Junction Development Project

VIDEO FILES of our store deliveries can be found here.

TPSS Board of Representatives Notes:

March 15, 2018

Dear Members of TPSS Co-op,

We have appreciated your support throughout the City of Takoma Park’s deliberations on how to develop the City-owned lot next to our store, including the City’s 2017 review of a Concept Plan submitted by Neighborhood Development Corporation (NDC). We have shared with our members and the City Council our serious concern that the dense development proposed by NDC provides too little space for Co-op deliveries or trash and recycling pick-up, and that the likely backup of trucks in front of the new development will cause safety risks.

The City’s deliberations will enter a new and decisive phase this spring, when the City Council considers a new and more detailed Site Plan. NDC is scheduled to submit the plan in April, and the City Council plans to take up review starting April 4. Currently, the Council is scheduled to vote on whether to accept NDC’s Site Plan on May 9.

We will be evaluating the plan carefully, communicating our concerns to you, and asking for your support again. In the meantime, please see our Junction Development Project page for an update on NDC’s proposal, our concerns to date, and what to watch for in the coming weeks.

We are pleased to report that the day-to-day management of our store continues in the capable hands of acting general manager Hussein Choteka. Our search for a new permanent general manager also proceeds, and we encourage our members to spread the word about this exciting opportunity for leadership of the Co-op management.

TPSS Co-op Board of Representatives

Read previous messages from our GM here.

November 7, 2017

A more complete picture of TPSS Co-op -
a letter to Mayor Stewart from your co-op.

Takoma Park Letterhead

November 7, 2017

Kate Stewart, Mayor
City of Takoma Park
7500 Maple Avenue
Takoma Park, MD 20912

Dear Mayor Stewart:

Please accept this letter into the record of proceedings related to the redevelopment of the City parking lot at the Takoma Junction. We have had time to reflect on the Council’s comments during the last public hearing. The Council held that hearing, and crafted its Resolution, in order to help inform the new Council in connection with this matter. We realize that some elected officials, like yourself, are very familiar with the Co-op because you have been a Takoma Park resident – and a Co-op member – for many years. Others in our community have little, if any, familiarity with who we are. In the spirit of your last hearing, this letter is intended to provide for the record a more complete picture of the Co-op. Because of the nature of the development proceedings, we have been considered largely in the context of our operational needs (e.g., parking, deliveries, trash removal), and think it is important for everyone who considers the development project to understand the Co-op in a broader context.

The Co-op is community owned, which explains in part why so many people who live here feel it embodies the essence of Takoma Park. It makes it unique among other grocery stores in our area. Anyone can become a member, and every member is an owner. Today we have nearly 10,000 members, which means nearly 10,000 people have an ownership interest in this grocery store, and our impact extends beyond the individual member as the whole household shops with that membership. We are not a charity or non-profit organization. We pay taxes and we use our profits for the good of the community in what we call our Triple Bottom Line:

  • As a business serving Takoma Park residents, we constantly reinvest our profits to benefit our members, our staff and the broader community.
  • We are careful to invest in products and services that protect and nurture the planet and our immediate area: sustainable and organic food and products from local producers, whenever possible. We are not a global corporation like Whole Foods or Wal-Mart. We’re smart-sized, local and community owned.
  • Like any smart business, we invest in new products and equipment that enable us to do a better job of serving our customers – a new cooler or shopping carts one month, a new product line the next.

Nearly 10,000 households mostly from Takoma Park and nearby D.C. have paid $100 apiece to become member-owners of our co-op. We have been growing lately at a net rate of about 500 new households a year. Unlike the big supermarkets, no hedge funds or foreign conglomerates are involved in TPSS. Each shareholder gets one vote electing our local board of directors. They also get discounts when they shop. You don’t have to be a member to shop at TPSS, of course, but in joining, one makes a statement of support for who we are and what we do in Takoma Park and Montgomery County.

We are first and foremost a co-op store that provides fresh produce, organic food and bakery goods, dairy and meat items, and wellness and personal care products. Since 2015 we’ve been licensed to sell beer and wine for offsite use. We are proud to support nearby producers and have done so for many years, long before it became fashionable. Currently we carry hundreds of products from 110 local suppliers, businesses such as Harrisburg Dairies, Simply Sausage, Licking Creek Farms, Peabody Heights Brewery, and Bete Ethiopian. Our members have told us it’s important to them that we carry local products. We assume it is important to the members for the same reasons it’s important to us; we are supporting neighboring enterprises, we know who is making our food, and the products meet our needs.

We also bring the community together in non-commercial ways. For example, our Poker Chip program allows shoppers to donate the credits we offer for those who bring their own shopping bags to donate to local groups like the Humane Society, the Takoma Park Volunteer Fire Department, Manna Food Center and Eco City Farms. Last year we contributed $3,177 to these sorts of groups from the Poker Chip program.

Similarly, our Pay It Forward program makes it easy for shoppers to contribute to feeding hungry families in our community. This past year $1,394 was donated in food items to the Manna Food Center at Silver Spring United Methodist Church. When the hurricanes this fall hit so many people, we created local Round Up opportunities so that shoppers could round their purchases up to the nearest dollar and contribute to hurricane relief in Texas ($4,135) and Puerto Rico ($960). Each year we host and support Earth Day in Takoma Park by providing funds, food and equipment. And each year we donate thousands of dollars of food to organizations that are part of our community such as the Adventist Community Services of Greater Washington.

With 43 employees as I write, we are one of the City of Takoma Park’s top 20 employers. Our staff is, by design, multi-cultural, representing 21 nationalities and a wide array of languages. That may be why so many immigrant residents of our community shop with us. We provide full health care coverage to all employees who work over 30 hours per week while also funding their Health Reimbursement Account to pay up to $4,000 for out-of-pocket care.

And yes, we pay taxes to our city, as well as to the state of Maryland and the federal government. For fiscal year 2016-2017 we paid $190,549 in federal income tax and $50,394 in Maryland income tax, $121,914 in employment taxes, plus $16,504 in real property taxes and $18,680 in personal business assessments. We pay the City of Takoma Park an additional $21,986 to lease access to the city-owned Takoma Junction property next door to enable suppliers to make deliveries to our store, to house our trash and recycling containers, and to provide our customers and employees an additional 16 parking spaces to supplement our own off-street parking lot.

We are proud of our history and our engagement in the community where many of our members live and work. We welcome the continuing support and commitment we have enjoyed from the City government, and look forward to working together for many years to sustain a uniquely wonderful and prosperous Takoma Park.


Martha Whitman
Interim General Manager
TPSS Co-op

October 27, 2017 - Update added

Letter from the city requesting information, and the TPSS Co-op response

Takoma Park Letterhead

October 18, 2017

Takoma Park Silver Spring Co-op
ATTN: Rachel Hardwick, President Board of Directors
Martha Whitman, Interim General Manager
301 Ethan Allen Avenue
Takoma Park MD 20912

Dear Ms. Hardwick and Ms. Whitman,

Thank you for meeting with the Mayor and staff recently and for the comments provided by you and many of your members on the planned Takoma Junction development throughout this roughly four year process. We are committed to the project and our partnership with NDC and appreciate your desire to protect the business interests of the Co-op.

We have many hopes for the Takoma Junction area, including the development of the City’s lot which will act as an economic stimulus for all of the business in the area. We believe that by expanding the customer base of existing businesses, by providing opportunities for new and growing enterprises, and by providing desired services, options, and amenities for the community, we will be able to facilitate the revitalization of the Junction in a manner that is equitable, contextually sensitive and environmentally sustainable.

We are pleased that the Co-op is as equally committed to the Junction. Your decision to renew your lease for another 20 year term and the substantial cash reserve you have set aside for interior and exterior capital improvements, including the $500,000 grant recently secured from the State of Maryland, is encouraging and evidence of your long term commitment to the Junction and the community.

During the Council’s October 11 work session, a number of questions were raised by Council about identifying the Co-op’s needs and how the Co-op can potentially use its site and its construction funds to help address the logistical problems that are being discussed. Several additional questions had been raised by staff in its meetings with Co-op representatives.

Here is the information that would be helpful:

Delivery Schedules

While the Co-op has been clear about the inability to control the timing of the seven 18-wheeler deliveries each week, what is the schedule of the deliveries from the smaller trucks and other vehicles? Can these deliveries be scheduled in a way that minimizes vehicular conflict on and around the site; that is, minimizes multiple trucks arriving at the same time or at times of heavy customer traffic?

Location of Deliveries

While the 18-wheeled trucks require special site arrangements, smaller delivery vehicles (box trucks, vans, etc.) can drive into the Co-op’s parking lot for unloading. At the rear of the property on the Sycamore Avenue side, there is a loading dock and an area with no parking spaces. On the Columbia Avenue side there is a ramp for deliveries, with several doors. Construction work may be needed on the interior and exterior of the building to make these locations work well for deliveries and/or trash and recycling collection (see below) since it has been a long time since they were used this way. Interior design changes might include the installation of a freight elevator to make the best use of possible storage areas. Use of the Co-op’s parking lot may also require a redesign of the lot and could affect curb cut locations. Have options for any of this been considered? What has been learned from looking into these options?

Trash/Recycling Collection

What is the schedule for trash and recycling collection? The Co-op noted there is collection six days per week. Is that of both trash and recycling? What kinds of trucks do the collection for trash and for recycling use and what time of day does each come? Could the collection be done from the Sycamore or Columbia sides of the Co-op building, with appropriate design modifications? Such modifications would likely include an enclosed area for the dumpsters and bins. Scheduling of the collections for appropriate times would likely be desirable.


The Co-op currently rents 16 parking spaces on the City lot, primarily for staff parking, with no additional spaces dedicated for customer parking. Other spaces on the City’s lot are only lightly used (and parking is not just for Co-op customers). The Co-op has indicated that it needs 25 parking spaces on the City’s site to accommodate its needs. How did the Co-op determine that this is the number of spaces it needs? What are the parking needs of the Co-op staff? When is the heaviest demand for customer parking? Do 25 spaces need to be dedicated for Co-op use or can they be shared based on time of day, etc.? Can the Co-op’s parking lot on the Sycamore Avenue side be modified to provide more on-site parking for your customers? Is the Co-op considering other options to reduce parking space need such as grocery delivery or a ride home for patrons without a car, as is provided by the MegaMart grocery store?

Possible Co-op Site Changes

If changes are being considered in the way the Co-op’s site is used, that information will be important to incorporate into the upcoming traffic studies. And, if some of the information learned in answering these questions could affect the site design on the City’s lot, either negatively or positively, this is the time to know. The combined area of the Co-op’s lot and the City’s lot is relatively small and so a collaborative approach to operations and design is in the interests of all of us.

Business Opportunities

The Co-op’s interim general manager, Martha Whitman, noted the “shift in the market place and increased pressure on the margins” at last Wednesday’s Council meeting. New businesses and attractive activities will draw new customers to the Junction, providing an opportunity for the Co-op to expand its customer base. As you move forward on your own plans to increase your presence in the Junction, we look forward to working with you.


Suzanne R. Ludlow

Suzanne R. Ludlow
City Manager

cc: Takoma Park City Council

Takoma Park Letterhead

October 25, 2017
City of Takoma Park, Maryland
Suzanne R. Ludlow, City Manager
7500 Maple Avenue
Takoma Park, MD 20912

Dear Ms. Ludlow,

Thank you for your letter, dated October 18th. We are providing these preliminary responses in order to give you as much information as we can before the Council hearing scheduled for tonight. As you know, your questions required detailed operational answers and some require further research, and I anticipate supplementing this letter after we finish analyzing the issues raised. In the meantime, please accept the information that we now can provide.

Delivery Schedules
Our receiving hours are from 5:30 am to 2:00 pm, Monday through Sunday. In response to your inquiry regarding whether or not we can schedule deliveries of our smaller trucks, the short answer is no. It’s industry practice to have a window of time during which we receive deliveries. We cannot prescribe when a specific local vendor can deliver at a specific time. Each vendor has many factors that dictate each day how they design their delivery route (e.g., the type and source of the products being delivered, the various delivery locations each vendor must accommodate, traffic patterns, etc.). We are limited to specifying general receiving hours. We also need food to be as fresh as possible and we want it available as early as possible for our shoppers in any given day. For example, bread is delivered daily, as it should be.

