HomeMy WebLinkAbout8.1 Attch 1 CC Ord 05-06 Dublin Trans Dist DA
I
i URDINANCE N0. 5- 46
' AN 4RDINANCE OF THE CITY CUUNCII,
OF THE CITY OF DUBLIN
xxxxx+e~e*~
APPROVIl~iG A DEVELOPMENT AGREEMENT FUR
DUBLIN TRANSTT CENTER SITE E-1, PA-05-042
THE C'ITY COUNCIL OF THE CITY OF DUBLIN DOES HEREBY ORDAIN AS FOLLOWS:
Scction l. RECITALS
A. The proposed Dublin Transit Center Site E-1 ("Project") is located within the boundaries of
the Eastem Dublin Specific Plan ("Specific Plan") in an area, which is designated on the Geaeral Pian
Land Use Elemerrt Map, and Eastern Dublin Specific Plan Land Use Map as High Density Residential,
Campus Office and Public/Semi Pubiic land uses.
B. Pursuant to the California Environmental Quality Act (CEQA), this Project is exernpt from
CEQA pursuant to Government Code Section 65457 which exempts residemial projects that are
consistent with a specific plan from further environmental review. Additionally, the Project is within the
scope of the Final Environmental Imgact Regort for the Dublin Transit Center General Plan Amendment,
Eastern Dublin Specific Plan Amendment, Stage 1 Planned Developrnent Zoning and Tentative Pareel
Map and Development Agreement (SCH 2O0112U395) which was certified by City Council Resalution
Na. 215-02 dated November 19, 2002. Furthermore, there aze no supplemental impacts that would
require preparation of a Supplemental Environmental Impact Repart.
C. A public hearing on the proposed Development A~reement was held befare the Planning
Commission on December 13, 2005, for which public notice was given as provided by law.
D. The Planning Commission has made its recommendation to the City Caunc'rl for approval
of the Development Agreement.
F. A public hearing on the praposed Development Agreement was helci before the City
eouncil on January 17, 2006 for which public notice was given as provided by law.
G. The City Council has considered the recommendation of the Planning Commission who
cansidered the itetn at its December 13, 2005 meeting, including the Planning Comrnission's reasons for
its recommendation, the Agenda Statement, a11 comments received in writing and all testimony received
at the public hearing.
Section 2. FIlVDINGS AND DETERMINATIONS
Therefore, on the basis of (a) the foregoing Recitals which are incorporated herein, (b) the City of
Dublin's General Plan, (c} the Eastern Dublin General Plan Amendment, (d} the Specific Plan, (e} the
EIR, (fl the Agenda Staternent, and on the basis of the specific conclusions set forth below, the City
Council finds and determines that:
1. The Project is consistent with the objecf.ives, policies, general land uses and programs specified
and contained in the City's General Plan, as amended by the Eastern Dublin General Plan Amendment,
and in the Specific Plan in that (a} the General Plan and Specific Plan land use designatian for the site are
High Density Residential, Campus Office and Public/Semi Public Land Uses and the proposed groject is a
project consistent with that land use, (b) the pro~ect is consistent with the fiscai policies of the General
Pian and Specific Plan with respect to provisian of infrastructure and public services, (c} the project is
consistent with the S#age 1 Planned Deveiopment Zoning adopted by the City Council for the Dublin
Chd. No. 5-06, Adopted 2/7/06 Pa~e 1 of 2
ATTACHMENT 1
.
R H n Develo ment A reement includes rovisions relatin to vesting of
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n s i t C e n
t e r a n d d t h
e D. . o
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development rights, and similar provisions set forth in the Specific Plan.
2. The D.R. Harton Development Agreement is compatible with the uses authorized in, and
the regulations preseribed for, the land use districts in which the real property is located in that the project
approvals include a Stage 2 Planned Development Rezoning far Site E-1 of the Dublin Transit Center,
Vesting Tentative Map, and Site Development Review.
3. The D.R Horton Development Agreement is in conformity with public convenience,
general welfare and good tand use policies in that tha Dublin Transit Center wi}I implement land use
guidelines set forth in the Specific Plan and the General Plan which have planned fvr residentia.l,
commercial, parks, public and semi-public, open space and campus affice uses at this location.
4. The D.R. Horton Development Agreement will not be detrimernal to the health, safety and
general welfare in that the project wi~l proceed in accordance with all the programs and policies of the
Eastern Dubtin Specific Plan.
5. The D.R. Horton Development Agre~ment will not adversely affect the orderly
development of property or the preservation of property values in #hat the project will be consistent with
the General Plan and with the Specific Ptan.
Section 3. APPROVAI.,
The City Council hereby appraves the Development Agreemeirt ghi i A and authorizes the
Mayor to sign.
