Commitment

8

Administrative

Authorization letter

9

Administrative

Other (consortium agreements, joint ventures, etc)

City of Long Beach New Civic Center

Submitted - Pass / Fail

Request for Proposals Number CM14-040-Civic Center

Page H2

TECHNICAL SCORING CRITERIA—CIVIC CENTER Technical Scoring—Civic Center Criteria Category

Minimum Requirements

Scored Criteria

Potential Score Civic Center

Potential Score Civic Center without Port

1

Citywide Amenity

Meets all Agency and City Ordinances, Laws, and Codes

2

Citywide Amenity

Civic areas for public gatherings and events are part of the design

Innovative civic space programming that promotes a vibrant 24/7 site

3

3

3

Citywide Amenity

Activity program for Lincoln Park

Innovative programming that improves safety and security at Park and promotes a vibrant 24/7 site

3

3

4

Citywide Amenity

Design provides a lively and invigorated civic center

5

5

5

Citywide Amenity

Overall design excellence

3

3

6

Citywide Amenity

Landscape and streetscape is attractive, sustainable and unified, and provides a sense of place and of safety

5

5

7

Citywide Amenity

Civic building design reflects institutional importance, toward City and Port stated goals of “iconic” design

5

5

8

Citywide Amenity

Creative Public art enhancements

3

3

9

Citywide Amenity

Robustness of the community outreach plan

5

5

City of Long Beach New Civic Center

Meets mandatory community outreach requirements

Request for Proposals Number CM14-040-Civic Center

Page H3

Technical Scoring—Civic Center Criteria Category

Minimum Requirements

Scored Criteria

Potential Score Civic Center

10

Program: City Hall

11

Program: City Hall

12

Program: City Hall

City Hall Lobby Display and Exhibit Space

13

Program: City Hall

City Hall: Provide fitness / wellness space (i.e., lockers / showers and bicycle storage per LEED criteria

14

Program: City Hall

15

16

Creative solutions for workplace strategy, growth and flexibility

10

10

Provides functional, attractive solutions for specialized support space requirements of public and City departments as described in Technical Requirements

5

5

City Hall: Provide food service via kiosk, “grab and go” or cafe

Creative food service, well integrated with the complex, especially public meeting and training

3

3

Program: Library

Library Specialist consultant advice and inclusion of Library Program elements (see Technical Requirements)

Creative enhancements of physical and digital requirements

10

10

Program: City Hall and Library

City Hall and Library achieve LEED Gold

Better than LEED Gold

5

5

City of Long Beach New Civic Center

Accommodates 876 employees in average GSF/FTE benchmarked to other modern and contemporary Civic Centers built within the last 10 years in cities with populations of 400,000 or more.

Potential Score Civic Center without Port

Request for Proposals Number CM14-040-Civic Center

Page H4

Technical Scoring—Civic Center Criteria Category

Minimum Requirements

Scored Criteria

Potential Score Civic Center

17

Program: Port HQ

200,000 GSF Port Headquarters to meet quality and standards in 2013 Port Program (refer to Technical Requirements for summary)

18

Program: Security

Security (defined in Technical Req'ts) is met

19

Program: Port HQ

Port HQ: Building achieves LEED Gold

20

Program: Chambers/ Commission cluster

Commission/Council Chamber complex requirements are met: · Council chambers must seat at least 250 people and provide for overflow;·

Accommodates 499 Port staff in 2035 (Port Program estimated 238,000 sf excluding proposed Shared Support functions)

3

LEED Platinum or Net Zero

5

Potential Score Civic Center without Port

Lobby/pre-function space commensurate with audience size 10 seats on the Dias; 20 seats behind the rail for staff Council lounge with kitchen facilities and bathroom/lockers; Closed session conference room (15 person table with extra seating on wall and room for buffet, AV/video) Several offices in a “hoteling” configuration shared by the suite· 1 large Conference Room seating up to 70 people that can be partitioned into 2 smaller rooms

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page H5

Technical Scoring—Civic Center Criteria Category

Minimum Requirements

Scored Criteria

Potential Score Civic Center

21

Program: Shared Meeting/Training

Potential Score Civic Center without Port

Shared meeting/ training room requirements are met per per Port needs (described in Technical Requirements): · 6 Very Large Meeting/Conference that can seat up to 70 people each· 6 Large Meeting/ Conference that can seat up to 50 people each· 1 Medium Conference Room that can seat up to 12 people each· 4 Break-out Rooms seating 8, which ideally are combinable into two larger rooms Pre--function areas configured to support multiple simultaneous events, food and drink service (preprepared), and public restrooms commensurate with provided seating levels

22

Program: Parking

Parking Requirements for Port at Civic Center: Total 573 spaces of which 40 VIP secured (Office 431 spaces, Public Assembly 102 spaces)

23

Program: Parking

Parking Requirements for City Hall based on existing parking and City zoning requirements: • City Staff and Library 900 spaces • VIP 36 • Fleet 69 spaces

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page H6

Technical Scoring—Civic Center Criteria Category

Minimum Requirements

Scored Criteria

Potential Score Civic Center

24

Quality

25

Interior fit-out of Civic Center meets or exceeds budget provided in Exhibit C1b of Appendix C1

5

5

Quality

Materials and systems for civic buildings are durable and sustainable “institutional quality”

5

5

26

Quality

Civic buildings provide workspace to support staff efficiency, productivity and healthy environment

5

5

27

Access

Accommodates multimodal transportation

28

Access

Site is well and attractively lit

29

Access

Wayfinding is natural and signage appropriate

30

Access

Public Parking exceeds requirements

5

5

31

Access

Well planned access; few vehicle/pedestrian conflicts

32

Access

Well planned pedestrian and bicycle access

33

Urban Form

Follows good urban design principles in Downtown Plan

3

3

City of Long Beach New Civic Center

Institutional Quality Tenant Improvements (TI) and Furniture, Fixtures and Equipment (FF&E)

Potential Score Civic Center without Port

Request for Proposals Number CM14-040-Civic Center

Page H7

Technical Scoring—Civic Center Criteria Category

Minimum Requirements

Scored Criteria

Potential Score Civic Center

Potential Score Civic Center without Port

34

Urban Form

Perimeter street scape and layout integrates well with its surroundings and the greater Downtown

3

3

35

Urban Form

Accomplishes human scale design

3

3

36

Urban Form

Well integrated Civic buildings

3

3

37

Urban Form

Well structured block grid

3

3

38

Urban Form

Creative and aesthetically pleasing use of pattern, active ground-floor uses, building forms, massing and architectural attributes

5

5

39

Urban Form

Building massing is appropriate; Transitions to adjacent sites are well planned and promote interactivity