Last week our two largest deliveries (the 18-wheelers) arrived between 5:30am and 8:00am and their arrival and unloading time overlapped twice. This illustrates our consistent concern that the lay-by doesn’t address this reality. Our largest supplier, UNFI, takes up to an hour to unload. This includes unloading pallets and bringing them into the store, and then (often) redistributing the remaining load inside the truck. One day five smaller deliveries arrived between 5:30 am and 8:00 am, with four and three smaller deliveries during those hours on other days of the week.

The total number of deliveries between October 10/16/2017/ and October 10/22/2017/, broken down by the days of the week was:
Monday = 18           Tuesday = 13
Wednesday = 4       Thursday = 20
Friday = 21              Saturday = 10
Sunday = 5

Location of Deliveries
The Co-op’s parking lot and old loading dock that parallel Sycamore and Columbia Avenues are alongside single-family residential neighborhoods. In our effort to be a good long-term neighbor, we don’t consider those two sides of the property to be viable locations for receiving our deliveries, especially given the very early morning hours that many of our deliveries arrive. Of note is the noise associated with unloading products such as the sound of the truck’s engine and compressor as well as the sound of the workers moving the goods.

We are open to the idea of an elevator on the west side of our building to access the Co-op’s lower level for shoppers (with and without a shopping cart), including possible access from the store to the parking garage. We have not done any design work on this concept because it remains a hypothetical possibility until NDC’s development plans are more certain.

Trash/Recycling Collection
Our trash and recycling contracts are with Waste Management of Maryland, and between the two services WM trucks serve our property every day except Sunday. We have an 8 yard dumpster for trash (emptied Tuesdays and Fridays), and an 8 yard and a 2 yard dumpster for recycling (emptied Monday through Saturday). We do not control WM’s trash or recycling pickup schedule. Some pickup is very early in the morning (as early as 5:00 am), and others are mid-day. In our view, having the storage and pick-up of those dumpsters in lots that confront the adjoining single-family homes would be unsightly and (given the number of pickups) disruptive to our neighbors.

The WM trucks are standard commercially-sized front loaders that require access of 15’ in width and 25’ in height. I don’t believe the garage can accommodate underground trash pickup, which would require a minimum underground parking garage ceiling height of 25 feet. I understand based on my research that this garage design is rare. If NDC can accommodate this design in its project we would welcome the opportunity to explore this option with it.

Barring design changes in the NDC project, at this time, we see the option for receiving goods and having trash removed on the west side of our building.

The 25 spaces that we determined would be needed is based on an industry standard of grocery stores requiring 4 to 7 spaces per 1000 square feet of retail space. We have 5,500 square feet, which would put the range from 22 to 39. Too little parking is a very real and significant problem for a grocery store. In our perfect world we would want 39 spaces, but are trying to acknowledge site constraints. With NDC’s acquisition of the Auto Clinic site, we are hopeful additional spaces might be possible.

Factoring the seventeen spaces on the Sycamore lot, the Co-op requests a minimum of 20 dedicated spaces. I imagine we could do a combination of dedicated spaces and use some kind of voucher, validation or ticketing system for additional spaces. Many urban grocery stores provide parking ticket validation for their customers in adjacent garages for a fixed period of time while shopping. We are currently conducting a shopper’s survey to get more specific information for our parking needs.

At this time our business model does not include a delivery service. At some point in the future we may expand to include an online shopping service, but that is not in the foreseeable future nor can we anticipate how it would change parking requirements. (For example, that type of service may be useful to people who don’t now shop in the store but would be interested in a home delivery service.)

Possible Co-op Site Changes
We are thrilled to have the capital improvements grant from the State of Maryland, and there are grant restrictions that constrain changes to our building because the grant program is intended to restore old buildings and stay true to their design heritage. Much of the grant work is structural restoration and upgrade with a focus on ADA compliance.

I agree we need a collaborative approach to find the right design. I regret that we cannot be more specific at this time with some of our responses, but the NDC plan continues to change and significant elements remain unclear. This lack of detail hampers our ability to fully respond at this time. I hope the information currently provided is helpful to you and City officials in further evaluating the NDC proposal, and we look forward to working with you as well.


Martha Whitman
Interim General Manager

October 08, 2017

City Council Will Act Soon on Takoma Junction Development. The Future of Our Food Co-op Could Be at Stake. Please Call Now.

Dear TPSS Member-Owners,

We have reviewed NDC’s concept plan as presented to the Council on September 27, and we believe it could seriously harm the operation of our 36-year-old food market. If you share similar concerns please contact the Mayor and your City Council member: https://takomaparkmd.gov/government/city-Council/contact-us/. Tell them that you are opposed to any development on the Ethan Allen Avenue site that is not true to the community and Council’s vision as determined in 2015. The Council will begin discussions of the latest plan next week, so please call now and consider attending the Council meetings on October 11 and 18.

Here are the details:

Neighborhood Development Company (NDC), the DC-based developer chosen by the City of Takoma Park for the Takoma Junction project, submitted a plan to the Council on Sept. 27. The Council will take up the issue on Oct. 11 and vote on Oct. 18 on a resolution expressing support or opposition to the submitted plan. As submitted, your Co-op leadership believes the development gambles with the future of the Co-op and is a danger to the safety and character of our neighborhood in Central Takoma Park.

1. The latest design by NDC is too large for the available space. Although earlier discussions centered on an environmentally friendly, low-density building with green space, the new version is not that.

2. The latest proposal does not leave adequate room for the big-truck deliveries that are necessary each morning to supply our grocery store (and future tenants) and keep it operating, nor for proper handling of our (and future tenants’) waste and recycling. Pushing these trucks into the street to wait their turn at a cramped loading facility will impinge on our business and upon residential neighbors and create traffic bottlenecks.

3. NDC’s proposed lay-by on Carroll Avenue is a serious safety concern, situated adjacent to pedestrian and biking lanes, a bus stop, emergency lanes for fire trucks and trash pickup, and near cross walks at an already too-busy intersection.

4. There is too little parking planned for the site – forcing our customers and those of businesses at the new building to look for parking in adjacent residential and business areas. Frankly, we fear that many of our customers will give up on parking and go elsewhere to shop. The proposed 72 spaces are simply not enough.

Click here to read the letter sent by the Co-op to the Mayor and City Council Members on Oct. 8, 2017.

Your Co-op leaders have worked -- and are prepared to continue working – to find a satisfactory solution that allows NDC to go forward with a better plan. This current plan, however, is not acceptable. We hope you agree and will call your elected representatives right away.

Thank you.


Board of Representatives
TPSS Co-op

P.S. Don’t forget the Annual Meeting scheduled for Oct. 22, 1:30p to 4:30p!

NDC News!

June 12, 2017

The FACTS and FICTIONS of the Junction Redevelopment

FICTION: TPSS has always been opposed to the Junction development and has worked to block it.

FACT: TPSS has proactively and repeatedly sought development in Takoma Junction.

TPSS first approached the City about expanding onto the parking lot two years before the RFP was issued. TPSS began speaking with potential developers soon after the City issued the RFP in January 2014 with the goal of forming a working relationship. After the City narrowed their selection to two finalists, TPSS backed the Neighborhood Development Corporation (NDC) based on their proposal, which included TPSS remaining in the Turner Building with expanded space to the west and access to an unloading facility similar to what is presently in place. TPSS has spent countless staff hours and over $200,000 on a real estate attorney, architect, and co-op development consultant in order to expand into the new development. TPSS has consistently sought development that would allow for our business continuity needs and that is consistent with community values.

FICTION: The LOI process was too long and detailed.

FACT: From the start, TPSS sought clarity for participation in the development.

From the beginning, it was TPSS’ hope that by clearly stating all of the terms of expanding into the Junction Project future misunderstanding would be avoided. While the give-and-take of the LOI process was arduous, it was the intention of TPSS to smoothly and quickly convert the LOI into a lease. As there have been at least three iterations of plans for the lot presented publicly by the developer, a detailed LOI, easily converted to a lease agreement, would have added substantial assurances and protections for all parties, including the City.

FICTION: Doubling the Co-op space will result in double the income.

FACT: Increased floor space is not directly correlated with increased income.

Our national consultants, with experience creating financial plans for over 200 co-op building projects, advised that any net income increase would be minimal and realized only after many years of negative or zero growth due to increased operational expenses of a larger store, expansion expenses and repayment of borrowed capital. Additionally, NDC’s requested substantial rent increase, escalating annually, would significantly reduce profits.

FICTION: TPSS demands were unreasonable and constantly changing.

FACT: TPSS development requirements have remained the same since the RFP was issued.

As soon as the RFP was released, TPSS met with City staff to discuss the Co-op’s survival needs: access for the 65-foot trucks delivering products daily, adequate parking, and business continuity during and after construction. TPSS met with each developer who submitted a proposal and reviewed these three operational needs. TPSS urged the Council to select NDC because their proposal satisfactorily addressed these needs. NDC’s plans have changed repeatedly and no longer adequately address these operational necessities, which have not changed in over three years.

FICTION: TPSS refuses to “deliver” the Turner Property to NDC for development.

FACT: TPSS has no control of the Turner Property.

TPSS is absolutely unable to deliver the property to anyone, as it has no ownership stake in the property; we are merely lessees. The trust that owns the property has refused to sell (even to us). The owners of the Turner Building have directly communicated this to the Co-op and NDC, and they are not interested in a business relationship of any kind with NDC.

FICTION: TPSS just didn’t want to expand.

FACT: NDC’S leasing terms precluded TPSS expansion.

TPSS engaged in negotiations with NDC to lease expansion space for three years starting in April, 2014. When NDC changed its lease proposal from $28.50 per square foot to $45 per square foot, it became apparent that expansion under those terms was financially unrealistic. While TPSS agreed to incur the expenses involved in conjoining the Turner Building with the expansion space in the new development, we could not also agree to pay a premium for those expenses, compounded annually, and added onto the base rent for each year of the lease.

FICTION: TPSS has plenty of money in the bank for the expansion process.

FACT: TPSS would obtain a business loan for an expansion project.

Thanks to prudent business practices, TPSS does have a cash reserve for expansion; however, it would only begin to cover the costs of an expanded space.

FICTION: TPSS has no expertise in development and NDC is the expert.

FACT: TPSS is advised by a team of development experts. .

TPSS is a food store, but we engaged a number of experts to guide us in the development process: a highly reputable real estate attorney, an architect experienced in urban/suburban development, and the nationally recognized Development Cooperative, which has completed over 200 co-op development projects. The process has cost the Co-op over $200,000. While NDC is indeed a developer, they have engaged other companies for this process as well.

FICTION: TPSS has received much from the City and anyway, governments do not help businesses; therefore, the City should not “put its finger on the scale” for TPSS.

FACT: TPSS has asked for no favors beyond the opportunity to stay in business.

As a resident noted at the May 10 Council meeting, governments help businesses all the time, from grants to loans to tax breaks, and so forth. A New York Times article discusses many of the ways that governments often help small businesses. TPSS has asked the City for none of these; we have asked only for adequate parking and a truck unloading area for our daily semi deliveries for which we were willing to pay fair and reasonable rent. TPSS has also received assurances that no competing store would be part of the development.

FICTION: The State of Maryland gave the Co-op $500,000 for their expansion.

FACT: TPSS will receive state matching funds for capital improvements.

The funds from the state are part of an annual program for which we applied. They are not for expansion, but for capital improvements in general; the funds must be matched by Co-op funds; and they must be used in the upcoming fiscal year (FY18, between July 1, 2017 and June 30, 2018). The Co-op was one of the many businesses statewide that received financial or other support from the State of Maryland for FY18.

May 12, 2017

The TPSS Co-Op $500,000 State of Maryland Grant

The Takoma Park Silver Spring Co-op is not just an anchor at the Junction, but an anchor for our entire community. We are extremely grateful to Governor Larry Hogan and Comptroller Peter Franchot for recognizing the importance of our community grocery store in improving quality of life by providing better and healthier eating options and helping to combat hunger by supporting local charitable organizations and efforts.

TPSS is looking forward to utilizing our state matching grant to make necessary renovations to modernize our 76-year old building so that we can:

  • better serve our over 9,000 members and thousands of community shoppers,
  • enhance our ability to support our social mission, and
  • help ensure our success and viability for decades to come.