Section 4. RECORDATION
Within ten (10) days after the Develapment Agreement is fully executed by all parties, the City
Clerk shall submit the Agreement to the County Recarder for recordation.
Section 5. EFFECTIVE DATE AND POSTINGOF ORDINANCE
This Ordinance shalt take effect and be in force thirty (30) days &om and after the date of its
passage. The City Clerk of the City of Dublin shall cause the Ordinance to be posted in at least three (3}
publie places in the City of Dublin in accordance with Section 3fi933 of the Government Code of the
Sta#e of California.
PASSED, APPROVED AND ADOPTED BY the City Council of the City of Dublin, on this 1~'
day af Febn.iary 2U06, by the foll~wing votes:
AYES: Cauncilmembers Hildenbrand, McCormick, Oravetz and Zika, and Mayor Lockhart
NOES: None
ABSENT: None
ABSTAIN: None
Mayor
ATTEST:
City Clerk
Ord. No. 5~6, Adopted 2/7/06 PaRe 2 of 2
RECORDING REQUESTED BY:
CITY 4F DUBLIN
When Recorded Mail To:
Ciry Clerk
Ciry of Dublin
100 Civic Plaza
Dublin, CA 94588
Fee Waived per GC 27383 ~ ~
Space above this line for Recorder's use
DEVELOPMENT AGREEMENT
BETWEEN THE
C1TY OF DUBLIN
AND
WESTERN PACIFIC HOUSING, INC.
FOR THE DUBLlN TRANSIT GENTER SITE E-1 PROJECT
.
i ~
THIS DEVELOPMENT AGREEMENT is made and en#ered irt the City of Dublin
on this 7th day af February, 2006, by and between the ClTY OF DUBLiN, a Municipal
Corporation (hereafter uCfTY"} and WESTERN PACIFlC HOUSING, inc., a Delaware
corporation, doing business as Q.R. HORTON {hereafter "DEVELOPER") pursuant to
the authority of 65864 et seq. of the Califamia G~vernment Code and Dublin
Municipal Code, Chapter. 8.56. CITY and DEVELOPER are, from time-to-time,
individually referred to in this Agreement as a"Party,° ancf are coliectively referred to as
Parties:
RECITALS
A: California Govemment Code §~65864 et seq. ("Development Agreement
Statute") and Chapter $.56 of the ~ublin Municipal Code (hereafter "Chap~er 8.5~"}
authorize the CIIY to enter into a Development Agreement for the developrnent of reaf
property with any person having a legal or equitable interest in such property in order to
establish certain development rights in such property. . ,
B. ~ DEVEL~PER desires to davelop and holds an equitable interest in certain
real property known generaliy as "Transit Center Site E-1" and consisting of
approximately 4.1 acres of lar~d, iocafed in the City of Dubtin, County of Alameda, State
of Cali~ornia,°which Es more particuEarly described in Exhibit A attached hereto and
incorporafed herein by #his reference, and which real property is hereafter calied the
"Property." The Alameda County Surplus Praperty Authority ("COUNTY") presentiy is
the fee awner af the Praperty. .
C. _ The City Council adopted the Eastem Dublin Specific Plan by Resofution .
No. 53-93 which Plan is appGcable to the Property. The Eastem DubEin Specific Plan
requires DEVELOPER ta enter into a developrrient agreement.
D. The P~operty is within an approximately 91-acre master-planned area
("the Transit Center Property'} that was tMe subject in 20U2 of a General Plan
Amendment, a specific plan amendment to add the area to the Eastem Dub[in Specific
Plan, and a master tentative map to create master parcels for development ("fhe Transit
Center Approvals").
E. I~ conjunction with the Transif CenterApprovais, CITY and C(~UNTY
entered into a certain Master Developrnent Agreement for the Dublin Transit Center,
dated May 6, 2003 ("t3~e Master Development Agreement"). It sets forth certain
obligations of the property owner and subsequent purchasers of property within the
~ Transit Center Praperty, and those abligations include a requirement that each
individua{ project within the Transit Center Project enter inta a development agreement ~
with the City.
F. Among other things, the Transit Center Approvals allow DEVELOPER to
propose development of up to 3Qa additiana[ resident9al uni#s on Transit Center Site E-1
although the Property is designated "Campus Office" under the Eastem Dublin Specific
Development Agreement Between City of Dublin and Western Pac~c Housing, Page 1 of 15
for the Dublin Transit Center Site E-1 Project January 1T, 2006
T901962
Plan (known as Site D-1 and E-1).
G. On 4ctober 4, 2005, the City Council approved an amendment to the
Master ~evelopment Agreement that sets forth the affordable housing obfigations of the
Transit Center Project in the event that the 30Q additional residential units are
constructed within the Transit Center.
