ORDER OF BUSINESS

OPEN SESSION

B. Roll Call

C. Executive Director Remarks

D. Comments from the Public on Non-Agenda Items

E. Reports of the Commissioners

F. Board Committee Reports

Alameda Corridor Transportation Authority (ACTA) Committee Meeting of
March 10, 2016

G. Approval of the Minutes

Special Meeting of March 3, 2016

H. Presentation

I. Board Reports of the Executive Director

Consent Items (1 - 4)

Cargo & Industrial Real Estate

1. RESOLUTION NO.____________ - APPROVE SUCCESSOR PERMIT NO. 912 WITH CHAE WON PARK AND SU JA PARK

Transmittal 1
Transmittal 2

Summary: Staff recommends approval of Permit No. 912 (Permit) with Chae Won Park and Su Ja Park (Park) to succeed Revocable Permit No. 91-19 (RP 91-19). The Permit will acknowledge the existing sublease under RP 91-19 to Chong S. Chang. The successor Permit has a term of five years (January 1, 2016 - December 31, 2020) and is for a retail operation on Terminal Island, which provides an important maritime support function to nearby tenants and others in the Terminal Island area. Under the Permit, the initial monthly rent of $856 will be effective retroactively to January 1, 2016, with two fixed rental increases within the first 15 months of the five-year term until reaching the market rent of $1,448. Thereafter, the market rent will be subject to an annual Consumer Price Index (CPI) escalator for the remaining term.

Recommendation: Board resolve to (1) find that the proposed action is exempt from the requirements of the California Environmental Quality Act (CEQA) under Article III Section 1(14) of the Los Angeles City CEQA Guidelines as determined by the Director of Environmental Management; (2) approve Permit No. 912 with Chae Won Park and Su Ja Park; (3) authorize the Executive Director to execute and the Board Secretary to attest to Permit No. 912; and (4) adopt Resolution No.____________.

Office of the City Attorney

2. RESOLUTION NO.____________ - APPROVE FIRST AMENDMENTS TO AGREEMENT NO. 13-3134 BETWEEN THE CITY OF LOS ANGELES HARBOR DEPARTMENT AND KUTAK ROCK LLP, AGREEMENT NO. 13-3135 BETWEEN THE CITY OF LOS ANGELES HARBOR DEPARTMENT AND NIXON PEABODY LLP AND AGREEMENT NO. 13-3136 BETWEEN CITY OF LOS ANGELES HARBOR DEPARTMENT AND POLSINELLI LLP

Transmittal 1
Transmittal 2
Transmittal 3

Summary: The Office of the City Attorney recommends that the Board of Harbor Commissioners (Board) extend the term for three outside bond counsel agreements by six months. The current three-year agreements with Kutak Rock LLP, Nixon Peabody LLP and Polsinelli LLP (No. 13-3134, No. 13-3135 and No. 13-3136, respectively) are set to expire on June 18, 2016. The City of Los Angeles Harbor Department (Harbor Department) may undertake a refunding transaction this spring or summer. Although a competitive selection process is underway for new bond counsel agreements for the next three year period (June 2016 to June 2019), these new agreements will most likely not be in effect when bond counsel services are needed for the potential upcoming financing transaction. The proposed six-month extension for the current agreements will allow the Harbor Department to receive uninterrupted service from the current firms, regardless of whether these firms continue as bond counsel under the pending selection process. The amendments only extend the term and do not alter the initial three-year appropriation. The Harbor Department remains financially responsible for payment of expenses under the proposed amendments.

Recommendation: Board resolve to (1) find that the proposed action is exempt from the requirements of the California Environmental Quality Act (CEQA) under Article II, Section 2(f), of the Los Angeles City CEQA Guidelines as determined by the Director of Environmental Management; (2) approve the First Amendments to Agreement No. 13-3134 with Kutak Rock LLP, Agreement No. 13-3135 with Nixon Peabody LLP, and Agreement No. 13-3136 with Polsinelli LLP extending the term of each agreement to a total of three years and six months from June 19, 2013 through December 18, 2016; (3) authorize the Executive Director and Board Secretary to execute and attest to the said First Amendments for and on behalf of the Board of Harbor Commissioners; and (4) adopt Resolution No.____________.