May 10, 2017

TPSS Response to NDC

NDC’s May 8 original letter can be found on the City of Takoma Park webpage:

"We were, and still remain, puzzled why you (NDC) suddenly insisted upon a $45 per square foot base rent and a 4% annual escalation when ... in 2016 (NDC) offered the Co-op a $28.50 per square foot rent with a 3% annual escalation."

Mr. Adrian G. Washington
Neighborhood Development Company

Cc: TPSS Board of Representatives
       Takoma Park City Council

May 10, 2017

Dear Adrian:

Given that you began our May 4, 2017 meeting by stating that you refused to further negotiate the $45 per square foot base rent and 4% annual escalation that NDC offered in your April 6, 2017 LOI (despite our having reached agreement on so many other issues during our previous meetings), we don’t understand why you were surprised by our decision to end our negotiations for expansion space in the Takoma Junction project. Contrary to your letter, we didn’t “simply walk away” - we had met with you two more times after you initially explained that you wouldn’t move from your $45 per square foot and 4% annual increase demands (during which meetings, the Co-op continued to make significant business concessions as described below).

We also don’t understand why your May 8, 2017 letter cited as continuing issues various business points that had already been resolved - some long ago and others during our last two meetings. In fact, during our April 20, 2017 meeting, your counsel and you had agreed that most, if not all, of the major business issues other than the base rent and its annual escalation had been resolved, and that once we agreed upon those items, we could execute a lease within several weeks.

We have explained to you several times that it has been the Co-op’s hope that by working out all of the terms of expanding into the Junction Project during the admittedly arduous give-and-take of the LOI process, we would be able to move smoothly and quickly into converting the LOI into a lease. As our attorney stated at our meeting on May 4, 2017, we had believed that the easiest part of the process would be deciding upon a mutually agreeable and fair rental rate due to readily available information about Takoma Park rental rates.

We had been negotiating all along with the understanding that the rental rate NDC proffered in your May, 2016 LOI of $28.50 per square foot with an annual increase of 3% continued to be where our rate negotiations would begin. Last May, you had agreed with our position that this would be the starting point for negotiations and that, as is always the case in lease negotiations, the final base rent number would be lower. We were encouraged by your positive response at that time, especially because you’d already provided us with rental comparisons for other Takoma Park retail spaces which showed an average base rent of under $25.00 per square foot. We were therefore truly shocked to receive NDC's April 6, 2017, LOI which proposed an initial base rent of $45 per square foot with a 4% yearly increase. This increase would cost the Co-op an additional $1.7 million in base rent alone, not including the 1% difference in annual escalations.

When we pressed you for an explanation of why the proposed initial base rent had jumped so much in a year, you stated that the additional costs were due to the expenses associated with the following:

  1. Conjoining the Turner Building and the Project

    After several members of the Takoma Park City Council stated publicly that they would take the Co-op’s needs for delivery truck access, sufficient parking, and business continuity even more seriously if TPSS knew where it was going to be in a few years, the owners of the Turner Building signed a 20-year lease with the Co-op in January, 2015. We have never wavered from that legal commitment. NDC’s response to the RFP in 2014, and subsequent diagrams, reflected our continued occupancy of our current site with expansion into the Junction Project to our west. NDC and TPSS have discussed who would be responsible for the costs associated with the conjoining of the two buildings, and TPSS had agreed to take on these costs, so they should not also be included in perpetuity in the rent;

  2. Co-op use of the lay-by

    Because NDC’s Land Development Agreement (LDA) with the City requires you to accommodate the continuity of our business operations in one way or another, and because our use would be non-exclusive, we don’t agree that we should have to pay anything extra for the lay-by;

  3. The need for a bigger parking garage than you would have otherwise built if the Co-op did not need spaces for its customers

    The Specifications and General Building Requirements document produced by Development Cooperative when NDC requested such guidance in July, 2015, called for 30-35 parking spaces for Co-op shoppers based on standards used in over 200 co-op expansions or new buildings throughout the country.

    Again, although we are willing to pay your requested monthly rent over the 17 years of our lease (with NDC) for our reserved parking spaces in the garage, we don’t agree that we should have to pay anything more than that for the construction costs of the project’s parking. This is because the LDA already requires sufficient parking for tenants and patrons of the Project and all other businesses located at the Junction, i.e., NDC is going to have to construct a garage that is large enough to accommodate all of the other users who aren’t also tenants in your project anyway; and

  4. The cost to NDC of the exclusives in the Project the Co-op had requested.

    We don’t agree that we should have to pay an excessive above-market rent for our exclusives, especially because: (i) that’s simply not what’s done in retail leases, especially for an anchor tenant like the Co-op; (ii) TPSS had already receded on many of its requested exclusives; and (iii) such a rent demand contradicts NDC’s own May 18, 2016 Letter of Intent which stated that NDC wouldn’t lease space “to a tenant that sells similar goods as the Tenant’s product offerings”. We have also repeatedly explained to you that the Co-op’s liquor license prohibits us from having certain educational facilities near our store.

Consequently, we were, and still remain, puzzled why you suddenly insisted upon a $45 per square foot base rent and a 4% annual escalation when most, if not all, of the above factors were already known to NDC in 2016 when it offered the Co-op a $28.50 per square foot rent with a 3% annual escalation.

As you know, and contrary to some of your assertions in your May 8, 2017 letter, during our two recent meetings with you, the Co-op:

  1. Offered to pay for all of its own interior buildout costs;

  2. Reiterated that we only needed unloading space for 65-foot trucks as was specifically stated in our January 10, 2017 LOI, and first presented to you in writing in the Specifications and Building Requirements draft produced by Development Cooperative and submitted to you in July, 2015. (We are uncertain why your May 8th letter referenced our needing 80-foot trucks); and

  3. Offered to pay NDC a significant lease termination fee if the Co-op needed to terminate the lease because the lay-by area didn’t work for the Co-op as we all hoped.

We at the Co-op are further puzzled by your statement at our May 4, 2017 meeting that, by doubling our space, we would double our profit and could therefore easily handle the significant increase in base rent you were now proposing. Throughout the redevelopment process, the Co-op has worked with a nationally known research company to study and analyze market trends and demographics in the Takoma Park area. The data thus acquired has been used by Development Cooperative, a nationally-recognized economic consultant to food cooperatives, to produce a pro forma of TPSS’ projected income and expenses through 2026. This gives us an independent realistic analysis of the economics arising from our proposed expansion space. It was upon this unbiased third-party professional analysis that we based our conclusions about the expenses the Co-op can undertake without jeopardizing both its financial health and future viability, of course using the expected rent in the $25-$28.50 range. Development Cooperative’s pro forma is confidential competitive information to the Co-op, but we can assure you that it does not demonstrate a doubling of the Co-op’s profits due to doubling the space we occupy today.

Just because the Co-op has been financially prudent and now has a strong cash reserve, (a significant portion of which would have been expended on the buildout of our space in the Project at Takoma Junction), that doesn’t mean that we should then have to pay NDC an above-market rental rate, and one which is in fact 58% higher than fair market rental comparisons that NDC itself gave us just 11 months ago.

The bottom line, as we repeatedly told you during all three of our recent meetings, is that, had NDC been willing to offer the Co-op a reasonable base rent and escalation factor that were in sync with fair market rental rates as demonstrated by third-party data providers such as the CoStar Group (a nationally recognized third-party provider of retail rental rate comparisons), we would have been able to move immediately towards finalizing an executable lease.

TPSS has invested considerable money, resources, and effort in our hope of making our expansion a reality. Our goal has never been to solely increase our net profits, but to position ourselves in order to even better serve our community. We had hoped and expected that expansion would enable us to provide a greater variety of products and help us make our prices even more attractive to a wider range of shoppers.

Using the data and analysis provided to us by the expert consultants that we hired, we were disappointed and saddened to reach the conclusion that, in order to fulfill the fiduciary responsibilities vested in our management and Board of Representatives by our member-owners, we are unable to accept NDC’s new rental rate demand.

As a matter of fairness, we need to correct your May 8, 2017 letter to me in two additional respects:

  1. The Co-op did not reject your attempts to acquire the Turner property - the Trust that owns that site rejected your offer, and

  2. The Co-op did not reject “out of hand” your wish that we re-purpose our space at the Turner property into some other use. As we have repeatedly told you, including once in writing, our Turner property lease expressly limits our use to a grocery store.

We at TPSS look forward to working with you in the coordination of the Takoma Junction project, especially in meeting the LDA’s requirement “to provide reasonable accommodation” for the Co-op’s continued operation of our business, including delivery access and sufficient parking.

Yours truly,

Marilyn Berger
TPSS Expansion Project Manager

May 04, 2017

TPSS Co-op Unable to Reach Agreement with NDC

Dear TPSS Members:

We sent the following to the City Council today after a negotiations session with NDC. We will provide further information, but, sadly, it appears that we will not be expanding into the development next door. The Co-op has plans to continue to thrive and thanks the City for its support throughout this long process.

Dear Mayor Stewart and Members of the City Council:

We regret to inform you that we were unable to reach an agreement with NDC on the initial base rent.

We were surprised when NDC offered a base rental rate of $45 per square foot on April 6, 2017. This 58% increase replaced NDC’s sole other offer of $28.50 per square foot, made in their May 18, 2016 proposed LOI. Our analyses and LOI negotiations since that time were predicated on a rent lower than that based on 16 comparable rents that NDC provided at that time, averaging $24.52 per square foot. An increase in rent of this magnitude made our expansion into the Redevelopment Project economically unfeasible.

We are grateful for the City’s encouragement for our long pursuit of this expansion opportunity and look forward to your continuing support of our mission to serve our members and the Takoma Park community.

Marilyn Berger
Expansion Project Manager
Takoma Park Silver Spring Co-op
201 Ethan Allen Avenue
Takoma Park MD 20912

March 08, 2017

TPSS Co-op Expansion Update and Community Input Meetings Reminder

Seal of Takoma Park Highlights
* TPSS continues to seek an agreement with NDC that allows for product delivery from all of our vendors.
* TPSS asked NDC eight weeks ago for possible site diagrams showing how deliveries can be made safely and efficiently, but NDC has not provided anything as of this writing.
* The second set of meetings for community input are scheduled for this Thursday evening and Sunday afternoon. The topic is slated to be “public realm and access and mobility.” Times and venues are below.
* Columbia Avenue appears to remain under consideration for the entrance and exit from an underground parking area according to comments made at the last two community meetings.
* The final design selected will impact the traffic and character of the Junction for generations.

Expansion Update

Negotiations between the Co-op and NDC over a possible Letter of Intent for a TPSS expansion to occupy space in the Junction development continue. The biggest challenge to date has been- and continues to be- unloading the trucks that deliver the products we sell. In order to be a member of National Cooperative Grocers, the umbrella group for food co-ops, TPSS must purchase a majority of our products through them. This enables us to take advantage of the economies of scale that pooling our resources with co-ops throughout the country provides, thus helping to keep our prices as low as possible. UNFI has confirmed several times that they must use large, 18-wheel trucks to deliver our orders, which come several days a week, as does the produce vendor.

NDC’s original development proposal, selected in spring of 2015 by the City Council from among several other bids, included an unloading area almost identical to what now exists at the Co-op. However, a year later, NDC decided that no large trucks would have any access to the developed site. In order to stay in business, TPSS was forced to consider NDC’s plan to build a lay-by off Carroll Avenue in front of the proposed development. Eight weeks ago, we asked NDC to provide the Co-op with an updated, in-scale drawing (or set of drawings) that clearly shows the entrance and egress paths of the trucks, including actual distances necessary to accommodate turning radii, in relation to intersecting streets, traffic lanes, traffic lights, and pedestrian crossings. We were assured that NDC would provide us with this drawing, but as of today, we have not received it.

Community Input Meetings-Round Two

NDC and the City of Takoma Park will host another set of community meetings to listen to your suggestions and concerns. The topics covered at the March meetings are planned to be “public realm and access and mobility” and should include Junction traffic, delivery truck options, pedestrian and bicyclist safety, entrance and egress from the development, etc. For instance, one option put forward is for the entrance/exit to the development’s (and community’s) underground parking to be on Columbia Avenue. This scenario would significantly impact traffic at the corner of Sycamore and Ethan Allen as well as create additional residential traffic issues as drivers cut through adjacent neighborhoods to avoid that intersection.