5

5

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page H8

TECHNICAL SCORING MANAGEMENT

CRITERIA—CIVIC

CENTER

FACILITIES

Technical Scoring—Civic Center Criteria Category

Minimum Requirements

Scored Criteria

Potential Score Civic Center

1

1

Potential Score Civic Center without Port

General Facilities Management approach including responsibilities, organizational charts, reporting and documentation

2

Approach to customer service and support

Clarity of approach to meet stated customer service response requirements

5

5

3

Approach to Human Resources

Thoroughness of HR resourcing strategy

3

3

4

Approach to operating and maintaining all major building systems including but not limited to:

Robustness of anticipated lifecycle maintenance and reporting regime

5

5

Fire and Life Safety Vertical Transportation Fire resistive assemblies including walls, floors, shafts, exits, ceilings, Other Facilities including windows, doors Low Voltage Systems

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page H9

Technical Scoring—Civic Center Criteria Category

Minimum Requirements

Scored Criteria

Potential Score Civic Center

5

Approach to Operational Services, including but not limited to: CAFM

Completeness and thoroughness of integrated and efficient operational service plan

5

Potential Score Civic Center without Port 5

Infrastructure Management Janitorial Grounds keeping Solid Waste Collection, Recycling, and Removal Pest Control Parking Services Security

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page H10

TECHNICAL SCORING CRITERIA—PRIVATE DEVELOPMENT Technical Scoring—Private Development Potential Score

Potential Score Civic Center without Port

Criteria Category

Minimum Requirements

1

Code/Regulatory

Meets all Agency and City Ordinances, Laws and Codes

2

Citywide Amenity

Meets Affordable Housing requirement (if housing is included)

3

Citywide Amenity

Meets union hotel requirement (if hotel is included)

4

Citywide Amenity

Design provides a lively and invigorated Lincoln Park and site

5

5

5

Quality

Overall design excellence

3

3

6

Sustainability

Achieves LEED Gold

Achieves better than LEED Gold

5

5

7

Urban Form

All Downtown Plan requirements are met, including Parking

Landscape and streetscape is attractive, sustainable and unified, and provides a sense of place and of safety

5

5

8

Urban Form

Appropriate public art is included

3

3

9

Urban Form

Well integrated with neighboring uses

3

3

10

Urban Form

Well structured block grid

3

3

11

Urban Form

Perimeter street scape and layout integrates well with its surroundings

3

3

12

Urban Form

Achieves human scale design

3

3

13

Urban Form

Creative and aesthetically pleasing use of pattern, active ground-floor uses,

5

5

City of Long Beach New Civic Center

Scored Criteria

Civic Center

Request for Proposals Number CM14-040-Civic Center

Page H11

Technical Scoring—Private Development

Criteria Category

Minimum Requirements

Scored Criteria

Potential Score Civic Center

Potential Score Civic Center without Port

building forms, massing and architectural attributes

14

Urban Form

City of Long Beach New Civic Center

Building massing is appropriate; Transitions to adjacent sites are well planned and promote interactivity

5

5

Request for Proposals Number CM14-040-Civic Center

Page H12

FINANCIAL SCORING CRITERIA—CIVIC CENTER Financial Scoring—Civic Center

1

Criteria Category

Minimum Requirements

Scored Criteria

Potential Score Civic Center

Potential Score Civic Center without Port

Financial Plan

Provide a Financial Plan incorporating • Qualitative description of the financing approach and strategy • Legal opinion on financing structure legality • Equity Finance – individual shareholdings and returns • Project Debt – structure and terms

Strength of Financial Plan, including:

20

20

• O&M indexation risk appetite • Hedging strategy

 Reduction of risk to City Simplicity and anticipated time and effort of the City to execute the proposed financial structuring.

5

5

 Reasonableness of Financing approach and strategy  Reasonableness of legal opinion  Strength of equity  Likelihood of securing project debt

2

Financial Plan

3

Financial Model

Provide a Financial Model incorporating • Financial Model Data Book and User Guide • Financial Model Assumptions • Financial Model Outputs, Per Submittal Requirements • Income Statement, Balance Sheet, and Cash Flows

Soundness of assumptions, including cost/sqft (Vanilla Shell), cost/sqft (TI+FF&E), O&M, financial rates

10

10

4

Financial Model

All operating revenue expectations must be clearly delineated in the cash flow analysis and indicate how revenues are allocated to parking, City Hall, the Main Library, the Port HQ or other.

Reasonableness of expectations

5

5

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page H13

Financial Scoring—Civic Center Criteria Category

Minimum Requirements

5

Financial Flow of Funds

Provide a Detailed Flow of Funds including • City payments as specified in Appendix D-1 annually to debt, equity, O&M or other uses • All other funds to debt, equity, O&M or other uses • Annual indexation assumptions conform with RFP

9

Financial Documents

Provide financing / bank letter of support (s)

10

Financial Timing/Phasing

City of Long Beach New Civic Center

Scored Criteria

Potential Score Civic Center

Potential Score Civic Center without Port

Timing of Civic Center Occupancy

10

10

Request for Proposals Number CM14-040-Civic Center

Page H14

FINANCIAL SCORING CRITERIA—PRIVATE DEVELOPMENT Financial Scoring—Private Development Criteria Category

1

Market Assessment

2

Financial Plan

Minimum Requirements

Provide a Financial Plan incorporating • Qualitative description of the financing approach and strategy • Equity Finance – individual shareholdings and return on equity • Project Debt – structure and terms • Gain share – profit sharing with City

Scored Criteria

Potential Score Civic Center

Potential Score Civic Center without Port

Strength of market assumptions that provide a rationale for proposed uses

01

10

Strength of Financial Plan, including:

10

10

 Reasonableness of Financing approach and strategy  Strength of equity  Likelihood of securing project debt  Amount of proposed gain share with City

3

Contingency Plan

Provide a contingency plan that allows the Civic Center to go forward despite changes to market conditions or other factors

Reasonableness of Plan and ability to move forward with Civic Center Project

10

10

4

Financial Model

Provide a Financial Model incorporating • Timed and Phased Cash Flow Model • Financial Model Data Book and User Guide • Clearly Defined Model Assumptions (e.g., hard costs, discount rate, rents, vacancy rate, required return on costs/equity, interest rates) • Financial Model Outputs, per Submittal Requirements

Soundness of Assumptions, excluding market conditions assessed above

5

5

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

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5

Financial Timing/Phasing

City of Long Beach New Civic Center

Program phasing that enhances new Civic Center occupancy through development proceeds

3

3

Request for Proposals Number CM14-040-Civic Center

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City of Long Beach New Civic Center

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FORM A: PROPOSAL LETTER

Proposer’s Name: Proposal Date: June 2, 2014 City of Long Beach

(the “Proposer”)

Purchasing Division 333 W. Ocean Blvd., 7th Floor Long Beach, CA 90802 Attention: Anne Takii, Buyer Email Address: [email protected]