Office of the City Attorney

3. RESOLUTION NO.____________ - APPROVE FIRST AMENDMENT TO AGREEMENT NO. E-6779 BETWEEN THE CITY OF LOS ANGELES HARBOR DEPARTMENT AND JACKSON DEMARCO TIDUS PECKENPAUGH

Transmittal 1

Summary: The Office of the City Attorney recommends that the Board of Harbor Commissioners (Board) approve a First Amendment to Agreement No. E-6779 between the City of Los Angeles Harbor Department (Harbor Department) and the law firm Jackson Demarco Tidus Peckenpaugh (Jackson Demarco), to increase compensation by $200,000 to a maximum not to exceed $350,000 and extend the term to three years, expiring on March 31, 2018. The Harbor Department remains financially responsible for payment of expenses under the proposed amendment.

Recommendation: Board resolve to (1) find that the Director of Environmental Management has determined that the proposed action is exempt from the requirements of the California Environmental Quality Act (CEQA) under Article II, Section 2(f), of the Los Angeles City CEQA Guidelines; (2) approve the First Amendment to Agreement No. E-6779, increasing compensation by $200,000 to a maximum not to exceed $350,000 and extending the term to a total of three years from April 1, 2015 through March 31, 2018; (3) authorize the Executive Director to execute and Board Secretary to attest to the First Amendment; and (4) adopt Resolution No.____________.

Commission Office

4. RESOLUTION NO.____________ - APPROVAL FOR COMMISSION VICE PRESIDENT, DAVID ARIAN TO TRAVEL ON A WORKFORCE DEVELOPMENT TRIP TO VANCOUVER, B.C.

Recommendation: Board resolve to adopt subject Resolution No.____________.

Regular Items (5 - 8)

Cargo & Industrial Real Estate

5. RESOLUTION NO.____________ - FIRST AMENDMENT TO OPERATING AGREEMENT NO. 15-3354 BETWEEN THE CITY OF LOS ANGELES HARBOR DEPARTMENT AND HECATE ENERGY HARBORSIDE LLC

Transmittal 1

Transmittal 2

Summary: Staff recommends approval of the First Amendment to Operating Agreement No. 15-3354 (Agreement) with Hecate Energy Harborside LLC (Hecate), which will change the list of approved installation sites for solar paneling outlined under Exhibits B and F of the Agreement. The Agreement is for a term of 20 years (January 5, 2016 through January 4, 2036) and lists 12 sites. The First Amendment will substitute four sites in place of six sites originally approved. The City of Los Angeles Harbor Department (Harbor Department) is contemplating a fifth location that may be presented to the Board of Harbor Commissioners (Board) at a later date, but only after more public outreach is completed. As previously conveyed to the Board at the time of the Operating Agreement's approval, all sites were subject to subsequent California Environmental Quality Act (CEQA) review and permitting. It has been determined that the ground-mount installation sites will not be able to be completed before the December 31, 2016 deadline imposed by the Los Angeles Department of Water and Power (LADWP) FiT50 (Feed-In Tariff) program.

Recommendation: Board resolve to (1) find that the Director of Environmental Management has determined that the proposed action is exempt from the requirements of the California Environmental Quality Act under Article II Section 2(f) of the Los Angeles City CEQA Guidelines; (2) approve the First Amendment to Operating Agreement No. 15-3354 with Hecate Energy Harborside LLC; (3) authorize the Executive Director to execute and the Board Secretary to attest to the First Amendment to Operating Agreement No. 15-3354 upon approval by the Board; and (4) adopt Resolution No.____________.

Debt & Treasury

6. RESOLUTION NO.____________ - APPROVING THE EXECUTION OF CERTAIN DOCUMENTS IN CONNECTION WITH THE ISSUANCE BY THE ALAMEDA CORRIDOR TRANSPORTATION AUTHORITY OF ITS SUBORDINATE LIEN REVENUE REFUNDING BONDS AND SECOND SUBORDINATE LIEN REFUNDING REVENUE BONDS AND AUTHORIZING SUCH OTHER ACTIONS AS ARE NECESSARY TO ASSIST THE AUTHORITY IN THE ISSUANCE OF SUCH REFUNDING BONDS AND MAKING A DETERMINATION RELATING THERETO

Transmittals

Summary: Staff requests that the Board of Harbor Commissioners approve certain documents related to a proposed bond financing for the Alameda Corridor Transportation Authority (ACTA). Given the Port of Los Angeles' role as a partial guarantor of ACTA's debt along with the Port of Long Beach, it must provide certain financial and operating disclosure to the bond market for any ACTA bond transaction both at the time of the initial offering and for as long as the bonds remain outstanding. ACTA is projecting that future revenues will be insufficient to cover debt service payments starting in FY2017. The proposed financing would restructure ACTA's 2004 Series A Bonds to substantially reduce projected shortfall advance payments from the two ports from over $200 million to approximately $30 million from FY2017 to FY2026.