The two meetings are scheduled to be identical in content.

• Thursday, March 9, 7-9 p.m. at the Takoma Park Community Center in the Azalea Room

• Sunday, March 12, 3-5 p.m. at the Fire Station Meeting Room, 7201 Carroll Avenue

If you cannot attend one of these meetings, an online survey will be posted next week. Slides from this first set of community meetings, on “form and character,” are here: Presentation Slides.
An online survey for the community to express their preferences for designs presented at those meetings is here: www.surveylegend.com.

Come to one of the meetings and make your voice heard.

February 6, 2017

Negotiations between TPSS and Neighborhood Development Company continue as we try to reach an agreement for the Co-op to remain in our current building and expand into the proposed adjacent development.

Letter of Intent (LOI) Timeline Highlights

1. The Co-op offered NDC a detailed Letter of Intent to occupy space in the development on December 29, 2016, with copies sent to the City.
2. NDC and the Co-op discussed the LOI on January 3, and the Co-op made modifications, including considering NDC’s condition to accept a lay-by on Carroll Avenue for 18-wheeler unloading, even though it may create both safety issues for the intersection and logistical and economic issues for the Co-op.
3. The Co-op submitted this revised LOI to the developer, with copies to the City, on January 10, 2017.
4. On January 11, in accordance with the Land Development Agreement that the City had with NDC, the Council voted to allow NDC to pursue talks with potential anchor tenants other than the Co-op.
5. On January 30, NDC responded to the Co-op’s revised LOI with their own requested revisions. Our Expansion Team and real estate attorney are currently reviewing this proposal.
6. Both the original and revised LOIs are lengthy to allow for a solid agreement at this time. A detailed, specific LOI is typical in such real estate negotiations between landlords and potential anchor tenants in an as yet to be designed development. These terms would all have to be addressed in lease negotiations, so it is best to work them out upfront.
7. Negotiations continue between NDC and the Co-op, and both parties have expressed the desire for the Co-op to be the anchor tenant.

On December 29, 2016, the Co-op submitted to NDC, with copies to the City, a detailed Letter of Intent (LOI) to lease space in a redeveloped Takoma Junction lot. At NDC’s request, the expansion team met with NDC on January 3 to discuss the LOI. A number of issues were discussed at that meeting, and, based on comments by NDC, the Co-op revised the initial LOI and submitted the revision to NDC on January 10, 2017.

Both the initial and revised LOI confirmed our willingness to occupy 6,000 square feet connected to the Turner building in the proposed development. In a large compromise based on NDC’s comments, in the revised LOI the Co-op agreed to forego an on-site unloading area (which was part of NDC’s original winning bid for the project) for the 18-wheel delivery trucks that arrive daily. Instead, we agreed to consider the lay-by option on Carroll Avenue that NDC has insisted is our only unloading choice.

The plans for the development continue to be in constant flux and significant unknowns and risks remain as TPSS faces the challenge of trying to make the lay-by work. With this in mind, under the guidance of our real estate attorney, we built into our LOI several safeguards. We also needed to specify and lock down certain fundamentals - especially how deliveries, the lifeblood of our business, could be handled efficiently, economically, and safely.

We could not make a 19-year commitment to something without trying to address every possible pitfall and danger to the Co-op’s future.

All of the issues addressed in the Co-op’s LOI would have to be resolved during negotiations for a lease if we can get to that point, so it makes sense to handle them now to avoid future difficulties as much as possible. As was the case with our previous LOI, this new version is of the length and format typical in negotiations such as these. In the Co-op’s view, at this time the only definites for us are as a potential anchor grocery store contemplating leasing space in an as yet un-designed development fraught with many uncertainties: community input, political decisions, design concepts and permitting issues, among others.

At this time, there is no signed LOI between NDC and the Co-op. Because NDC did not accept all of the terms of either the Co-op’s initial or revised LOI, the Takoma Park Council had two choices on how to proceed at their January 11 meeting. As outlined in the Land Development Agreement between the City and NDC, the Council could:
(a) require NDC to seek a letter of intent with an anchor tenant for the project other than the Co-op and to provide reasonable accommodation to the Co-op for the continued operation of its business in its current facility, or
(b) terminate the Agreement upon ten business days’ notice to NDC and to pay NDC an amount up to Seventy-Five Thousand Dollars ($75,000.00) for reasonable, out of pocket costs incurred as of the date of the termination.

The Council agreed to the first alternative and passed a resolution that states:

NOW, THEREFORE, BE IT RESOLVED THAT THE CITY COUNCIL OF TAKOMA PARK MARYLAND authorizes Neighborhood Development Company LLC to commence seeking a letter of intent with another anchor tenant for the Takoma Junction project other than the Takoma Park Silver Spring Co-op.
BE IT FURTHER RESOLVED THAT Neighborhood Development Company, LLC is to provide to provide reasonable accommodation to the Takoma Park Silver Spring Co-op for the continued operation of its business at its current premises pursuant to the Development Agreement.

While NDC is free to search for a new anchor tenant during the next 18 months, they have expressed their strong desire for the Co-op to fill that role. Negotiations continue between us.


January 10, 2017

The new LOI including Exhibits are available as a PDF file here.

January 10, 2017

Via Email

Mr. Adrian Washington
The Neighborhood Development Company, L.L.C.
3232 Georgia Avenue, N.W. Suite 100
Washington, D.C. 20010

Re: Takoma Park Silver Spring Co-operative, Incorporated

Dear Adrian:

Thank you for submitting NDC’s revised Letter of Intent dated January 6, 2017, which incorporates NDC’s proposed design plan that it suggested at our January 2, 2017 meeting. We also appreciate your repeatedly remarking during that meeting that many of our December 29, 2016 Letter of Intent’s provisions were “standard.”

As I explained to you during that meeting, the Co-op’s only truly viable option without significant risk to its business operations or necessitating material conditional qualifications would be for NDC to provide us with the receiving/unloading area as outlined in our plan that was attached to our December 29, 2016 Letter of Intent. That plan, without a traditional loading dock with hydraulic lifts and concrete bays, was our adaptative response to your previous refusals to provide the Co-op with a loading dock as shown on the site plan which NDC had proposed in its submission to the City’s RFP. If NDC had been willing to develop its Takoma Junction project in accordance with its original plan (which had a loading dock) – or even as proposed in our December 29, 2016 LOI (in which we compromised by offering to accept an unloading/receiving area, but no “true” loading dock) – either approach would have enabled our large delivery trucks to deliver products to our store efficiently, safely, and without significant operational and economic risk to our business.

At our January 2nd meeting, however, you again insisted that the Co-op accept NDC’s concept of a lay-by in any LOI despite its scope, legal existence, operational attributes, cost and risk allocations, and other aspects all being wholly undefined by NDC in any practical way.

Therefore, as an attempt to reach agreement with NDC before January 11, 2017, we offer a compromise proposal which accepts to some degree your concept of a lay-by area, but subject to the satisfaction of certain conditions, all as more particularly described in our attached revised Letter of Intent dated January 10, 2017. As was the case with our December 29, 2016 LOI, this new version is of the length and format that one would expect from a potential anchor grocery store contemplating leasing space in an unbuilt, un-designed development fraught with so many uncertainties.

As you will read, we have attempted to be as responsive as possible to the points in your January 6th LOI while still taking into account the Co-op’s business and community needs and expectations, especially as a result of its now including NDC’s lay-by area concept.

Due to the Co-op’s multi-year efforts in trying to reach agreement with NDC about our possibly leasing space in your project, prior to December, 2016, we’d already spent over $143,770 on development consultants, our architect, and our attorney and thousands of staff hours. Those efforts also included the Co-op’s discussions, on NDC’s behalf, with the Turner Trust about its interest in selling its property to NDC or surrendering long-term control over it to NDC. As a result of the Co-op’s preparing its December 29, 2016 LOI and revising it since last Friday, January 6th to address your still mostly-incomplete January 6, 2017 LOI (both of which efforts necessitated input from those same advisors), we’ve now spent over $175,000.

I mention all of this past history to you again as general background so that you, the City Council, and others are well aware of the Co-op’s hard work and financial contribution in attempting to provide practical, workable solutions for the design and business difficulties arising from the small size of your proposed project at Takoma Junction– difficulties that, frankly, are always the project developer’s responsibility, and not the major anchor tenant’s, to resolve.

In your January 6, 2017 cover letter which accompanied NDC’s latest LOI, you, however, are still focused on somehow increasing the size of your project. You re-emphasize and reiterate yet again that NDC’s “ Preferred Concepts” for the Takoma Junction’s development include NDC’s gaining control of the Turner property and either demolishing or repurposing its building. As you well know, the Turner property is private property and was never part of the property offered by the City in the RFP or at any time thereafter. As you are also well aware from our lengthy explanation in my December 29, 2016 cover letter to you which contained an extract from our Turner lease and a recitation of our outreach efforts to the Turner Trust on NDC’s behalf, the Coop cannot legally or ethically agree to NDC’s “Preferred Concepts”. Your January 6th LOI also proposes that we lease space in NDC’s project for 25 years. As we had proposed in our December 29th LOI, our proposed lease term must instead expire on December 31, 2035 (the same date as our presently scheduled expiration of our lease for our Turner Building premises). We cannot therefore agree to NDC’s proposed 25 year lease term.

Your January 6th cover letter then goes on at length to explain why you rejected our unloading/receiving area concept that we offered in our December 29, 2016 LOI. However, you, too, ultimately concluded that, without such an unloading/receiving area, the only remaining logical plan that would enable the Co-op to occupy space in the NDC development is for the Coop to continue operations in the Turner building with a new expansion space to the west, with the two buildings being conjoined (NDC’s “Co-op Expands West” concept). You state that: “In the spirit of compromise, we are willing to move forward with this concept… Unloading would be via a “lay-by” on Carroll Avenue to a front location in your new space.”

We fail to see how NDC’s accepting this lay-by concept is any sort of a real compromise on its part. The only thing NDC may eventually “compromise” on is finally giving up its attempts to gain control of the Turner property (which we advised you over 19 months ago would not be acceptable to the Turner Trust).

For three years, the Co-op has stressed the need for its 18 wheeler trucks to access the site in a manner that is efficient and economical and allows for the safe delivery of goods. It is we, the Co-op, who are making a huge compromise by trying to make NDC’s proposed lay-by work for the Co-op despite a tremendous amount of uncertainty and potential risk that could include, among other factors: (a) a highly negative impact upon the Co-op’s profitability and/or efficiency; (b) the safety of our community’s pedestrians, bus riders, and other drivers in addition to that of our delivery truck drivers and our staff; and (c) traffic challenges that transcend the Coop’s business needs and adversely affect our entire community.

For example, there is no place for a second truck to wait if there is already a truck in the unloading area. In addition, this unloading area would be used not only by the Co-op, but most likely, by all of the other retail tenants in NDC’s development. Trucks for all of the project’s tenants that are forced to wait on Carroll Avenue will back up traffic, which is already a problem at the Junction; the Fire Chief has already expressed his concerns about the effect such traffic backups could have upon emergency response times. Once the lay-by’s effects on our community’s traffic patterns become obvious, a governmental entity with traffic-related or other oversight authority could later object to it and request modifications that adversely affect the Coop and/or other project tenants (or even require its cancellation).

Nonetheless, at our expense, our architect has preliminarily evaluated your January 6th lay-by design plan prepared by your architectural consultant, StreetSense, which shows the maximum travel distance of 45-50 feet from the back of our delivery trucks to the front of our premises within NDC’s project. He has advised us that NDC’s proposed dumpster area is too small for a grouping of dumpsters and would likely be inaccessible; that this same area or another would have to be designated for the storage of up 11 empty pallets awaiting pickup by the distributor; and that NDC’s proposed lay-by area is, in the relative scale shown on NDC’s plan, too short and narrow to allow use suitable for the Co-op’s business purposes. In addition, he also advised us that, although he understands that NDC’s plan is diagrammatic in its intent, relative scale is important and at the relative scale now shown on NDC’s plan, NDC’s proposed dumpster area and the lay-by will be difficult, if at all possible, to institute while also providing space for the requisite services needed by the Co-op that such design areas represent. In plain English, as presently proposed, NDC’s January 6th design plan presents significant practical and operational impediments.