The undersigned Proposer submits this proposal (“Proposal”) in response to that certain Request for Proposals, as amended, (“RFP”) issued by the City of Long Beach (“City”), dated February 28, 2014, to design and construct a new Civic Center including City hall, Main Library, Lincoln park, potentially a Port Headquarters for the Port of Long Beach (collectively the “Project’). Initially capitalized terms not otherwise defined herein shall have the meanings set forth in the RFP. In consideration for the Cit y supplying the Proposer with the RFP and agreeing to examine and consider this Proposal, the undersigned undertakes jointly and severally to keep this Proposal open for acceptance initially for one hundred and eighty (180) days without unilaterally varying or amending its terms and without any member or partner withdrawing or any other change being made in the composition of the Proposer on whose behalf this Proposal is submitted, without first obtaining the prior written consent of the City, which the City may or may not grant in its sole discretion. If the City selects this Proposal as the Best Value Proposal, the Proposer agrees to do the following: (i) if requested by the City, in the City’s sole discretion, enter into the Exclusive Negotiating Agreement (“ENA”) for good-faith negotiations with the City regarding the Agreement; (ii) if requested by the City, in the City’s sole discretion, continue negotiations under the ENA regarding the terms for the Agreement,; (iii) enter into the Agreement as negotiated with the City; and, (iv) perform and satisfy all other commitments and conditions to final award of the Agreement as set forth in the RFP. The Proposer Representative is authorized to deliver the Proposal and execute this Proposal Letter. The following individual(s) is/are authorized to enter into contract finalization discussions and execute the Agreement as described in RFP, Section 4.4. Enclosed, and by this reference incorporated herein and made a part of this Proposal, are the following: Volume 1 - Administrative Information Volume 2 - Technical Proposal Volume 3 – Financial Proposal Additional Information to be provided with Proposal Letter

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

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Proposer acknowledges receipt of the following Addenda and sets of questions and responses: understanding and full consideration of the following: Addendum No. __, issued ___________. Note: List additional Addenda as appropriate, in order of their dates and numbers, then delete note. The Proposer represents and warrants that it has read the RFP and agrees to abide by the contents and terms of the RFP. The Proposer certifies the following: a) This Proposal is submitted without reservation, qualification, assumptions or conditions. b) The Proposer has carefully examined and is fully familiar with all of the RFP (including Addenda), has reviewed all materials posted on the secure file transfer site for the Project, and is satisfied that the RFP provides sufficient detail regarding Proposer’s obligations and does not contain internal inconsistencies. c) The Proposer has carefully checked all the words, figures and statements in this Proposal; d) The Proposer has conducted such field investigations and additional design development as is prudent and reasonable in preparing this Proposal. e) The Proposer has notified City in writing of any errors, deficiencies, ambiguities and inconsistencies in or omissions from any RFP document or other documents provided by the City, and of any unusual site conditions observed prior to the date hereof. f) The Proposer understands that, except as expressly set forth in the Agreement, it may not rely on any information provided in the Reference Documents, and further represents that it has reviewed and agrees to all waivers, disclaimers and limitations regarding the use of and reliance on the Reference Documents. g) The Proposer represents that all statements made in its response to the Request for Qualifications (“RFQ”) previously delivered to the City are true, correct and accurate as of the date hereof, except as otherwise specified in this Proposal and Proposal forms. The Proposer agrees that the RFQ, except as modified by this Proposal and Proposal forms, is incorporated as if fully set forth herein. h) If the City determines to use a project labor agreement for the Project, Proposer agrees to execute a letter of assent agreeing to be bound by the project labor agreement. i) The Proposer understands the City is not bound to award the Contract to the lowest priced Proposal or any Proposal the City may receive. j) The Proposer understands and agrees all costs and expenses incurred by Proposer in preparing this Proposal and participating in this procurement will be borne solely by Proposer, except for any payment of the Stipend the Proposer may receive in accordance with the RFP. City of Long Beach New Civic Center

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k) The Proposer agrees that the City will not be responsible for any errors, omissions, inaccuracies or incomplete statements in this Proposal. l) The Proposer acknowledges the procurement protest procedures set forth in RFP, and agrees that if it files a protest of this procurement or award of the Agreement hereunder, and that protest is denied, the Proposer shall be liable to the City for the City’s costs reasonably incurred to defend against or resolve the protest, including legal and consultant fees and costs, and any unavoidable damages sustained by the City as a consequence of the protest. m) The Proposal shall be governed by and construed in all respects according to the laws of the State of California. The Proposer's business address: ____________________________________________________________________________ (No.) (Street) (Floor or Suite) ____________________________________________________________________________ (City) (State or Province) (ZIP or Postal Code) (Country) State or Country of Incorporation/Formation/Organization: _____________________________

Note: Insert appropriate signature block from following pages, and delete this note. 1. Sample signature block for corporation or limited liability company: _________________________________________ By: _____________________________________ Print Name: ______________________________ Title: ___________________________________ 2. Sample signature block for partnership or joint venture: _________________________________________ By: ______________________________________ By: _______________________________ Print Name: ________________________ Title: _____________________________ NOTE: Add signatures of additional general partners or members, as appropriate, and then delete this note. 3. Sample signature block for attorney in fact:

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Request for Proposals Number CM14-040-Civic Center

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_________________________________________ By: _____________________________________ Print Name: ______________________________ Attorney in Fact

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

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FORM B: DISCLOSURE OF LITIGATION

Proposer’s Name:

(the “Proposer”)

language to be inserted

____________________________________ AUTHORIZED SIGNATURE AND DATE

____________________________________ PRINTED NAME AND TITLE

____________________________________ COMPANY NAME

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

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FORM C: DEBARMENT AND SUSPENSION CERTIFICATION Proposer’s Name:

(the “Proposer”)

The undersigned Proposer certifies on behalf of itself and all Team Members the following: The undersigned certifies to the best of its knowledge and belief, that it and its principals: a.

Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any governmental agency;

b.

Have not within a 3-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (federal, state or local) transaction or contract under a public transaction; violation of federal or state antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property;

c.

Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (federal, state or local) with commission of any of the offenses enumerated in paragraph 1b of this certification; and

d.

Have not within a 3-year period preceding this application/proposal had one or more public transactions (federal, state or local) terminated for cause or default.

Where the Proposer is unable to certify to any of the statements in this certification, it shall attach a certification to its proposal or bid stating that it is unable to provide the certification and explaining the reasons for such inability.

