one could argue that the project is not fully funded because the current budget does not include the scope that is part of what the board has most recently approved and so we need to... it seems like we would need to reconcile that to meet the tifia project, notwithstanding the specific uses of the tifia dollars are, is that my understanding, the loan requirement? >> and i can't speak for tifia of course, and i am not sure if they would, mind, or care if the park were not included in the budget, because they although i am sure that the local fta office will enjoy having a park nearby, they don't view it as a transit use. >> and that is not part of the project. >> technically, yes, but for our purposes to answer your questions, dekt director yes as far as we are concerned we will be coming back with the above elements for the park and we are working with the mayor's

office on identifying that funding. >> so we will have a budget adjustment before we are ready to execute the loan, which will meet theirs. >> we have to. >> okay, all right. >> and i, and i noticed that you had the office of the city's office of public finance on the selection committee? >> yes, we have been briefing them because nadia sits on the ocii over board as well and we have briefed the mayor's office as well on the real estate klaleral and so they have been involved. >> and the last question is the margin that you said was set or that you spoke of what it would be for the first year, and what is the... >> it is just a half of a percent each year there after. and so it will go up to 2.75, in the second year and there after a. and increase. >> and the interest rate cap,

is going to be subject to some competitive process, do we have, without wanting to compromise the process, do you have a sense of what that might and what could we reasonably expect that cap to be. >> we are considering a cap between 50 and 100 basis points and we will be working with a consultant who lives and braoegts interest rate caps. >> over three months, which is currently at or below a quarter. >> and so it is not an absolute cap. it is a cap that floats above the (inaudible)? >> it sets a strike price and so if we have a, why don't i let you speak to this. >> no worries. >> it is an absolute cap. >> if it goes above 50 bips and then a company pays and then takes... (inaudible). >> if the global markets collapse and something else happens in the world we will still be firmly capped

regardless of what libor does? >> yeah. >> okay, great. >> thank you. >> kind of a related question to that, to that one, and that is, this is it seems to the most open-ended part and that whole cap and everything and you have a break down because the capitalized fees of the 32 million there, and if you just figure out the current interest rate, extend it, and that will be about 16, or 16 million over four years, and so, what does the other 16 million come in for? >> actually, director harper that is a good question, and because of the stepped up nature of the margin and the interest is really like 29.3 million when you calculate it all out and the remainer right now is an indicative estimate for what it might cost and we have tried to use the estimates when the comes close and we are

able to generate more in proceeds for tjpa. >> it seems that one of the things that we are counting on here is to be able to prepay, essentially and cut it off and whoever is giving that cap insurance, to us, is having to figure out on four years, and the libor to go ahead and the gap going up so much every year, do we get any of that back if we prepay? >> if we prepay, we are able to sell the remainder of the cap and the three years of the cap with that provider to someone else in the market. >> bailsed based on the motion. >> there is no possible if we prepay, right? >> there is no obligation, between ourselves and the bank, but there will be an application between the tjpa and the cap provider. >> after we paid off the loan. >> yes, there is no redemption

in the cap, it is a four-year instrument. >> why would there be anything left? >> you say that there is an obligation left. >> we have three years of interest rate protection that we can solve. >> that will be valuable in the market to somebody else. >> yeah, this is what i don't like about the derivatives you know? and i can understand, why, and i hate to be in this business. but i mean, but we have to be. any other questions? >> i may have missed it and i might need the clarification and i had a hard time following all of the numbers, but in the best case scenario where things are paid off, within a year from closing, what is the best case and you said that the budget could absorb that. and so my first question is, what are the key risk items, and you may have said this, and

just articulate again, the risk items of being able to do that? >> and in the probability and then in the second piece is, if you are not able to do that, and you go and you go to the full extent until you have to have the tax increment financing, what is that, what is that equate to in terms of what the budget can absorb and what additional funding would be needed? >> sure, i will address your first question, first, about the risk. and so the risk of not being able to pay back is the risk to not be able to draw down on tifia and not areceived, 429 million in land sales which will mean that block 8 or five had not closed as a mentioned things happen and the land scale dates do get closed out from time it time nothing like

four years and the bids on those parcels have already been received. and they are locked in to the extent that there is a disposition and a development agreement in place, with block 8,; is that correct?? >> all of the properties 8, 9, and 5, and disposition and development agreement in various levels of process, and i believe that block 8 is schedule for coming before the ocii commission, relatively, and closed dates are set forth in those agreements with ocii, and so the risk that the land sales would not occur, i would say is relatively small, and then the full funding condition. the recognition of formation of the cfd, and alleviates quite a bit of that risk, and we are

able to use, the proceeds towards the phase one, and so, and of course, it is mentioned that we are talking with the mayor's office, about and your second question was about the net tax increments take out and i will let, bryant it is going to be a function of hopefully, if the block and the block 8

and five, closed, and then, be able to generate more proceeds and deem out the bridge loan and i think that the more conservative read would be that if we are in that position where we need to go out for the tax increment financing and something, on the development schedule is probably and that will be a function of the market and we are in the period of low interest rate and that is not to say what the market will be in 2019. >> we are in the high threes. >> if that is goes the one year. >> that is the full term. >> everything?