In addition, our business consultants have advised us that: (a) NDC’s elevator(s) to the underground parking facility, as presently shown in that design plan, should be made larger to accommodate two shoppers each with a large four-wheeled shopping cart and relocated to the other side of the parking facility so that our customers can enter into and exit from our new premises directly, instead of having to cross the parking facility in order to enter our premises and, after shopping, re-cross the parking facility with their shopping carts; and (b) the parking facility must contain sufficient room and a designated area in the parking facility for our customers to leave their empty four-wheeled carts after shopping.

Despite the foregoing inefficiencies and other operational uncertainties and risks, known or otherwise, we have included your lay-by area concept in our attached LOI, trusting that NDC will revise its plan and other aspects of its project and the lay-by area to address the Co-op’s many concerns satisfactorily. However, due to our incorporation of NDC’s lay-by concept into our LOI, we had to significantly re-draft our LOI to ensure the viability and continuity of our business operations and to provide us with various options if NDC’s lay-by area, as built and used, doesn’t work for us.

As you know, our December 29th LOI was predicated upon the concept that NDC would provide on-site access to a receiving/unloading area for 18-wheel delivery trucks. Consequently, we’d offered to offset, in part, NDC’s reduction in its developable space by contributing to its construction costs for our proposed receiving/unloading area and by also paying rent to use that space in common with other Takoma Junction tenants. In addition, we’d offered to cover certain other costs, such as those incurred in evaluating the conjoining of our Project premises with the Turner Building. Because NDC has rejected that receiving/unloading area and insisted upon the lay-by area, we have removed most of these financial contributions from our attached LOI.

No reasonable person can now guarantee that such proposed lay-by will work for us or that it will be approved by all necessary government entities. Because of all the various factors, known and unknown, and the potentially adverse effects of NDC’s proposed lay-by area upon the Coop’s continued success or even future viability, our attached LOI’s Section 16 now includes several termination clauses covering as many of the risks inherent in the lay-by area as we can presently contemplate (but we reserve the right to modify or add to those options at any time prior to the Lease’s execution).

For example, the fourth termination clause deals with the reality that even if such lay-by area is initially approved by the applicable governmental authorities, there can be no guarantee that such approval won’t be rescinded or amended at a future date, possibly leaving the Co-op with no delivery options at all. As another example, our fifth termination option identifies some of our other concerns about possible negative effects upon the Co-op associated with the use of the layby area. In the spirit of compromise, that fifth termination options offers NDC what we trust will be a mutually satisfactory, commercially reasonable period for NDC to ameliorate our concerns or those of our neighboring community or others.

We are excited to share this proposal with you and look forward to working with NDC to provide our Takoma Park community with a vibrant, revitalized Junction.

Yours truly,

Marilyn Berger, Expansion Project Manager

December 29, 2016

The full LOI including Exhibits are available as a PDF file here.

Via email

December 29, 2016

Dear Adrian:

I hope you had a nice holiday season and wish you and your team a Happy New Year!

Our Expansion Team and consultants have been spending a great deal of time carefully evaluating your cover letter and draft Letter of Intent dated December 1, 2016. Attached is our draft letter of intent (LOI). As you will see, we have attempted to be as responsive as possible to the points in your draft LOI and in various emails from you while still taking into account the Co-op’s business needs. Much of what we address in detail in our attached LOI was first proposed conceptually in our attorney’s May 4, 2016 email to NDC’s counsel. We’ve expended significant effort on including such detail now with the hope that it will expedite our future discussions.

In a good faith effort to make this project work for NDC, the City, and us, the Co-op has already expended a great deal of time and money. To date, we have spent $130,770 on development consultants, who have been involved nationally in over 200 new and expanded cooperative grocery store projects; on an architect with over 25 years of commercial and other design experience (who is also a member of the American Institute of Architects); and on a commercial real estate lawyer who has worked on several large-scale public-private mixed use projects (and been recognized by his peers as a “Super Lawyer” for the practice of real estate law in both Washington, D.C. and Maryland). This does not include the thousands of staff hours that have been dedicated to that same effort.

In your December 1, 2016 cover letter which accompanied NDC’s LOI, you outlined NDC’s two preferred options for the Co-op to serve as the anchor tenant on the redeveloped Takoma Junction site:

1. Your first choice would be for NDC to develop the full Takoma Junction (TJ) site plus the Turner Trust property in two phases. First, NDC would build a new location on the TJ site for the Co-op, after which ‎the Co-op would move out of its current space and relocate entirely into the new NDC space. Following that, as phase 2, NDC would somehow gain control of and develop the old Turner site.

2. Your second choice would be for NDC to develop only the TJ site, which is actually the only land owned by the City and included in the Land Development Agreement. NDC would build a new location at TJ for the Co-op into which it would move (either under a lease or by purchasing a condo unit if NDC develops TJ as a condo building), and then NDC somehow would gain control of and "re-purpose" the Turner building.

Both of these options presuppose that the Co-op would terminate its current lease with its landlord, the Turner Trust. Even if we were somehow able to terminate our lease without breaching it (or being accused of a lease default) and move entirely into your project, for the next 19 years, we’d be giving up an extremely favorable, well-below-market rent structure for existing space that’s already suitable for our needs. Your LOI only proposes an as-yet undetermined market-rate rent for un-designed, unbuilt space that may not include a suitable unloading/receiving area for our merchandise. Furthermore, as a matter of fairness to the Turner Trust, our business ethics preclude us from intentionally doing something that would be a potential breach of our lease.

In addition, our lease with the Turner Trust precludes us, both legally and practically, from our accepting either of your first two options. Our lease states that: “Tenant will use said Premises actively and continuously for the full term hereof for operation of the business known as "Takoma Park- Silver Spring Cooperative, Incorporated", which is engaged in the operation of a food store.” So, even if the Co-op were so inclined to vacate the Turner premises (and possibly breach its lease) as NDC is suggesting, NDC cannot assume our lease and re-purpose the Turner space to some other non-Co-op use, and the Co-op cannot realistically assign or sublet its space to a replacement tenant.

Notwithstanding the foregoing analysis and although I’ve previously told you about the Matthews family’s lack of interest in surrendering to NDC their Trust’s control of their property‎ that we lease, at your request, I've since had several conversations with them concerning NDC’s various proposals. During each conversation, they reiterated that they had no interest in giving up control of their property, including, but not limited to, selling it or renting it to NDC. They later followed up in a letter stating their position to me. The Co-op must therefore honor our long-term lease and remain in the Turner Building. We continue to be interested, however, in a third option – the one that NDC included in its winning response to the Request for Proposals dated May 28, 2014. That option calls for TPSS to remain in its current building with the Turner estate as its landlord, TPSS leases adjacent space in NDC’s project and we integrate that expansion space to the west with our current space, and NDC provides a traffic pattern that enables 18-wheel delivery trucks to access an unloading area adjacent to the expansion.

In your December 13, 2016 email, you re-iterated the availability of this third option except that you noted that: “[unloading] would be by lay-by” and expressed concern that “combining the spaces would require an extensive amount of time while the Co-op would have to shut down.” You further stated that our “combining the spaces would require either a sale of the Turner building or some form of binding long term control of their property. [NDC] would look to [the Co-op] to get the Mathews family to agree to this transaction.” As we have explained many times, the lay-by off Carroll Avenue that NDC has proposed as the only place for 18-wheel trucks to unload deliveries does not work for the Co-op. Currently, those large trucks enter the municipal lot and back up to a ramp that leads into the store. The total distance from the rear of the truck to inside the store is a maximum of 55 feet. Under the schematic that NDC shared with TPSS on June 17, 2016, that included the Co-op expansion to the west connected to the current building, the distance that goods would have to be manually transported from the rear of a truck parked in a lay-by to an entrance to the store could be 196 feet. This includes 146 feet of travel outdoors, exposed to the weather, plus another 50 feet in a delivery corridor. The Co-op currently receives up to 11 pallets of goods (up to 4,600 pounds each) in a single delivery and hopes to double that amount with an expanded retail space. No matter how goods would be transported the 196 feet, it would require multiple trips and more staffing in addition to food safety issues that could arise. It would also require the landlord to maintain a daily clear path from the lay-by to the corridor on a 24/7 basis in all kinds of weather, including the removal of snow or ice prior to early morning deliveries.

Another factor that makes a lay-by financially unfeasible for the Co-op is the delivery information and related response that we received from the Co-op’s biggest distributor, UNFI (in response to NDC’s request of us that we explore the lay-by with our vendors). Buying through UNFI is a requirement for all food cooperatives that participate in the National Cooperative Grocers group. This enables economy of scale so that we can obtain products at the most advantageous prices. As we explained to you, UNFI sets a “time to service” cap. “Time to service” (TTS) is the amount of time it takes UNFI to make the delivery and get the drivers back on their way. Stores that have long “TTS” have to be routed towards the end of truck runs because the time needed to deliver negatively impacts all of the other accounts/deliveries that are scheduled after that customer. These late day (between 10 am and 4 pm) deliveries are typically reserved for very small accounts or foodservice accounts. TPSS TTS could increase to about 3 -4 hours for each delivery if a lay-by and manual transportation of goods were used. This would put TPSS at the end of the delivery runs which would have a negative impact on our business’s ability to compete and grow. The Co-op’s long-standing intent (creating our need for expansion space) has been to become more efficient in order to be able to offer an even wider range of goods to our shoppers at the lowest possible prices. TPSS cannot go from the current unloading scenario to the proposed lay-by and still achieve our goal of a higher degree of operational efficiency and better cost effectiveness.

The idea of a lay by presents other issues that could affect our community and the City as well. There is no place for a second truck to wait if there is already a truck in the unloading area. In addition, this unloading area would be used not only by TPSS, but conceivably other tenants in the development. Trucks for all of the project’s tenants forced to wait on Carroll Avenue will back up traffic, which is already a problem at the Junction; the Fire Chief has already expressed his concerns about the effect such traffic backups could have on emergency response times. Once the lay-by’s effects on our community’s traffic patterns become obvious, either he or other governmental agencies with traffic-related or other oversight authority could later object to it and request modifications that adversely affect the Co-op and/or other project tenants (or even require its cancellation). The Co-op needs to avoid such potential problems by having a workable unloading/receiving area from the outset which isn’t subject to such future uncertainties. We don’t believe that conjoining our expansion space with our existing Turner lease space requires, as you have stated, either “a sale of the Turner building or some form of NDC’s binding long term control of [the Turner] property.” Instead, such conjoining merely requires a written agreement among NDC, our current landlord-the Turner Trust, and the Co-op used by many other mixed-use projects with different adjacent owners and commonly known as a “covenants, conditions & restrictions (CC&R) agreement.” Such agreements typically allocate the parties’ responsibilities and liabilities for constructing, using, maintaining, repairing, and replacing certain areas of commonality between/among adjacent properties and contain one or more easements to accomplish the objectives of their CC&R agreement.

Contrary to your December 23, 2016 email to me, however, NDC does not need to now see our 2010 lease with the Turner Trust to ascertain whether conjoining is feasible. Obviously, there is nothing in that lease that addresses such conjoining. Instead, each party would address its own concerns and issues in our subsequent discussions about a CC&R agreement.

As soon as you preliminarily agree with this conjoining approach, we would discuss it with the Turner Trust. We believe that the Trust would likely have no objection to our conjoining the two spaces, provided that its property would be fully protected by the Co-op under such CC&R agreement (which we are prepared to do).

You have also stated that knitting an expansion on the TJ site to the Turner Building would require “an extensive amount of time,” possibly “many months” to achieve. As our attached letter of intent notes, the Co-op is prepared to undertake, at our expense, whatever planning, designing, legal analysis, and other activities are reasonably necessary to conjoin our proposed expansion space in NDC’s project with our Turner lease space. Your proposed project itself will already take many months; during that time, we would be working simultaneously alongside your architect, contractor, and you to achieve our mutual objective of conjoining the properties. As proof of the conjoining’s viability, our architect (whom we’d hired long before your December 23, 2016 email asked us to “immediately engage an architect”) has already told us that:

“If addressed [properly by NDC and the Co-op], the construction of the new space, the renovation of the existing and the integration of the two, should cause no full days where [the Co-op] would have to cease operations …. Generally speaking, and I have to reiterate that if we plan the construction and transition phasing well, any closing would be for parts of days, if at all.”