____________________________________ AUTHORIZED SIGNATURE AND DATE

____________________________________ PRINTED NAME AND TITLE

____________________________________ COMPANY NAME

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

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FORM D: NON-COLLUSION DECLARATION

Proposer’s Name:

(the “Proposer”)

The undersigned declares: I am the ____ of ____, the Proposer making the foregoing Proposal The Proposal is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation. The bid is genuine and not collusive or sham. The Proposer has not directly or indirectly induced or solicited any other Proposer to put in a false or sham Proposal. The Proposer has not directly or indirectly colluded, conspired, connived, or agreed with any Proposer or anyone else to put in a sham Proposal, or to refrain from Proposing. The Proposer has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the Proposal price of the Proposer or any other Proposer, or to fix any overhead, profit, or cost element of the Proposal price, or of that of any other Proposer. All statements contained in the Proposal are true. The Proposer has not, directly or indirectly, submitted his or her Proposal price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, to any corporation, partnership, company, association, organization, bid depository, or to any member or agent thereof, to effectuate a collusive or sham Proposal, and has not paid, and will not pay, any person or entity for such purpose. Any person executing this declaration on behalf of a Proposer that is a corporation, partnership, joint venture, limited liability company, limited liability partnership, or any other entity, hereby represents that he or she has full power to execute, and does execute, this declaration on behalf of the Proposer. I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct and that this declaration is executed on ___date, at ___city, ___state."

____________________________________ AUTHORIZED SIGNATURE

____________________________________ PRINTED NAME AND TITLE

____________________________________ COMPANY NAME

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

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FORM E: CONFLICT OF INTEREST DISCLOSURE STATEMENT

Proposer’s Name:

(“Proposer”)

Proposer’s attention is directed to RFP Appendix B.1.3.3 regarding Organizational Conflicts of Interest and the restrictions applicable to such conflicts. Proposers are advised that certain firms will not be allowed to participate on any Proposer’s team for the Project because of their work with the City or Port in connection with the Project procurement. Initially capitalized terms not otherwise defined herein shall have the meanings set forth in the RFP.

1. Required Disclosure of Conflicts In the space provided below, and on supplemental sheets as necessary, identify all relevant facts relating to past, present, or planned interest(s) of the Proposer’s team (including the Proposer, Major Participants, proposed consultants, proposed Subcontractors and the parent companies of these entities, and their respective chief executives, directors, and other key personnel for the project) which may result, or could be viewed as, an Organizational Conflict of Interest in connection with this RFP, including a re-disclosure of any Organizational Conflict of Interest that the Proposer previously disclosed pursuant to Appendix B.1.3.3. 1.1 Conflicts with City or Port Proposer shall disclose (a) any current contractual relationships with the City or Port, (b) any past, present, or planned contractual or employment relationships with any officer or employee of the City or Port, and (c) any other circumstances that might be considered to create a financial interest in the contract by any City or Port member, officer or employee if Proposer is awarded the Project. Proposer should also disclose matters such as ownership of 10% or more of the stock of, or having directors in common with, any of the individuals or entities involved in preparing the RFP. Proposer should also disclose contractual relationships (i.e. joint ventures) with any of the individuals or entities involved in preparing the RFP, as well as relationships wherein such individual or entity is a contractor or consultant (or subcontractor or subconsultant) to Proposer or a member of Proposer’s team. The foregoing is provided by way of example, and shall not constitute a limitation on the disclosure obligations.

2. Explanation In the space provided below, and on supplemental sheets as necessary, identify steps the Proposer or other entities have taken or will take to avoid, neutralize, or mitigate any Organizational Conflicts of Interest described herein.

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3. Certification The undersigned hereby certifies that, to the best of his or her knowledge and belief, no interest exists that is required to be disclosed in this Conflict of Interest Disclosure Statement, other than as disclosed above.

____________________________________ AUTHORIZED SIGNATURE AND DATE

____________________________________ PRINTED NAME AND TITLE

____________________________________ COMPANY NAME

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

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FORM F1: EQUAL BENEFITS ORDINANCE DISCLOSURE FORM As a condition of being awarded a contract with the City of Long Beach (“City”), the selected Contractor/Vendor (“Contractor”) may be required during the performance of the Contract, to comply with the City’s nondiscrimination provisions of the Equal Benefits Ordinance (“EBO”) set forth in the Long Beach Municipal Code section 2.73 et seq. The EBO requires that during the performance f the contract, the Contractor shall provide equal benefits to its employees with spouses and employees with domestic partners. Benefits include but are not limited to, health benefits, bereavement leave, family medical leave, member ship and membership discounts, moving expenses, retirement benefits and travel benefits. Cash equivalent payment is permitted if an employer has made all reasonable efforts to provide domestic partners with access to benefits but is unable to do so. A situation in which a cash equivalent payment might be used if where the employer has difficulty finding an insurance provider that is willing to provide domestic partner benefits. The EBO is applicable to the following employers: 

For-profit employers that have a contract with the City for the purchase of goods, services, public works or improvements and other construction projects in the amount of $100,000 or more



For-profit entities that generate $350,000 or more in annual gross receipts Leasing City property pursuant to a written agreement for a term exceeding 29 days in any calendar year

Contractors who are subject to the EBO must certify to the City before execution of the contract that they are in compliance with the EBO by completing the EBO Certification Form, attached, or that the City has issued them a waiver. Contractors must also allow authorized City representatives access to records so the City can verify compliance with the EBO. The EBO includes provisions that address difficulties associated with implementing procedures to comply with the EBO. Contractors can delay implementation of procedures to comply with the EBO in the following circumstances: 1) By the first effective date after the first open enrollment process following the contract start date, not to exceed two years, if the Contractor/vendor submits evidence of taking reasonable measures to comply with the EBO; or 2) At such time that the administrative steps can be taken to incorporate nondiscrimination in benefits in the Contractor/vendor’s infrastructure, not to exceed three months; or 3) Upon expiration of the contractor’s current collective bargaining agreement(s). Compliance with the EBO If a contractor has not received a waiver from complying with the EBO and the timeframe within which it can delay implementation has expired but it has failed to comply with the EBO, the Contractor may be deemed to be in material breach of the Contract. In the event of a material

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breach, the City may cancel, terminate or suspend the City agreement, in whole or in part. The City also may deem the Contractor an irresponsible bidder and disqualify the Contractor from contracting with the City for a period of three years. In addition, the City may assess liquidated damages against the Contractor, which may be deducted from money otherwise due the Contractor. The City may also pursue any other remedies available at law or in equity. By my signature below, I acknowledge that the Contractor understands that to the extent it is subject to the provisions of the Long Beach Municipal Code section 2.73, the Contractor shall comply with this provision. Printed Name: __________________________ Title: ___________________ Signature: _____________________________ Date: ___________________ Business Entity Name: ____________________________________________

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FORM F2: CERTIFICATION OF COMPLIANCE WITH THE EQUAL BENEFITS ORDINANCE Section 1. CONTRACTOR/VENDOR INFORMATION Name: _____________________________ Federal Tax ID No. ____________ Address:________________________________________________________ City:________________________________State:_______ZIP: ____________ Contact Person: ______________________Telephone:___________________ Email: ______________________________Fax: ________________________

Section 2. COMPLIANCE QUESTIONS A. B.