>> sorry? >> for everything, including the fees, basically, it is below the effective cost for tifia, and which, is and that includes the escrow and everything. because it is 36 million total that you have got. as an expense on 171, and i am sort of just putting that out as 5.5. >> it is just how you are characterizing that aspect of it. >> and it seems that you will be out for a long term, and no matter what happens. >> we don't have the credit now, and the easy place and the mature lenders with the tifia

loan, which is what we expect as first and expect to use for this tax increment that is going to be very robust when the transbay redevelopment area is mature. >> i know that the staff has done a good job and it looks like bringing forth this type of a bridge loan and i am certainty about all of the various steps that we have to go through and this information being fresh, to me. but i do need more clarification would you you like to ask your questions? >> there are so many pieces and there are some questions that i think that ed has asked regarding the budget and the

roof top and how that parcel five and eight and all of these that are began aties to this bridge loan and i, you know, i, i hear a lot, but i just need to know a little bit more about each one of these parcels and when, they are schedule, and what the expectations are. >> i think that it will be important to start to address that, because director, and if sarah could address this as well. this item, we can't delay this item and sarah can go into the reasons but she can go into any questions that you have on the parcels so the next expected close is block nine in 2015 and a sale price of 43.3 million, and following that blocks eight and five will close in a month

of each other and that will close on october one and the block five is sort of the crown ju ill, and 172 million, purchase price which did exceed our estimate and it is an office tower that will be adjacent to the transit center and just behind the office building that tjpa offices are in and that is expected to close on september first, 2015. and again, there are exclusive negotiation agreements in place between oci i and the developers for each of those parcels. >> those are in motion and so

they approved amending the quick claim agreement yesterday, and it will be forwarded to the full commission next wednesday the spoke with the committee that were there yes and the reason that the agreement existed in the first place that the project was not under construction and it sounded like, he was in support of the interest, and it will be with the agreement and if the quick claim if the parcels are not sold when the bridge loan is redeemed and we have been working with the mtc staff on that item and we have been working closely with ocii staff as well and as you can imagine, and the items were approved, at the ocii commission, and the beginning of this month.

and they were two pieces of the legislation that were necessary, for the board of supervisors that same day, and we have them briefing the various board members, and kim, and it will go to the board's budget, and finance committee, next week as well on the 19th. and the budget analyst offices is going to be releasing a report tomorrow, i believe and we have been working closely with that office, for the information, in that report and the bottom line of that report, as in the draft that we have seen is that there is no fiscal impact to the city. the board is sitting as a committee of the whole for certain pieces of the legislation and that is, and it is calendared for december 9th and we have been getting indications of support, from

all of the board members that we have briefed this far. and we have been working with cal tran staff, of course, and just working on the form of documents that will be placed in escrow, and they are similar to the documents that cal trans, will place in the escrow when a land sale closes. >> what happens if we get to one of these boards and we don't get a passage? >> well, i have not done, a very good job, briefing them, if we get to that point. i don't anticipate that we would have difficulties of passage of these items, with the wide support that we are getting from the sister agencies and city staff. and deborah? >> yes, i could add director nuru that all of the approvals that sarah just mentioned are conditions to closing on the bridge loan. and so we would not move forward with closing on the bridge loan if we could not

line up the approvals. >> and again, nadia has been working with us director from the beginning on all of these documents. >> and i take it that absent some major change to this deal, there is no intention to bring this back to this board in this whole time line >> that is correct. if there were changes as they were presented to you today, they would come back in stem but we do not anticipate that that will be the case and all of the major items and minor items of and if i might support, you know, director there and so, if there is, and the city is the board of supervisors do they require our absolute final approval before they entertain it

but i am sure that they would like to have indication that the action they are taking is or has been approved by the tjpa board. >> all right. >> and i am sure that the submission to the state department of finance will require that final approval. >> and schedule for the 10th, or at least hopefully. >> that is schedule for as soon as the oversight board. >> and the department that could take up to 40 days, is that the one? >> they can. and oci, has brought in the matters to the state department of finance before. and with prebriefings and sending in the materials in advance, they have had some success in not having the department request those additional 40 days and we are actually schedule to go up to sacramento in a couple of weeks to begin that briefing process, and it has already begun, sending them background materials and we will be meeting with them in attorney in a couple of weeks. >> so the reason that we have

to go to the department of finance is because of the ocii. >> correct. >> and has to approve and they are having to modify a contract and that has to go in front of the department of finance. >> correct. >> okay. >> could you explain how they impact each other and how they cross? >> sure. >> the melaru and the bridge loan are not directly connected. >> they are not a source of repayment for the loan or for tifia and they are a source of full funding for phase one. and so, the district will be formed, and the city will validate the formation, and then, at some point, it could be next fall, once the block six construction has completed. and the city could be in a

position to issue bonds. and those bond proceeds, 82.6 percent of those bond proceeds, will come to tjpa for project costs. and it is anticipated what we worked out with the mayor's office that this suggestion of the public finance staff in the controller's office is to use a portion of those proceeds to fully fund, phase one and the remainder which is still quite a significant amount, be used for phase two, and in the downtown extension. >> and is the melaru the condition on getting this loan? >> no. we are covenanting in the credit agreement to work with the city, to the district and we cannot control the formation of it but we do covenant in the credit agreement that we will undergo or undertake our best effort to insure that the