As you know, minimizing our business disruption has been a key issue for the past three years along with the delivery plan. We understand that this process will cause our transition to take longer and could become more expensive than if we were to shut down completely, but the volume of work that would be done after work hours is not considerable, so the additional costs shouldn't be prohibitive. If NDC accepts our conjoining and unloading/receiving area (instead of a traditional loading dock) concepts, the Co-op is prepared to bear all of those burdens.

As you will see in our attached LOI, TPSS has come up with some creative ways to make expansion onto the TJ site a “win-win” success for the City, the community, NDC, and the Co-op.

1. TPSS is no longer requiring a “real” loading dock as proposed in the specifications document prepared by Development Cooperative in July, 2015. What the Co-op is now requesting is an unloading/receiving area that is accessible to 18-wheel trucks and adjacent to an entrance to either the Turner Building or the expanded portion of the Co-op.

2. TPSS is proposing a contribution of up to $30,000 towards the construction of such a loading area and is offering to pay rent to use it and help offset the costs associated with dedicating the space to deliveries rather than including it in developable space.

3. TPSS is offering to pay for the cost of conjoining the Turner Building and the expanded space.

4. TPSS is willing to accommodate NDC by closing its store during its least busy times on certain days and by working around and/or temporarily re-arranging its vendors’ delivery schedules.

We are excited to share this proposal with you and look forward to working with NDC to provide our Takoma Park community with a vibrant, revitalized Junction. Yours truly,

Marilyn Berger, Expansion Project Manager

November 17, 2016

A requirement of the Land Development Agreement between Neighborhood Development Company (NDC) and the City of Takoma Park is that NDC provide the City with regular updates on negotiations between NDC and the Co-op to reach a Letter of Intent for the Co-op to occupy space in the development. The latest update submitted by NDC to the City, dated November 11, 2016 can be found on the City's Takoma Junction Redevelopment website or you can go directly to the PDF document.

We have responded with the following letter to the City:

via email

November 17, 2016
Suzanne R. Ludlow
City Manager
City Of Takoma Park, Maryland
Re: NDC’s weekly Update Dated November 11, 2016

Dear Ms. Ludlow:

Because Adrian Washington’s latest update to the City on NDC’s discussions with the Co-op concerning a potential Letter of Intent contains a number of factual ambiguities and inaccuracies, we feel compelled to address and correct these. Since all of the updates NDC has submitted to the City are now available to the public via your website, I ask that in the interest of impartiality, you will also post this follow-up.

In his letter, Mr. Washington shares with the City two final proposals for inclusion of the Co-op in the development on the current municipal parking lot. Both proposals call for a lay by, or cutout lane off Carroll Avenue, a state highway. The Co-op has explained many times why such an arrangement would be too costly and inefficient for our business operations. Mr. Washington states the “Unloading for the Co-op’s large “18 wheeler” trucks would be made via a ‘lay by’ lane on Carroll Avenue. This unloading process is exactly the same as employed by several comparable or larger grocers in the area, including Trader Joe’s.”

    The comparison with other grocery stores is not appropriate for a number of reasons, including
  • TPSS abuts a totally residential area on two sides
  • TPSS is located at a major, complicated intersection where elementary and middle school students walk.
  • Trader Joe’s has its own warehouse and its own delivery trucks so it can control everything about its deliveries, including arrival times.
  • There is no consideration of where other large trucks will wait if more than one arrives at the same time. Several days a week, multiple suppliers using 18-wheelers arrive at the Co-op, and we and they cannot control arrival time to the extent that we can be sure there will be no overlap.
  • The concern voiced by the Takoma Park Fire Chief about traffic back-ups that might affect emergency response times

Mr. Washington goes on to state, “The distance from the proposed unloading point to the loading door of the new Co-op space would be approximately 85 feet, as opposed to the approximately 75 feet the current unloading process requires now. In other words, the proposed unloading procedure under this concept would be essentially the same as the Co-op’s current procedure, only a few steps further.” (Emphasis his)

This statement is inaccurate.
1. The exact distance from the point at which the delivery truck drops the pallet to the door of the Co-op is 55 feet. The additional 30 feet NDC proposes are not simply “a few steps further” especially when multiplied by the amount of trips required to unload an 18-wheeler.

2. The unloading conditions would be very different from what they are now. Utilizing a lay by would require unloading at the street, in an unprotected lane directly adjacent to active traffic.

3. The Co-op’s future unloading needs would not be the same as they are now. If the Co-op expands, we are hoping to double our retail sales, thus requiring more and bigger deliveries. Our intent from the beginning of our thoughts of expansion was to become more efficient, in order to be able to offer an even wider range of goods to our shoppers at the lowest possible price. The delivery process, as proposed by NDC, would add to our operating costs, not help reduce them. With more frequent deliveries and a higher volume of goods per delivery, being unloaded at the street, unprotected, in all kinds of weather conditions at the driveway to the development (the truck’s rear in the lay by would line up with the driveway entrance), on a busy street, and then manually transported to wherever the delivery entrance of the Co-op would be, would make the entire process much less efficient. We cannot go from the unloading scenario we have now, which is adequate for our current needs but hardly ideal, to the proposed lay by as described, and achieve our goal of a higher degree of operational efficiency and better cost effectiveness.

The first of NDC’s final proposals calls for the destruction of the Turner building and the construction of a new building stretching from the Auto Clinic to the intersection of Sycamore and Ethan Allen, with TPSS serving as the anchor tenant. Under this scenario, all non-truck vehicular traffic would either enter the development off Carroll Avenue or via Columbia Avenue. We are amazed that the latter would even be suggested, as it means that every car visiting the Co-op, the other tenants in the development, and the other Junction businesses would either turn left or right off Ethan Allen onto Sycamore and then onto Columbia or approach the entrance to the parking garage from the west on Columbia. Interrupting the residential traffic pattern in our adjacent neighborhood, both in times of use and volume will undoubtedly cause incredible traffic issues for our neighbors in this residential area, which we have no desire to be a party to.

As you may remember, when the Co-op was asked at a Council meeting early in the RFP process, why the Council should take the business needs of the Co-op seriously when we didn’t even have the assurance that we would be able to stay in the Turner building beyond the lease then in effect, I negotiated a 20-year lease with the Turner estate. We are in only the second year of that lease.

I am very pleased that Mr. Washington refers to our site as “the prime corner real estate at the intersection of Sycamore and Carroll Avenue.” It is, indeed, prime real estate and a perfect location for our grocery store, where it is visible to passing vehicles and pedestrians alike.

NDC’s second proposal “would expand the Co-op’s space west onto the City’s site, with adjacent retail built out along Carroll Avenue, maximizing potential street frontage. A ‘lay by’ lane along Carroll Avenue would allow large truck deliveries to be made during the off peak hours.” TPSS receives goods via 18-wheelers every day; sometimes three of them come on the same day. We cannot control when they arrive. Mr. Washington does not offer a definition of “peak hours” but goes on to state. “During typical business hours the ‘lay by’ lane could serve as a pick up/ drop off area, a bus lane or short term parking. A subgrade garage would provide longer term parking and could be accessed via Columbia Ave.” (Please see discussion of accessing the garage via Columbia Avenue earlier in this letter.)

Mr. Washington goes on to state that a "major drawback of Concept 2 (or any plan that expands the Co-op through an addition to the Turner building) is that the Co-op would be required to shut down for a number of months while the old building is integrated into the new addition." This statement is inaccurate. If an expansion is done through careful, cooperative planning, it is possible that business continuity would be minimally interrupted. This is not unprecedented as there are many examples both locally and regionally where the operations of an existing ongoing business were minimally impacted when they either modified the existing interior space for new use, or expanded into additional space built directly adjacent. I personally watched this happen at the Giant in Aspen Hill. They decided to acquire and expand into the old CVS location and did so without closing entirely, even for a day.

When NDC first shared with us that our only unloading option would be the lay by and we responded that it was unfeasible from a business perspective, they asked us to come up with a plan that would work for the Co-op. Our architect asked NDC to provide us with some basic parameters, such as how much developed space they would need to meet their projected ROI. We were told this information was unavailable, and we should just come up with something that worked for us. So we spent thousands of dollars and had our architectural firm come up with something that could provide access and egress for the trucks while maximizing the remaining developable space. NDC almost immediately rejected this plan.

We are surprised that Mr. Washington states, “We agree that this site plan would improve the operational efficiency of the Co-op (in our opinion marginally).” NDC has not studied how the Co-op does business and is not in a position to decide that an efficient unloading scenario would benefit us only “marginally.” He goes on to say that NDC does not feel this plan would be in the best interest of the City and the community and therefore does not support it. We at TPSS feel it is in the best interest of the City and our community to continue to provide the type of services we have provided for the past 35 years. During the past few years, we have heard people say they hope that the development will provide a place for people to bump into each other and chat and to feel a sense of place. The Co-op is already a gathering place for the community, with people stopping to chat under the awning, sitting and eating at the picnic tables outside, and catching up in aisles as they shop.

Towards the end of his update, Mr. Washington says that he will be asking TPSS to facilitate a meeting between the representatives of the Turner estate and NDC, as calls made by NDC to them have not been returned. At least a month ago, I spoke with the Matthews family and told them that NDC would like to discuss with them acquiring their building. They asked me to relay to NDC that they were not interested in selling the property or in any way damaging the long-term positive relationship they have had with the Co-op. I passed this information to NDC, who has subsequently, according to them, made additional phone calls that have gone unanswered. I have called the Matthews family twice in the past two weeks and left them messages urging them to respond directly to NDC. Of course, it is entirely up to our landlords, who continue to love the Takoma Park community although they are no longer located in the area and who have been unfailingly loyal to the Co-op and our needs, whether or not they want to pursue a conversation after they have let their feelings on the situation be known. We will not risk our relationship with them by pressing them further on this matter.

Soon after the RFP was released in January, 2014, I approached the City and asked that they keep in mind the small size of the lot and the Co-op’s viability need to have safe, efficient access to an unloading area for very big trucks. When six developers submitted proposals, I met with them to discuss Co-op participation in the development and review the delivery, parking, and business continuity needs. Several developers stated that the lot was too small to accommodate the trucks and their hoped for ROI. When the field was narrowed to four, I again met with them, including NDC. I again discussed the truck access needs. The field narrowed to two, and TPSS endorsed NDC’s plan, with an unloading scenario almost identical to what is in place now, which the Council then selected as the winning bid.

Since April, 2014, TPSS has spent thousands of dollars and hundreds of hours making every possible effort to work cooperatively with NDC to make Co-op expansion and Junction redevelopment a reality. We hired an architect, development consulting company, and real estate attorney to help us handle the process professionally and responsibly, and we were comfortable in the knowledge that it is City municipal code not to allow changes in provisions of a bid after the opening of bids that would affect “fair competition.” Had other bidders been given a chance to revise their post-award bids, they, too, might have proposed economic and/or different design elements that may have been better for the City and, hopefully, the Co-op. So we had no reason to even think that such radical changes as NDC now proposes would be considered or approved by the Council.

Thank you for your consideration.

Marilyn Berger

TPSS Co-op Expansion Project Manager

TPSS Expansion/Junction Redevelopment Update
October 18, 2016

On July 27, The Takoma Park City Council agreed to enter into a Land Development Agreement (LDA) with Neighborhood Development Company (NDC) for the redevelopment of the municipal parking lot adjacent to the Co-op. Since that time, NDC and TPSS have been in regular communication, sharing information and ideas about how to meet community desires as well as the Co-op’s business needs (safe and efficient entrance and egress for large delivery trucks, sufficient customer parking, and continuity of operations during construction) as the project moves forward.

Representatives from NDC have met with the Co-op’s Expansion Team several times, with another meeting being scheduled as this email reaches you. NDC offered a solution to the truck access and unloading challenge by having the Co-op unload deliveries in a pull-out area off Carroll Avenue. After we explained why this plan would not work for us ( among other issues -unloading up to 11 pallets of deliveries of frozen and refrigerated items and produce and manually transporting them over 100 feet outdoors in all types of weather , pedestrian and car safety concerns voiced by the fire department, inefficiency of resource use), NDC came back with some new designs. The teams got together and brainstormed, and after deciding that none of these designs worked for both Co-op and developer, NDC invited us to come up with a plan that could work for us.