C.

D.

E.

The EBO is inapplicable to this Contract because the Contractor/Vendor has no employees. _____Yes _____No Does your company provide (or make available at the employees’ expense) any employee benefits? _____Yes _____No (If “yes,” proceed to Question C. If “no,” proceed to section 5, as the EBO does not apply to you.) Does your company provide (or make available at the employees’ expense) any benefits to the spouse of an employee? _____Yes _____No Does your company provide (or make available at the employees’ expense) any benefits to the domestic partner of an employee? ______Yes _____No (If you answered “no” to both questions C and D, proceed to section 5, as the EBO is not applicable to this contract. If you answered “yes” to both Questions C and D, please continue to Question E. If you answered “yes” to Question C and “no” to Question D, please continue to section 3.) Are the benefits that are available to the spouse of an employee identical to the benefits that are available to the domestic partner of an employee? _____Yes ____No (If “yes,” proceed to section 4, as you are in compliance with the EBO. If “no,” continue to section 3.)

Section 3. PROVISIONAL COMPLIANCE A.

Contractor/vendor is not in compliance with the EBO now but will comply by the following date: _____ By the first effective date after the first open enrollment process following the contract start date, not to exceed two years, if the Contractor/vendor submits evidence of taking reasonable measures to comply with the EBO; or _____ At such time that the administrative steps can be taken to incorporate nondiscrimination in benefits in the Contractor/vendor’s infrastructure, not to exceed three months; or _____ Upon expiration of the contractor’s current collective bargaining agreement(s).

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B.

If you have taken all reasonable measures to comply with the EBO but are unable to do so, do you agree to provide employees with a cash equivalent? (The cash equivalent is the amount of money your company pays for spousal benefits that are unavailable for domestic partners.) ____Yes ____ No

Section 4. REQUIRED DOCUMENTATION At time of issuance of purchase order or contract award, you may be required by the City to provide documentation (copy of employee handbook, eligibility statement from your plans, insurance provider statement, etc.) to verify that you do not discriminate in the provision of benefits. Section 5. CERTIFICATION I declare under penalty of perjury under the laws of the State of California that the foregoing is true and correct and that I am authorized to bind this entity contractually. By signing this certification, I further agree to comply with all additional obligations of the Equal Benefits Ordinance that are set forth in the Long Beach Municipal Code and in the terms of the contract of purchase order with the City. Executed this ____ day of ____________, 20__, at _______________, _______ Name_________________________

Signature________________________

Title__________________________Federal Tax ID No._________________

City of Long Beach New Civic Center

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FORM G: COMMITMENT FORM OF EQUITY MEMBERS, MAJOR NON-EQUITY MEMBERS, CONTRACTORS AND KEY PERSONNEL

Proposer’s Name:

(the “Proposer”)

Understanding the City’s’ concern that the personnel resources specifically represented and listed in this Proposal actually be assigned to the Project and not also be committed to other projects, the Proposer commits that if awarded the Agreement, to the extent within the Proposer’s control, the named key personnel and other individuals named in the Proposal will be available on a full time basis for the periods necessary to fulfill their responsibilities on the Project. A)

the Team Members, including Equity Team Members, Finance Team Members, Design Team Members, Construction Team Members and Facilities Management Team Members;

B)

the Project Director;

C)

the Team Lead;

D)

the Finance Manager;

E)

the Key Individuals; and

any other key members of the Proposer’s management team or other individuals that the Proposer identified in its response to the RFQ. Signed:

Printed Name:

Title:

______

Date:

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

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FORM H: BANK SUPPORT LETTER Letterhead of Bank

To:

City of Long Beach, California

NEW CIVIC CENTER, PORT HEADQUARTERS AND ASSOCIATED REAL ESTATE DEVELOPMENT (the "Project") We have read and carefully considered the Request for Proposals ("RFP"), issued by the City of Long Beach (the “City”) on February 28, 2014 for the Project which includes the Addenda, Reference Documents, and the Statement of Qualifications submitted by, and the proposal to be submitted by insert Proposer’s name (the "Proposal"). All capitalized terms used herein shall have the meaning accorded to such terms in the RFP. We have also reviewed the relevant financial model(s) and projections for the Project prepared by insert Proposer's name and/or its advisors. Based on our review, and subject to: negotiations final documents final financial model other yet to be finalized aspects of the Project approval from our credit committee market conditions We acknowledge and confirm that: 1. we potentially could be interested in underwriting debt financing in an amount of US$ insert amount million; 2. such underwriting would not be subject to general syndication and we will be prepared to execute the relevant loan documentation prior to general syndication to ensure the availability of funds to the Project on a timely basis; We have experience making loans to similar projects as listed below. Project Name

Project Location

Project Value

Our Loan Amount

Dated this ____ day of ____, 2014 Signed ……………………………………………...

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Position ………………………………………….. for and on behalf of ………… Bank name……… …………….

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FORM I: PROPOSER LETTER OF AUTHORIZATION Proposer’s Name: (the “Proposer”) certifies that for all purposes of the Project we have the authority to develop and invest in the Project under our corporate or other applicable guidelines. At the appropriate times of Award, execution of an Agreement, through construction and operation, we will have legal capacity to undertake the work required for development and operation of the Project, including appropriate provisions for management and decision-making within the organization.

____________________________________ AUTHORIZED SIGNATURE AND DATE

____________________________________ PRINTED NAME AND TITLE (CEO)

____________________________________ COMPANY NAME

City of Long Beach New Civic Center

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FORM J-A: ANNUAL PAYMENTS BY CITY, CIVIC CENTER Proposers are advised to extend the table below for the number of years applicable for the Term. Contract year

Payments anticipated ($US million)

Annual Indexation (%)

Model reference

TOTAL

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FORM J-B: ANNUAL PAYMENTS BY CITY, CIVIC CENTER WITHOUT PORT Proposers are advised to extend the table below for the number of years applicable for the Term. Contract year

Payments anticipated ($US million)

Annual Indexation (%)

Model reference

TOTAL

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FORM K-A: FINANCING SUMMARY DATA FOR CIVIC CENTER Key financing data

Value

Model reference

NPV of project cash flows at 10% annual discount Nominal post-SPV-tax project IRR Nominal pre-SPV-tax project IRR Nominal post-SPV-tax equity IRR Nominal pre-SPV-tax equity IRR Nominal debt IRR Minimum DSCR Average DSCR

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FORM K-B: FINANCING SUMMARY DATA FOR CIVIC CENTER WITHOUT PORT Key financing data