Recommendation: Board resolve to (1) find that the proposed action is exempt from the requirements of the California Environmental Quality Act (CEQA) under Article II Section 2(f) of the Los Angeles City CEQA Guidelines as determined by the Director of Environmental Management; (2) authorize the execution and delivery of the Continuing Disclosure Certificate, the Letter of Representation, and other related documents and certificates in connection with the issuance and sale of the 2016 ACTA Bonds; (3) authorize the City of Los Angeles Harbor Department's Executive Director or Chief Financial Officer, each of them acting individually, to comply with the terms and intent of the Board's Resolution, to assist ACTA in the issuance of the 2016 ACTA Bonds, to execute and deliver any documents or instruments related thereto and to take such other actions as may be deemed necessary or desirable in order to carry out the purposes of the Board's Resolution subject to: (i) approval of the issuance of the 2016 ACTA Bonds by ACTA; and (ii) the conditions set forth in the Resolution; (4) approve certain disclosure relating to the finances and operations of the City of Los Angeles Harbor Department to be contained in the Preliminary Official Statement and the Official Statement for the 2016 ACTA Bonds under the caption entitled "THE PORT OF LOS ANGELES" set forth in "APPENDIX B, INCLUDING AUDITED FINANCIAL STATEMENTS" previously provided to the Harbor Department, with such changes thereto as the Executive Director or the Chief Financial Officer may require or approve; and (5) adopt Resolution No.____________.

Environmental Management

7. RESOLUTION NO.____________ - ADOPTION OF THE FINAL INITIAL STUDY/NEGATIVE DECLARATION FOR THE SA RECYCLING CRANE REPLACEMENT AND ELECTRIFICATION PROJECT (LOS ANGELES HARBOR DEPARTMENT APPLICATION FOR PORT PERMIT NO. 151203-136; STATE CLEARING HOUSE NO. 2016021009)

Transmittal 1

Summary: Staff recommends that the Board of Harbor Commissioners (Board) adopt the Final Initial Study/Negative Declaration (IS/ND) for the proposed SA Recycling Crane Replacement and Electrification Project (proposed Project) along with comments and responses to comments, and approve the proposed Project as described in the Final IS/ND. SA Recycling, located at Berths 210-211 on Terminal Island within the Port of Los Angeles performs general scrap metal processing and recycling of automobiles and appliances which are then loaded onto vessels using a mobile harbor crane to be exported overseas. The crane at the site is a 1996 California Air Resource Board (CARB)-certified Tier 2 diesel crane. The proposed Project seeks to replace the existing crane with a less-polluting and quieter CARB-certified Tier 4 diesel/electric hybrid crane using grant funding awarded by the United States Environmental Protection Agency. There are infrastructure improvements needed at the site to electrify the wharf but the facility's operations will not be altered or expanded as a result of the new crane.

Recommendation: Board resolve to (1) find that, pursuant to the State California Environmental Quality Act Guidelines Section 15074, the Final Initial Study/Negative Declaration for the SA Recycling Crane Replacement and Electrification Project, (a) has been completed in compliance with the State California Environmental Quality Act Guidelines and the Los Angeles City California Environmental Quality Act Guidelines; (b) was presented to the Board for review and was reviewed and considered by the Board prior to approving the proposed Project; and (c) reflects the independent judgment and analysis of the City of Los Angeles Harbor Department as the Lead Agency; (2) find that, based on the whole record before it, including, (a) the information contained in this report; and (b) the Final Initial Study/Negative Declaration for the SA Recycling Crane Replacement and Electrification Project, the proposed Project would not have a significant effect on the environment pursuant to Public Resources Code Section 21080 and State California Environmental Quality Guidelines Section 15070; (3) find that all information added to the Final Initial Study/Negative Declaration after the public review period, but before adoption, merely clarifies, amplifies, or makes insignificant modifications, and that recirculation is not necessary; (4) adopt the Final Initial Study/Negative Declaration for the SA Recycling Crane Replacement and Electrification Project; (5) authorize the Environmental Management Division to file the Notice of Determination for the subject proposed Project with the Los Angeles City and County Clerks; (6) approve the SA Recycling Crane Replacement and Electrification Project; and (7) adopt Resolution No.____________.