Our architect designed a plan that met the Co-op’s needs and attempted to address the needs of NDC as we know them. We shared these with NDC, and NDC’s traffic engineer reviewed the plans and made some important adjustment suggestions. Our architect included their traffic engineer’s suggestions in a modified plan that we submitted to NDC for review and, on October 11, we met with NDC and their team to discuss the plan. (Also in the meeting as observers for the City were the assistant city manager and mayor.) Attending that meeting last week were representatives from the architectural firm (Streetsense) NDC hired recently. Since this was our first meeting with Streetsense, there was a lot to cover. We planned to meet again as soon as Streetsense had a chance to come up to speed and evaluate all the proposals that have been put forward to this point. We are hopeful that they will be able to share their perspective on these designs soon and continue forward with the design process.

As a reminder, terms of the LDA call for the Co-op to sign a Letter of Intent (LOI) with NDC to occupy space in the new development by November 29. If no letter is signed by then, the City Council has the option to extend the deadline another month, or NDC will be free to search out a new anchor tenant. While we are encouraged by the cordial brainstorming we have shared with NDC, we cannot sign an LOI until we agree on a development design that will meet the Co-op’s business needs during and after construction.

September, 2016

Over the summer, much work has been done towards the expansion and redevelopment of the municipal parking lot adjacent to the Co-op. In late July, the Takoma Park City Council approved the signing of a Land Development Agreement (LDA) with Neighborhood Development Company (NDC). Listed in that agreement is a timeframe within which it is hoped NDC and TPSS will produce a Letter of Intent for the Co-op to rent space in the new development for our expansion. Links to this document, as well as the City’s description of the Junction Redevelopment and timeline of events, can be found at:

At the time the City Council approved the signing of the LDA, they also created the Takoma Junction Community Consultation Process Advisory Committee to assist with community outreach for the Takoma Junction Redevelopment project. The committee consists of seven voting members and will remain in effect during the period of community input in the design of the project.

The Committee’s tasks, as outlined in Takoma Park Resolution 2016-26 are to

  • Clarify with NDC, in coordination with City Staff and the City Council, the aspects of the project’s program and design for which community input is important for the project outcome;
  • Identify the best means for community members to engage in the development process;
  • Determine the details of meetings needed to ensure sufficient opportunity for community input such as number and frequency of meetings, locations, times, format;
  • Assist with promotion and outreach regarding meetings;
  • Provide opportunities for on-line community feedback for community members who are unable to attend meetings.

NDC and the Co-op Expansion Team continue to meet on a regular basis. NDC's traffic engineer has come up with some new scenarios as an alternative to the cutout off Carroll Avenue that they offered as a solution to the truck unloading issue - the major stumbling block to progress. Our architect is also working on some alternatives that could meet Co-op unloading, parking, and business continuity needs while also meeting the developer's profitability goals.

NDC recently drilled some borings to gather information for a geotechnical analysis of the land under the pavement. This is the next step in the process and will help the developers determine the composition of the ground and what they will need to do to ensure that it will be able to support the planned building and underground parking lot.

TPSS has an outstanding team working for us, including an incredibly able and dedicated architect, advisors from the Development Cooperative, and one of the DC area's top real estate attorneys. Watch for more details as we move forward on our long-anticipated expansion.

Please feel free to contact Marilyn Berger, Expansion Project Manager at mberger@tpss.coop if you have any questions or concerns.

Updated July 25, 2016

CITY COUNCIL MEETING - Wednesday, July 27, at 7:30 PM in the Community Center

We at the Co-op would like to thank our wonderful members for your support as we work our way through the Junction Redevelopment and our store’s expansion. You are incredible! You have signed a petition, sent emails, attended the Open House, called the City Council and Mayor, and spoken up at Council meetings in order to share how much the Co-op means to you individually and to Takoma Park as a whole. Our cooperative effort is far from over.

We invite you attend the City Council meeting this coming Wednesday, July 27, at 7:30 in the Community Center, when the Council is scheduled to vote on the Land Development Agreement with NDC. This document formalizes the relationship between the City and NDC, formally naming them the developer of the Junction parcel. Council will also consider the appointment of members to the committee that will work to create a framework for community input into the final design for the Takoma Junction redevelopment. After that, the Co-op and NDC will work to create and finalize a Letter of Intent, or LOI, that will give both parties an agreement to ensure that the Co-op’s needs are realized in the development.

We will continue to keep you up to date on the progress of the development and hope that our continued good faith efforts lead to an expanded Co-op with even better selection, additional price points, and continued service to you, our valued members and community shoppers.

Updated July 21, 2016

NDC Truck Cutout Proposal
Click here for the original NDC proposal in PDF format.
NDC Truck Cutout Proposal
Click here for their proposal viewed in the real world.

Updated July 14, 2016

Monday, July 18, 2016 7:00-9:00 PM
Takoma Park Firehouse

The Takoma Park City Council is offering the community an opportunity to speak directly with representatives from NDC and the City about the development and its impact on the Co-op.

The Council is about to sign a Land Development Agreement (LDA) with Neighborhood Development Company (NDC) for construction on the municipal parking lot adjacent to the Co-op. On July 13, the City staff presented a draft LDA to the Council at a public meeting. This meeting can be viewed here:
and the LDA and Ground Lease can be seen here:

  • The Council is urging that TPSS and NDC reach an agreement on a Letter of Intent (LOI) concerning the terms of the Co-op’s role as anchor tenant.
  • TPSS and NDC have not reached an agreement on an LOI because NDC has not been able to propose a plan that would guarantee the Co-op will stay open during and after construction. Key Co-op issues concerning NDC’s current site plan include:
    • LOADING DOCK – The permanent NDC plan, not just the temporary one, provides NO loading dock for the large trucks that deliver fresh products to the Co-op EVERY DAY of the week. Thousands of pounds of products would be unloaded in a cutout off Carroll Avenue and manually transported over 100 feet in all kinds of weather.
    • PARKING DURING YEAR OR MORE OF CONSTRUCTION- Parking would be in the Sycamore Avenue lot, where the 19 current spaces would be shared by small delivery trucks, trash and recycling dumpsters and trucks, compost bins, and a parcel pick-up area where customers who will be parking throughout the neighborhood can pick up their purchases after retrieving their cars.

On Wednesday, JULY 20, community members will have a chance to share their comments on the Land Development Agreement at the CITY COUNCIL WORK SESSION, 7:30 PM (CC Auditorium).

The Council is scheduled to vote on two resolutions concerning the Junction Development on Wednesday, JULY 27, 7:30 PM (CC Auditorium)

Voting Session:
-Resolution Authorizing Execution of a Development Agreement with Neighborhood Development Company for Redevelopment of Takoma Junction
- Resolution Establishing the Community Consultation Process Advisory Committee for the Takoma Junction Redevelopment and Appointing Members to the Committee

March 17, 2016

At the Takoma Park City Council meeting on March 16, NDC, the company chosen to develop the municipal lot adjacent to the Co-op, presented an update of the status of the project. Unfortunately, despite our repeated requests, in the year since they were selected, NDC has not had one substantive discussion with the Co-op Expansion Team on our basic needs to survive during and after construction. There is still no workable design of a loading dock or plan of how our delivery trucks will safely enter and exit the development without blocking all the lanes of Ethan Allen Avenue as they maneuver to back into the lot. There is no plan detailing how the Co-op will stay open for the year and half that construction is projected to require. And the latest plan NDC has shared with the Co-op shows an almost 40% DECREASE in parking from that which is currently available on the city lot. Any reduction in parking conflicts with the stated goals of support for current businesses, new retail and an expanded Co-op.

The Council has set aside a special time at their next meeting on Wednesday evening, March 23, at 7:30 to hear comments from the community on NDC's presentation and the development at the Junction. You can watch NDC's March 16 presentation and discussion with the Council. It begins one hour into the video of the Council meeting.

Your community Co-op needs your support. Please make every effort to come to the meeting on March 23 to reaffirm the importance of the Co-op to Takoma Park.

March 17, 2016

Please plan to attend the City Council meeting on Wednesday, March 23 at 7:30 p.m. at the Takoma Park Community Center.

The Co-op has received NO assurances that we will be able to survive and thrive during and after the 1½ years of planned construction on the municipal parking lot.

Speak up during the special time for community input on the Junction development and ask the Council to ensure the future of the Co-op.

The Council has heard from the developer. NOW LET THEM HEAR FROM YOU on Wednesday, March 23 at 7:30 p.m.

Additional Important News on Co-op Expansion
March 15, 2016

As we hope you already know, the Takoma Park City Council has scheduled a discussion with Neighborhood Development Company regarding Takoma Junction Redevelopment. This public meeting is tomorrow night, Wednesday, March 16, starting at 7:30 in the Community Center Auditorium.

Because the Council knows how important this issue is to our entire community and the future of the Co-op, they have announced a special time at the Council meeting the following week to hear public comments on the Junction Redevelopment. This time specifically scheduled for community comments is during the Council meeting on Wednesday, March 23. After a closed session on another matter at 6:30, the open session will begin at 7:30, and redevelopment comments from the public are first on the agenda.

In order to provide the most constructive and useful feedback to our Council on the 23rd, we urge you to attend the meeting tomorrow night and listen attentively to the latest plans for the Junction. We will be sending out an update after tomorrow's meeting and look forward to seeing you at both Council meetings. Thanks for your continued support as we work cooperatively with NDC and the City to ensure the continued success of the Co-op throughout the redevelopment process.

Please feel free to contact Marilyn Berger, Expansion Project Manager at mberger@tpss.coop or 301-891-2667 if you have any questions or concerns.

Important Update on Co-op Expansion
March 10, 2016

The Takoma Park City Council has scheduled a discussion with Neighborhood Development Corporation (NDC) about the status of the Takoma Junction redevelopment at the Council meeting on Wednesday, March 16. The public work session begins at 7:30 PM. We hope that you will be able to come to hear the latest. You may want to take advantage of the "open mic" section of the meeting to speak in support of your Co-op and our expansion and business continuity needs. Please pass this information on to any listservs you are part of, since the future of the Co-op is so important to our entire community.

Below is a more complete discussion of the status of the project as we currently know it:

Thanks to overwhelming community support, the Co-op is experiencing unprecedented sales increases and membership growth. TPSS is bursting at the seams! We are anxiously anticipating our store expansion so that we can provide even more selections at a variety of price points to even better serve the community. However, progress towards our expansion, which, as you know depends on the Takoma Junction development, has been much slower than anticipated due to the complex process the City of Takoma Park has had to follow. The City Council meeting on Wednesday will be the first time in quite a while that the redevelopment of the municipal parking lot will be publically discussed.

Over two years ago, Takoma Park issued a Request for Proposals to develop the parking lot adjacent to the Co-op. Last April, the Council selected Neighborhood Development Company as the winning bidder. Now, almost a full year later, the City and NDC are still negotiating a Land Development Agreement, and the original project completion date of April, 2019 had been pushed to April, 2020, at the earliest. Last July, at NDC's request, the Co-op provided detailed documentation of our expansion and business continuity needs as a starting point for the cooperation and compromise that was required by the Council in the City's resolution authorizing negotiations with NDC. This resolution states "...the Council seeks the following: early resolution between NDC and the Co-op regarding the Co-op's long-term role as an anchor tenant in an expanded structure at the Junction." However, we have not reached this important milestone yet.

We hope that there will be much positive discussion at the Council meeting next Wednesday and look forward to seeing you there. You may view the most current meeting schedule as well as rolling agendas through the end of 2016 by clicking here.

Please feel free to contact Marilyn Berger, Expansion Project Manager at mberger@tpss.coop or 301-891-2667 if you have any questions or concerns.

Expansion/Development Update
December, 2015

Over the past many months, the TPSS Expansion Team has met several times with our Neighborhood Development Company liaison. NDC is still working out the details of their agreement with the City of Takoma Park, so there isn’t much news to share right now. They expect to sign the agreement in February, at which time more information should be made public. The latest development timeline that was shared with us shows that the new space will not be available for occupancy for many years.