Value

Model reference

NPV of project cash flows at 10% annual discount Nominal post-SPV-tax project IRR Nominal pre-SPV-tax project IRR Nominal post-SPV-tax equity IRR Nominal pre-SPV-tax equity IRR Nominal debt IRR Minimum DSCR Average DSCR

City of Long Beach New Civic Center

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FORM L-A: ANNUAL SUPPORT FROM PRIVATE DEVELOPMENT TO CIVIC CENTER Proposers are advised to extend the table below for the number of years applicable for the Term. Contract year

Payments anticipated

Model reference

TOTAL

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

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FORM L-B: ANNUAL SUPPORT FROM PRIVATE DEVELOPMENT TO CIVIC CENTER WITHOUT PORT Proposers are advised to extend the table below for the number of years applicable for the Term. Contract year

Payments anticipated

Model reference

TOTAL

City of Long Beach New Civic Center

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FORM M-A: FINANCING SUMMARY DATA FOR PRIVATE DEVELOPMENT CORRESPONDING TO CIVIC CENTER Key financing data

Value

Model reference

Proposer’s annual discount rate NPV of project cash flows at buildout at Proposer’s annual discount rate NPV of Private Development contributions to Civic Center at Proposer’s annual discount rate Return on Costs Return on Equity Project IRR Minimum Return on Costs Minimum Return on Equity

City of Long Beach New Civic Center

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FORM M-B: FINANCING SUMMARY DATA FOR PRIVATE DEVELOPMENT CORRESPONDING TO CIVIC CENTER WITHOUT PORT Key financing data

Value

Model reference

Proposer’s annual discount rate NPV of project cash flows at buildout at Proposer’s annual discount rate NPV of Private Development contributions to Civic Center at Proposer’s annual discount rate Return on Costs Return on Equity Project IRR Minimum Return on Costs Minimum Return on Equity

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FORM

N-A: FINANCIAL SENSITIVITIES CORRESPONDING TO CIVIC CENTER

FOR

PRIVATE

Model sensitivity calculations

Value

DEVELOPMENT Model reference

Return on Costs Return on Costs after upwards interest rates shift of 50bps Return on Costs after upwards interest rates shift of 100bps Return on Costs after upwards interest rates shift of 150bps Return on Costs after upwards interest rates shift of 200bps Return on Costs after downwards interest rates shift of 50bps Return on Costs after downwards interest rates shift of 100bps Return on Costs after downwards interest rates shift of 150bps Return on Costs after downwards interest rates shift of 200bps Return on Costs after increase in construction cost of 10% Return on Costs after increase in construction cost of 20%

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FORM

N-B: FINANCIAL SENSITIVITIES FOR PRIVATE CORRESPONDING TO CIVIC CENTER WITHOUT PORT Model sensitivity calculations

Value

DEVELOPMENT Model reference

Return on Costs Return on Costs after upwards interest rates shift of 50bps Return on Costs after upwards interest rates shift of 100bps Return on Costs after upwards interest rates shift of 150bps Return on Costs after upwards interest rates shift of 200bps Return on Costs after downwards interest rates shift of 50bps Return on Costs after downwards interest rates shift of 100bps Return on Costs after downwards interest rates shift of 150bps Return on Costs after downwards interest rates shift of 200bps Return on Costs after increase in construction cost of 10% Return on Costs after increase in construction cost of 20%

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FORM O-A: CONSTRUCTION COSTS FOR CITY USES, CIVIC CENTER 2013 Dollars Key Construction Cost Data

Cost Per Square Foot

Total Square Feet

2013 Dollars Total Costs

Model reference

Vanilla Shell Construction Costs per Square Foot (City Hall and Port) Vanilla Shell Construction Costs per Square Foot (Library) Demolition Costs per Square Foot (City) Grading Cost per Site Square Foot (City) Tenant Improvements (TI) (City) Furniture, Fixtures, and Equipment (FF&E) (City) Parking (City) Soft Costs (City) Developer Fee (City) Finance Costs (City)

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FORM O-B: CONSTRUCTION COSTS FOR CITY USES, CIVIC CENTER WITHOUT PORT 2013 Dollars Key Construction Cost Data

Cost Per Square Foot

Total Square Feet

2013 Dollars Total Costs

Model reference

Vanilla Shell Construction Costs per Square Foot (City Hall) Vanilla Shell Construction Costs per Square Foot (Library) Demolition Costs per Square Foot (City) Grading Cost per Site Square Foot (City) Tenant Improvements (TI) (City) Furniture, Fixtures, and Equipment (FF&E) (City) Parking (City) Soft Costs (City) Developer Fee (City) Finance Costs (City)

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FORM P: CONSTRUCTION COSTS FOR PORT HQ 2013 Dollars Key Construction Cost Data

Cost Per Square Foot

Total Square Feet

2013 Dollars Total Costs

Model reference

Vanilla Shell Construction Costs per Square Foot (Port only) Demolition Costs per Square Foot (Port) Grading Cost per Site Square Foot (Port) Tenant Improvements (TI) (Port) Furniture, Fixtures, and Equipment (FF&E) (Port) Parking (Port) Soft Costs (Port) Developer Fee (Port) Finance Costs (Port)

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FORM Q: ANNUAL PAYMENTS BY PORT Proposers are advised to extend the table below for the number of years applicable for the Term. Contract year

Operating Charge Payments anticipated ($US million)

Annual Indexation (%)

Model reference

Capital Charge Payments anticipated ($US million)

Model reference

2.5

TOTAL

City of Long Beach New Civic Center

TOTAL

Request for Proposals Number CM14-040-Civic Center

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FORM R: FINANCING SUMMARY DATA FOR PORT Key financing data

Value

Model referenc e

NPV of project cash flows at 10% annual discount Nominal post-SPV-tax project IRR Nominal pre-SPV-tax project IRR Nominal post-SPV-tax equity IRR Nominal pre-SPV-tax equity IRR Nominal debt IRR Minimum DSCR Average DSCR

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FORM S: PROJECT SUMMARY AND AUTHORIZATION Proposer’s Name:

(the “Proposer”)

Language to be inserted by Proposer pursuant to Appendix B, Section B1.8.