district is formed. and of course, you approved the executive director voting in favor of formation that was our last meeting. >> and just by way of background, director on the status of the cfd, the city board of supervisors has taken two of the three legislative actions that are required to form the cfd and it is schedule a special election, for closing on december 29th. and we anticipate that the city board of supervisors will take its third. >> i understand that. >> okay i just want to and if we prepay and everything goes well, and on the year, and that insurance that we purchased for all of that time proves worthless, i am going to be upset and so your job is going to be somehow to find a buyer for that because that will be wasted money. >> and brian will send you a

copy of the check that we receive for selling remaining interest rate cap. >> yeah, okay. >> yes, go ahead? >> it was a meaty item and there could be a item that proceeds and that will be helpful and it was really a lot to absorb and this is not my area of expertise, and having said that, i will support it because, you have to keep the project moving having said that, i will add, i think that some of the reservation with me, because i am a recent board member and i don't have all of the history and all of the that

item will be helpful because there is a new budget to come out and with the draw down of the contingency and maybe this item triggers another need for boosting it up and missing that large picture, and how that might influence that and with that unknown, it makes me nervous, and so, i just wanted to say that for the record, and i think that it is essential and it has to be done but i think that those steps from staff will be really helpful. >> we have one member of the public that wants to address you. >> thank you, very briefly, i want to remind you that until

you prove to the contrary, route five is the only way for us to get to the east bay, and i have actually looked at the tower and i have a good idea of what attracts me to look like, >> and that concludes the members of the public that want to address you uppeder that item. >> we have a motion from director reiskin for approval? >> and is there a second? >> second. >> and the first and a second. >> director lee? >> okay. calle roll. >> director lee.

>> yes. >> nuru. >> yes. >> and reiskin. >> aye. >> and vice chair harper >> aye. >> as well and it is four ayes and item nine is approve. moving into the next item ten,authorizing the executive director to execute amendment no. 1 to the professional services agreement for temporary terminal facility management services with abm facility services extending the term of the agreement by three and one-half years to june 30, 2018, and increasing the maximum compensation by $3,957,188 to $9,500,000. >> and directors, sandra here to report on this item if you have any questions? >> my only question is how do we evaluate how have we been evaluating the performance to date? >> so if we could respond to that, please? >> ab has been the facility

manager since we opened in 2010 and they have performed, well, and they have come in under our negotiated budget each year and they have done an outstanding job, and not only maintaining the facilities security wise, and maintenance wise and repairs but they have done a lot of work on the perimeter and maintaining the sidewalks and even going over to the 108 stop and cleaning up there. and so we have been very happy with them, and what this proposal is, is basically, to execute two single year extensions that were in the original base contract. and then also, another year and a half to cover operations of the temporary terminal until the new transit center is opened and that year and a half, basically, came about as a result of the funding for the drain box and so once we

executed that, it extended the schedule out for i don't see any oil stains on the concrete, which is amazing considering all of the buses that we have circulating through the terminal and the beloved palm trees are in order and kept healthy which is important to us and it has kept us free and so that is how i personally evaluate it in addition to the work that our staff does and they are doing a good job. >> thank you. >> is it as clean as they used to maintain the old terminal? >> it is cleaner.

>> i have the same impression just as a user, very clean, and at least that is all that i can pick up on, and that being done very well. >> okay. and is there a motion? or speakers? >> the members of the public indicating that they want to address you on that item? >> so is there a motion for approval? >> and did i miss it. >> a motion for approval. >> motion? >> yes. >> and the second. >> and would you call the roll please? >> sure, director lee, yeah. >> nuru. >> yes. >> reiskin. >> aye. >> and harper. >> aye. and well that is four ayes and item ten is approved and the next item is eleven, the annual review of board policy number 009. the investment policy in conformance with the california government code and director sarah is here if you have any questions on this item?

>> is there a motion? >> just a review. >> no. >> no questions from the board and no members of the public wanting to address you we will move into your next item, 12. approving an amendment to contract no. 08-04-cmgc-000, authorizing webcor/obayashi joint venture to award a trade work subcontract to crown corr, inc., for tg08.2r: exterior awning in an amount of $1,750,000 for the design services portion of a design-build contract for the exterior awning, thereby increasing authorized direct costs by $1,750,000, and the authorized construction services fixed fee by $133,000 >> >> and masser savana will report on this item. >> good morning, directors. sorry. and let me just start with the summary of what we have awarded today and what we have awarded to go. we have awarded 805 million

dollars to date, and this meeting we will recommend award for 3 packages at 89 million dollars. and there are the exterior auning design services only, and the electrical package and the access equipment, and what is with that, and our total awards with what is recommended to date and what is awarded is 894 million dollars. the value for the packages is 213 million dollars. and that for the direct cost excluding the fees and the upcoming trade packages that was developed in february of 2014. and 246 million dollars. the difference is 33 million, and as well as the 26