Expansion/ Junction Redevelopment Update
April 3, 2015

The Takoma Park City Council has selected the team of Neighborhood Development Company (NDC) and SORG Architects as the finalist to redevelop the municipal lot adjacent to the Co-op. The Council expects to vote on a resolution for the selection at their meeting on April 13, 2015. The resolution will not turn the land over to NDC; rather, it will state that the Council plans to work with the selected developer, who will then begin investing more resources in the effort.

According to Council Member Tim Male, the resolution or an accompanying document should address the following, which could be subject to change:

  • A deadline by which NDC and the Co-op will reach an agreement on their relationship, the nature of the Co-op’s occupancy (condo, rental, subdivision of lot), and the Co-op’s part in the community planning process.
  • The priorities defined by the Council, including highest importance given to retail, protection of 90% or more of the wooded site, development footprint of 15,000-25,000 square feet, adequate parking, and provision of community space.
  • Specifics of the traffic studies needed
  • A timeline of the next steps

While we continue to believe that the TPSS proposal submitted in response to the RFP issued in January, 2014 is the one that best meets the needs of the community and our store, we believe that NDC will prove to be a good partner. So far, NDC has shown an openness and willingness to work with the Co-op to address our need for safe access to our loading dock for 18-wheelers, adequate parking during and after construction, and business continuity throughout the process. NDC has a good reputation in the communities in which they have built and within the development community.

The TPSS Expansion Team will be meeting with NDC regularly as we move forward with Co-op growth and other development on the lot.

Marilyn Berger

Expansion Project Manager

The official City of Takoma Park RFP information is here.

Expansion/ Junction Redevelopment Update
January 13, 2015

The City Council held a work session on January 12 to discuss the latest financial information submitted by the four entities currently under consideration to develop the Municipal lot in response to a series of questions from the City. This is very important information that could have a major impact on our Co-op. Of particular note is Question #6: The Takoma Park Silver Spring Co-op was identified as the anchor tenant in your original proposal. Provide a short narrative describing the status of your negotiations with the Co-op and steps taken to secure a letter of commitment or intent from them.

The developer responses can be found at:
http://citycouncil-takomapark.s3.amazonaws .com/agenda/items/ 2015/011215-7.pdf

This issue is so important to the future of the Co-op that our Expansion Team decided to submit our own responses to these questions to the Council even though our proposal is not officially under consideration.

TPSS Co-op responses can be found at:
http://www.tpss.coop/PDFs/ Expansion/Financial _Questions_ Regarding_Proposal.pdf

December 29, 2014

While the City Council has been in recess, we at the Co-op have been very busy preparing for the next phase of the Takoma Junction Redevelopment project. Although the City is evaluating proposals from four developers, we are hopeful that they will consider ours when they reconvene in January. The developers have been given the opportunity to revise their proposals, and their plans, updated in mid-December, can be viewed on the Takoma Park website: www.takomaparkmd.gov/ hcd/takoma-junction-rpf.

Our Expansion Team has been working with the country’s top expert on co-op expansions to solidify our financial package so that we are prepared to show the Takoma Park Council that TPSS has the resources necessary to make our plan work. We have also met with many members of our community to solicit their input on what the expanded TPSS and redeveloped Junction parking lot should look like. Our concept, which blends open green space with an expanded Co-op and space for some small local businesses, can be found by clicking the image below:



January 12 -- Discussion of four developers’ financial information

January 21 (Wednesday)-Council work session to receive comments on Takoma Junction

February 3 and possibly 10 -- City Council work session to receive comments.

Questions? Comments? Contact "expansion@tpss.coop".

Junction Redevelopment Open House:
Tuesday, November 18th 6:30 to 9:30
Takoma Park Community Center - Azalea Room

The City is hosting an open house where people can meet the developers and the Co-op in an informal setting and ask questions about their proposals. This is a good chance for you to bring your concerns directly.

Redevelopment Update - November 17, 2014

NEW! Updated Views of the Revised TPSS Proposal:
Download the latest Acrobat Reader here. Acrobat Reader

TPSS Co-op Site Plan B1
TPSS Co-op Site Plan B1

TPSS Co-op Site Plan B2
TPSS Co-op Site Plan B2

TPSS Co-op Site Plan C
TPSS Co-op Site Plan C

TPSS Co-op Site Plan D
TPSS Co-op Site Plan D

TPSS Co-op Site Image A
TPSS Site Image A

TPSS Co-op Site Image B
TPSS Site Image B

TPSS Co-op Site Image C
TPSS Site Image C

TPSS Co-op Site Image D
TPSS Site Image D

TPSS Co-op Site Image E
TPSS Site Image E

TPSS Co-op Site Image F
TPSS Site Image F

TPSS Co-op Site Image G
TPSS Site Image G

TPSS Co-op Site Image H
TPSS Site Image H

Redevelopment Update - November 7, 2014 (revised 11/17/2014)

City staff took the more than 200 questions they had received from residents and combined them into eleven broad ones. These were presented to the four developers, who were asked to submit responses by October 27.The City Council held a work session on November 3 that was mainly devoted to a discussion of their answers. Questions and answers can be found on the Takoma Park website.

Next events to note:

Thursday, November 13, there will be a meeting at Historic Takoma, 7328 Carroll Avenue. The purpose of this meeting is to brainstorm and build a community vision of how to develop the Junction. If you cannot make it, please forward your ideas to c.

Tuesday, November 18, 6:30 to 9:30 PM, at the Community Center. The City is hosting an open house where people can meet the developers and the Co-op in an informal setting and ask questions about their proposals. This is a good chance for you to bring your concerns directly.

Monday, November 24 is scheduled to be the final Council work session of this year, and it will be devoted to further discussion of the redevelopment proposals.

A letter from TPSS Co-op to Prospective Municipal Parking Lot Developers about the needs of the Co-op during the development process
BusinessContinuity Must-Haves.pdf

Municipal Lot Redevelopment Update - October 6, 2014
MunicipalLot Redevelopment Update2014-10-06.pdf

Click here to watch the video of the Council Work Session.
(Note: this video is 4 1/2 hours long)

Thank you to all who turned out to pack the room at the Community Center on September 23rd. Here are the details of the four proposed plans for the Takoma Park site.

The Ability Project
Community3 Development
Keystar & Eco Housing
Neighborhood Development Company & SORG
Click on any image to open the PDF presentation (Acrobat Reader required).

CouncilWorkSession _September29.pdf

To see the Co-op's Expansion and Takoma Junction Redevelopment plan, click the icon:


On September 5, the City of Takoma Park announced the four finalists for the redevelopment of the City owned parking lot adjacent to TPSS. They are The Ability Project, Community 3 Development, LLC, Keystar LLC and Eco Housing, and Neighborhood Development Company. The Co-op’s proposal will not be forwarded by the City Manager Brian Kenner to the Council for consideration.

The details of the finalists will not be released for two weeks. According to Mr. Kenner, each offers “a vibrant mix of commercial and residential uses, with green space, sustainable features and a multitude of public amenities.” The City had asked for proposals “that would act as a stimulus to the commercial district and locally-owned independent businesses; improve the aesthetic appeal of the district; and be contextually sensitive and environmentally sustainable.” There was no requirement in the Request for Proposals that housing be included, and the TPSS proposal incorporated the themes for development identified by the Takoma Junction Task Force in 2012: Community, Localism, Environment, and Heritage without including building houses on the lot.

Our proposal called for the expansion of the store in order to offer a broader product mix with a wide variety of price points and provide new space that would allow us to sponsor regular community programs that would continue to foster a strong Co-op/community relationship. Our plans also included space for local businesses, such as a wine and beer shop, a coffee shop or café and a credit union, all in an area lush with gardens, trees, and lawns. You can see the TPSS proposal by clicking here.

We are disappointed that the City planners have decided not to share our proposal with the Council to show there is an alternative to building housing on the lot while revitalizing the Junction. Of utmost importance for the survival of the Co-op, no matter which developer is chosen are: (1) A guarantee of business continuity during construction (TPSS must remain open for business throughout), (2) Access to our loading dock for 18-wheel trucks five or six days a week during construction and after, and (3) Sufficient available parking.

The four finalists will make public presentations on Tuesday, September 23 at 7:00 p.m. in the Takoma Park Community Center Auditorium. Please tell your friends and neighbors to attend and give input to developers, City Council and City Staff.. The City Council will have a work session to discuss the proposals on Monday, September 29. The agenda for the meeting will be available in advance on http://www.takomaparkmd.gov /citycouncil/agendas. There will be additional opportunities for Council and public discussion of the proposals in the coming months. Please watch for the information we will be sending you, and please help us protect the future of the Co-op by using every opportunity to show your support.

Please feel free to contact me with any suggestions.

Marilyn Berger, Project Manager

The full TPSS Co-op Redevelopment Proposal can be viewed in PDF format here.

TPSS Expansion/Municipal Lot Development
Update June 10, 2014

The deadline for submission of responses to the Request for Proposals (RFP) for development of the municipal parking lot adjacent to the Co-op was May 28. A total of seven proposals were received from a variety of organizations from throughout the region.

Takoma Park’s Department of Housing and Community Development has begun a technical review of the submissions. The City has the right to investigate specific development proposals, request clarification of the contents of any proposal, require additional information, explore proposed partnerships or financing options, and begin preliminary negotiations with one or more developer during this period. To the extent permitted by law, the City will not disclose any proprietary or confidential material included in the proposals. Only proposals that comply with all the objectives, provisions and requirements of the RFP will be considered for review. Once the review is completed, up to four groups may be invited to present their proposals before the community and the City Council.

TPSS has submitted a proposal that most likely differs from the rest. Our plans incorporate the themes for development identified by the Takoma Junction Task Force in 2012: Community, Localism, Environment, and Heritage. While it is likely that many or all of the other bidders have included high density housing units where the parking lot now stands, we have focused on doubling our retail square footage in order to increase our core service to our community and customers by enabling us to purchase more products from local farmers and businesses, offer a wider range of products and price points, and provide more well-paying jobs with a great benefits package. The development we are proposing will bring more shoppers to the Junction not simply to take advantage of our greater selections, but to visit our planned wine and beer shop, a large, modern community gathering place, a coffee shop or cafe, possibly a credit union, and other small, local businesses that may have been looking for a home. All will be located in a pleasant environment that encourages foot traffic and invites shoppers and community members to linger.

The City’s internal review is expected to be completed in mid to late summer with community presentations scheduled soon thereafter. Until then, please continue to shop and support the TPSS Co-op and think about what products and services you would like to see offered in a larger store.

Previous entries...

As an important part of our efforts to fulfill our mission of promoting healthful living by offering wholesome food, high quality products and community resources in a clean, friendly cooperative grocery store that our members own, TPSS management and Board have been considering the possibility of expanding our store for quite a while.

We have been in our current building since1998. Our current facility offers about 5500 square feet of selling space. Food retailers often begin to think about expanding or moving when annual sales reach $1000 per square foot. Our annual sales far exceed that industry standard, and we would like to double the retail space available to us.

Our goals for this undertaking are to:

· Provide us with an opportunity to offer a broader product mix, with a wider variety of price points,
· Create a store that is committed to responsible energy use and conservation,
· Provide new space that will allow us to sponsor regular community programs that will continue to foster a strong Co-op/community relationship.

Last summer, TPSS commissioned a feasibility study for our planned growth and expansion. The report presented the pros and cons of several options:

· Stay in our existing building and expand eastward into the small parking lot.
· Stay in our existing building and expand westward into the municipal parking lot.
· Leave our building and relocate to a new building on the municipal lot or elsewhere.

Our efforts have taken on more urgency, as the Takoma Park City Council issued a Request for Proposals for the development of the municipal lot. It is vital to the future of the Co-op for us to retain control of access to our loading dock and to offer sufficient parking for our shoppers. The Council is hoping to receive proposals that will act as a stimulus to the commercial district and locally-owed, independent businesses; improve the aesthetic appeal of the district; and be contextually sensitive and environmentally sustainable. We will be submitting one or more proposals that address the Council’s goals while enabling us to realize our expansion dreams. To support this initiative, we have created a capital reserve fund of $500,000 and are committed to raising sufficient debt and equity financing.

Please watch your newsletters, email blasts, and our website for up-to-date information on this very important effort.

Board Letter

Official Statement

Request for Proposals - Takoma Junction Site

Expansion project wiki for committee members