J. Special Order of the Day - Level II Non-Appealable Coastal Development Permit

Public Hearing

8(a) ISSUANCE OF A LEVEL II NON-APPEALABLE COASTAL DEVELOPMENT PERMIT (NO. 16-01) TO SA RECYCLING, LLC TO INSTALL A MOBILE HARBOR CRANE AT BERTHS 210-211

Pursuant to the California Coastal Act of 1976, as amended and the Port of Los Angeles' certified Port Master Plan, notice is hereby given to all interested persons and organizations that the Los Angeles Board of Harbor Commissioners will hold a public hearing to receive public comments prior to considering the following for a Coastal Development Permit.

Planning & Strategy

8(b) RESOLUTION NO.____________ - ISSUANCE OF A LEVEL II NON-APPEALABLE COASTAL DEVELOPMENT PERMIT (NO. 16-01) TO SA RECYCLING, LLC TO INSTALL A MOBILE HARBOR CRANE AT BERTHS 210-211

Transmittal 1

Transmittal 2

Transmittal 3

Summary: Staff recommends that the Board of Harbor Commissioners (Board) approve a Level II non-appealable Coastal Development Permit (CDP) No. 16-01 for the proposed SA Recycling Crane Replacement and Electrification Project (proposed Project). SA Recycling, located at Berths 210-211 on Terminal Island within the Port of Los Angeles (Port), performs general scrap metal and processing and recycling of automobiles and appliances which are then loaded onto vessels using a mobile harbor crane (crane) to be exported overseas. The crane at the site is a 1996 California Air Resource Board (CARB)-certified Tier 2 diesel crane. The proposed Project seeks to replace the existing crane with a less-polluting and quieter CARB-certified Tier 4 diesel/electric hybrid crane using grant funding awarded by the United States Environmental Protection Agency. There are infrastructure improvements needed at the site to electrify the wharf but the facility's operations will not be altered or expanded as a result of the new crane. SA Recycling is financially responsible for the proposed project cost of $5 million.

Recommendation: Board resolve to (1) hold a public hearing for the proposed Coastal Development Permit No. 16-01, a Level II non-appealable permit; (2) find that the proposed project conforms with the Port of Los Angeles certified Port Master Plan and find that this project will have no significant adverse environmental impacts as provided in the Final Initial Study/Negative Declaration prepared pursuant to the California Environmental Quality Act; (3) upon closure of the public hearing, resolve to approve the issuance of Coastal Development Permit No. 16-01, consistent with the project description listed on Application for Port Permit No. 151203-136, and direct the Director of Planning and Strategy to issue said permit; and (4) adopt Resolution No.____________.

CLOSED SESSION

K. Closed Session Items

1. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION

(Subdivision (d)(1) of Government Code Section 54956.9

City of Los Angeles v. BAE Systems San Diego Ship Repair, Inc., United States District Court Case No. CV 13-8810 CBM (AGRx)

2. CONFERENCE WITH REAL PROPERTY NEGOTIATORS

(Government Code Section 54956.8)

Provide instructions to its real estate negotiators with respect to Permit 704 with ExxonMobil Oil Corporation:

Property: Berths 237-240, Terminal Island, California

City Negotiator: Michael Galvin

Tenant Negotiator: Christi Vogl

Negotiating Parties: City and ExxonMobil Oil Corporation

Under Negotiation: Price and Terms

3. CONFERENCE WITH REAL PROPERTY NEGOTIATORS

(Government Code Section 54956.8)

Provide instructions to its real estate negotiators with respect to the proposed ground lease for Ports O'Call site:

Property: Berths 74-83, San Pedro, California

City Negotiator: Michael Galvin

Tenant Negotiators: Eric Johnson, Brian Saenger

Negotiating Parties: City and LA Waterfront Alliance

Under Negotiation: Price and Terms

L. Adjournment