____________________________________ AUTHORIZED SIGNATURE AND DATE

____________________________________ PRINTED NAME AND TITLE

____________________________________ COMPANY NAME

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

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Related California Team:                     

Related Pei Cobb Freed & Partners LPA Studio 111 Rios Clementi Hale Studios Griffin Structures CW Driver Hensel Phelps ARB Structures Moffatt & Nichol Gotama Building Engineers Englekirk Structural Engineers MPH Structural Engineers Twining Roy Jorgensen Associates Cushman Wakefield Citi David Taussig & Associates Cordero & Associates Best, Best & Krieger Affiliated Development Group

Long Beach CiviCore Alliance:               

Macquarie Capital Group Mar Ventures Continental Development Corporation (CDC Mar) Lend Lease Investments PCL Construction Fentress Nabih Youssef & Associates (NYA) Civitas Pamela Burton & Associates P2S Engineering RBF Consulting ABM Facility Services Milbank Bank of America Merrill Lynch Hurst Harrigan and Associates

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

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Plenary-Edgemoor Civic Partners:             

Plenary Group Edgemoor Infrastructure & Real Estate SOM HMC Kelly Sutherlin McLeod Architecture Syska Hennessy Group Gustafson Guthrie Nichol Bennitt Design Group Clark Construction Group P2S Engineering Johnson Controls De La Rosa &Co O’Melveny & Myers LLP

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

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     

Arup North America Ltd. Brownstein, Hyatt, Farber, Schreck BAE Urban Economics CBRE Hellmuth, Obata + Kassabaum MBI Media

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page L1

No Proposer shall be entitled to reimbursement for any of its costs in connection with the RFP except as specified in this Appendix L. If the RFP had not previously been withdrawn or canceled, each Proposer that submits a Responsive Proposal shall be entitled to receive payment (the “Stipend”) from or caused by the City on the terms and conditions described in this Policy herein. The payment amount for each such Stipend per Proposer shall be the lesser of (i) 50% of the documented costs of preparing the Proposal or (ii) $500,000. In order to qualify to receive the Stipend, each Proposer must submit an invoice to the City accompanied by supporting documentation that evidences the Proposer’s cost of preparing its Proposal, including a detailed list of each component and cost incurred by the Proposer to prepare their Proposal. The invoice must be submitted no later than 45 days after Proposal Due Date. City will review each invoice and related documentation submitted for Stipend payment, and may ask for additional supporting documentation for the requested payment. Once no additional documentation is required, the City will then determine the total documented costs incurred by each Proposer for preparing their respective Proposals and will notify the respective Proposers of the final amount of their Stipend amount. The City will make or cause to make the Stipend payment to the Proposers that are not selected as Preferred Proposer within the Proposal Validity Period. It is the City’s expectation that the Preferred Proposer will either directly pay, or reimburse City for payment of, the Stipend to each Proposer that submitted a Responsive Proposal. Payment of the Stipend to a Proposer vests in the City the right to use any or all of the Proposers’ submittals in furthering the Project. Pursuant to Section 7.2, any Proposer that challenges the selection of the Preferred Proposer shall not be entitled to the Stipend. The Preferred Proposer will receive a Stipend payment if the City and the Preferred Proposer fail to execute an Agreement within the Negotiating Period. By submitting a Proposal, each Proposer agrees that the City’s determination of total documented costs incurred will be accepted without, and specifically waives any right to protest.

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page M1

SUMMARY AND ORDER OF PROPOSAL CONTENTS Administrative Information Proposers should follow the order of this checklist in their submissions. A referenced copy of this document should be submitted with Volume 1 – Administrative Information. Proposal Component

Form (if any)

RFP Cross-Reference

E. Proposer Information, Certifications & Documents Proposal Letter

Form A

Appendix B1.1

Disclosure of Litigation

Form B

Appendix B1.2

Debarment and Suspension Certification

Form C

Appendix B1.3

Non-Collusion Affidavit

Form D

Appendix B1.4.2

Conflict of Interest Disclosure Statement

Form E

Appendix B1.4.3

Equal Benefits Ordinance Disclosure

Form F-1

Appendix B1.4.4

Certification of Compliance with Equal Benefits Ordinance

Form F-2

Appendix B1.4.4

Commitments of Designated Team Members

Form G

Appendix B1.6

Project Summary and Authorization

Form I

Appendix B1.4.6, Appendix D1.3

Changes to Proposers Organization

No forms provided

Appendix B1.5

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page M2

Technical Proposal Proposers should follow the order of this checklist in their submissions. A referenced copy of this document should be submitted with Volume 2 - Technical Proposal. Proposal Component

Form (if any)

RFP Cross-Reference

F1A. Architectural and Design for Civic Center Design Statement Principals and Goals

No forms provided

Appendix C1.2

Civic Center Program

No forms provided

Appendix C1.3

Sustainable Design (LEED)

No forms provided

Appendix C1.2.10

Civic Center Outline Specifications

No forms provided

Appendix F1

Site Plans

No forms provided

Appendix F1

Perspectives

No forms provided

Appendix F1

Physical Model

No forms provided

Appendix F1

Sun/Shadow Study

No forms provided

Appendix F1

Conceptual Plan Diagrams

No forms provided

Appendix F1

Conceptual Floor/Roof Plans

No forms provided

Appendix F1

Conceptual Sections

No forms provided

Appendix F1

Conceptual Elevations

No forms provided

Appendix F1

F1B. Architectural and Design for Civic Center without Port Design Statement Principals and Goals

No forms provided

Appendix C1.2

Civic Center Program

No forms provided

Appendix C1.3

Sustainable Design (LEED)

No forms provided

Appendix C1.2.10

Civic Center Outline Specifications

No forms provided

Appendix F1

Site Plans

No forms provided

Appendix F1

Perspectives

No forms provided

Appendix F1

Physical Model

No forms provided

Appendix F1

Sun/Shadow Study

No forms provided

Appendix F1

Conceptual Plan Diagrams

No forms provided

Appendix F1

Conceptual Floor/Roof Plans

No forms provided

Appendix F1

Conceptual Sections

No forms provided

Appendix F1

Conceptual Elevations

No forms provided

Appendix F1

F2A. Operations and Maintenance for Civic Center Facilities Management and Operations Plan

No forms provided

Appendix C2, Appendix F2

F2B. Operations and Maintenance for Civic Center without Port Facilities Management and Operations Plan

City of Long Beach New Civic Center

No forms provided

Appendix C2, Appendix F2

Request for Proposals Number CM14-040-Civic Center

Page M3

F3A. Design for Private Development Proposed Land Uses

No forms provided

Appendix C3, Appendix F3

Design Statement

No forms provided

Appendix C3, Appendix F3

Sustainable Development (LEED)

No forms provided

Appendix C3, Appendix F3

Site Plan

No forms provided

Appendix C3, Appendix F3

Perspectives

No forms provided

Appendix C3, Appendix F3

Physical Model

No forms provided

Appendix C3, Appendix F3

Sun/Shadow Study

No forms provided

Appendix C3, Appendix F3

Plan Diagrams

No forms provided

Appendix C3, Appendix F3

Master Plan Level Sections

No forms provided

Appendix C3, Appendix F3

F3B. Design for Private Development without Port Proposed Land Uses

No forms provided

Appendix C3, Appendix F3

Design Statement

No forms provided

Appendix C3, Appendix F3

Sustainable Development (LEED)

No forms provided

Appendix C3, Appendix F3

Site Plan

No forms provided

Appendix C3, Appendix F3

Perspectives

No forms provided

Appendix C3, Appendix F3

Physical Model

No forms provided

Appendix C3, Appendix F3

Sun/Shadow Study

No forms provided

Appendix C3, Appendix F3

Plan Diagrams

No forms provided

Appendix C3, Appendix F3

Master Plan Level Sections

No forms provided

Appendix C3, Appendix F3

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page M4

Financial Proposal Proposers should follow the order of the Financial Checklist in their submissions. A referenced copy of this document should be submitted with Volume 3 - Financial Proposal. Proposal Component

Form (if any)

RFP Cross-Reference

Financial Plan for Civic Center

No forms provided

Appendix D1, Appendix G1

Bank Support Letter(s)

Form H

Appendix D1, Appendix G1

Annual Payments by City for Civic Center

Form J-A

Appendix D1, Appendix G1

Financing Summary Data for Civic Center

Form K-A

Appendix D1, Appendix G1

Annual Support from Private Development to Civic Center

Form L-A

Appendix D1, Appendix G1

Financing Summary Data for Private Development Corresponding to Civic Center

Form M-A

Appendix D1, Appendix G1

Financial Sensitivities for Private Development Corresponding to Civic Center

Form N-A

Appendix D1, Appendix G1

Construction Costs for City Uses, Civic Center

Form O-A

Appendix D1, Appendix G1

Construction Costs for Port

Form P

Appendix D1, Appendix G1

Annual Payments by Port

Form Q

Appendix D1, Appendix G1

Financial Summary for Port

Form R

Appendix D1, Appendix G1

Financial Model for Civic Center

No forms provided

Appendix D1, Appendix G1

Financial Model Data Book and User Guide – if separate from the Financial Model for Civic Center

No forms provided

Appendix D1, Appendix G1

Financial Plan for Civic Center without Port

No forms provided

Appendix D1, Appendix G1

Bank Support Letter(s)

Form H

Appendix D1, Appendix G1

Annual Payments by City for Civic Center without Port

Form J-B

Appendix D1, Appendix G1

Financing Summary Data for Civic Center without Port

Form K-B

Appendix D1, Appendix G1

G1A. Financial Plan for Civic Center

G1B. Financial Plan for Civic Center without Port

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page M5

Annual Support from Private Development to Civic Center without Port

Form L-B

Appendix D1, Appendix G1

Construction Costs for City Uses, Civic Center without Port

Form O-B

Appendix D1, Appendix G1

Financial Model for Civic Center without Port

No forms provided

Appendix D1, Appendix G1

Financial Model Data Book and User Guide – if separate from the Financial Model for Civic Center without Port

No forms provided

Appendix D1, Appendix G1

Deal Structure

No forms provided

Appendix D2, Appendix G2

Market Assessment

No forms provided

Appendix D2, Appendix G2

Financial Plan

No forms provided

Appendix D2, Appendix G2

Contingency Plan

No forms provided

Appendix D2, Appendix G2

Revenue Sharing

No forms provided

Appendix D2, Appendix G2

Financing Summary Data for Private Development Corresponding to Civic Center

Form M-A

Appendix D2, Appendix G2

Financial Sensitivities for Private Development Corresponding to Civic Center

Form N-A

Appendix D2, Appendix G2

Financial Model for Private Development

No forms provided

Appendix D2, Appendix G2

Financial Model Data Book and User Guide – if separate from the Financial Model for Private Development

No forms provided

Appendix D2, Appendix G2

Deal Structure

No forms provided

Appendix D2, Appendix G2

Market Assessment

No forms provided

Appendix D2, Appendix G2

Financial Plan

No forms provided

Appendix D2, Appendix G2

Contingency Plan

No forms provided

Appendix D2, Appendix G2

Revenue Sharing

No forms provided

Appendix D2, Appendix G2

Financing Summary Data for Private Development Corresponding to Civic Center without Port

Form M-B

Appendix D2, Appendix G2

G2A. Financial Plan for Private Development

G2B. Financial Plan for Private Development without Port

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page M6

Financial Sensitivities for Private Development Corresponding to Civic Center without Port

Form N-B

Appendix D2, Appendix G2

Financial Model for Private Development without Port

No forms provided

Appendix D2, Appendix G2

Financial Model Data Book and User Guide – if separate from the Financial Model for Private Development without Port

No forms provided

Appendix D2, Appendix G2

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page N1

#

Document

Document File Name

1.

PORT OF LONG BEACH ADMINISTRATION BUILDING PROGRAM VALIDATION JULY 11, 2013

130711_POLB_ProgramValidation1_HKS.pdf

2.

Seismic/Structural Peer Review of Long Beach City Hall Tower

13190.00_LB_CityHall_Updated-SeismicStudy.pdf

3.

2012 City Hall Floor Plans

2012_Existing-City-Hall_floor-plans_All.pdf

4.

City Hall Conference Room Uses and Status

Civic Center.Conf RM.12.19.13.xls

5.

Civic Center Costs IS 380 City Hall, Main Library, and Lincoln Park Garages (Excludes Public Safety Building)

Civic Ctr. - Revenue and Expenditures.pdf

6.

Existing Debt Obligations

Existing Debt Obligations.pdf

7.

Labor Agreements

Labor-agreements_combined.pdf

8.

Department of Library Services TECHNOLOGY PLAN FY 2008/09-2010/11

LBPL_Technology_Plan_FY08-FY11.pdf

9.

City of Long Beach Public Transportation Ridership Projections Statement

LongBeach_PublicTrans_Ridershipprojections.pdf

10. City of Long Beach Snapshot Demographics

LongBeachSnapshot.pdf

11. Function and Space Allocation of the City of Long Beach Main Library

Main Library RFI Memo_Dec 2013.pdf

12. Long Range Property Management Plan October 2013, AB1484 Bill Text, Phase 1 and Phase 2 studies, RDA property listing and maps (Exhibit F and G), No Further Action letter

old-courthouse-site.pdf

13. Title Reports

TitleReports.pdf

14. Facilities Condition Assessment

2013 Parsons facilities condition assessment report V2.pdf

15. Library Foundation Whitepaper

Program Recommendation- Main Library (FINAL).pdf

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page N2

16. Utility Map

Civic Center Utility Map.pdf

17. Preliminary Seismic Review-Tier I (February 2005), Preliminary Life Safety Performance Review-Tier II (September 2005)

PreliminarySeismicReviewTierIFeb2005_LSP-EvaluationTierII-Sept2005.pdf

18. Old Courthouse As-Built Drawings

Old Courthouse As-Built Drawings.pdf

City of Long Beach New Civic Center

Request for Proposals Number CM14-040-Civic Center

Page O1

The City will issue Appendix O as an Addendum

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Request for Proposals Number CM14-040-Civic Center

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