H. Cansisten# with the terms af the Transit Center Approvals, DEVEL4PER
proposes the development of the Property with 300 condominiums and approximately
15,OOQ square fae# of ground floor retail (the "Project").
I. DEVELOPER has applied far, and CITY has approved or is processing,
various iand use approvafs in connection with the development of the Project, including,
without limitation, a Stage 2 Development Plan (Ord. Na. --O~o Site De~elopment
Review (City Councif Resotution No. 6-pf~;~and a vesting tentative parcel map
(Planning Commission Resolution No. 05-68) All such approvals coiEectively, together
with any approvals or permits now ar hereafter issued wi#h respect to the Project are
re#er~ed to as the "Project Approvals."
J. Development of the Property by DEVEL~PER may be subject to certain
future discretionary approvals, which, if granted, shall automatically become part of the
Project Approvafs as each such approval becomes effective.
K: C{TY desires the time{y, efficient, orderly and proper development of the
~ Praject.
L. The City Council has found that, amang other things, this Development
Agreement is consistent with its General Plan and the Eastem Dublin Specific PEan and
has been re~iewed and evaluated in accordance with the Development Agreement
Sfatute and Chapter 8.56.
M. CiTY and DEVELOPER have reached agreement and desire ta express
herein a Development Agreement that wili facilitate develapment of the Project subject
to conditions set forth herein.
N. Pursuant to the Cafifornia Environmental Quality Act (CEQA) the City
Council adopted Resalution No. 02-~5 finding that the Project is within the scope of the
Program EIR prepared for the Dublin Transit CenterApprovals, which was certified
pursuant to the California Environmental Quality Act (CEQA) (Resolution 215-02); and
O. ~n ~c..brc~o.r"~ `7 , 2006, the Ciry Council of the City of Dublin adopted
Ordinance No. 5~4~approving this Development Agreement (°the Approving
Ordinance")_ The Approving Ordinance wili take effect on l'~a~r~,~nf'1. "#he
Approval Date"). a~~
Devefopmeni Agreement Between City of Dublin and Western Pacific Housing, Page 2 of 15
for the Dublin Transit Center Site E-1 Project January 17, 20Q6
~so i ss:i
NOW, THEREFORE, with reference to the foregoing recitafs and in
consideration t r i li ti n nd covenants herein contained GITY
of the mu ual p om ses, ob ga o s a ,
and DEVELOPER agree as follows
AGREEMENT
1. Description of Properkv.
The Property which is the subject of this Development Agreement is
described in Exhibit A attached hereto ("Property").
2. interest of Devefoper.
The DEVELOPER has a legal or equitable interest in the Property.
3. Relationship of CITY and DEVELOPER.
!t is understood that this Agreement is a cantract that has been
negotiated and voluntarily entered into by CITY and DEVELOPER and that the
DEVELQPER is not an agent of CiTY. The CITY and DEVELUPER hereby renaunce
the existence of any form of joint venture or partnership between #hem, and agree that
nothing contained herein or in any document executed in connection herewith shall be
construed as making the CITY and DEVELOPER joint venturers or partners.
4. Effective Date and Term.
4.1 Effective Date. The effective date of this Agreement shall be
the date ("the Effective Date") upon which a grant deed conveying the Property from
COt1NTY to DEVELOPER is recorded in the Official Recorcls of Alameda County. This
Agreement shall automatically terminate without any further action of the Parties upon
the happening of either of the follawing:
{a) If a grant deed conv~ying the Praperty from COUNTY to
DEVELOPER is not recorded within 12 months of the Approval Date: or
(b) If the Purchase and Sale Agreement between the
COUNTY and DEVELOPER is terminated for any reason (and upon DEVELOPER's
~ ~ providing satisfactory of evidence of such fact to C(TY}.
4.2 Term. The "Term' af this Development Agreement shall
commence on the Approval Date and extend five {5) years thereafter, unless said Term
is otherwise #erminated or modified by circumstances sef forth in this Agreement.
5. Use af the Property.
5.1 Right to Develop. DEVELOPER shall have the vested right
Develppment Agreement Between City of Dublin and Western Pacific Housing, Page 3 of 15
for the Dublin Transit Center Site E-1 Project January 17~ 2006
790196.2
to develop the Project on the Property in accordance with the terms and conditions of
thts Agreement, #he Pro~ect Approvals (as and when issued), and any amendments tc~
any of them as shail, from fime to time, be approved pursuant to this Agreement.
5.2 Permitted Uses. The perrnitted uses of the Property, the
density and intensity of use, #t~e maximum ~eight, bulk ancf size of proposed buildings,
provisions for reservation or dedicati~n ot land for public purposes and location and
maintenance of on-site and off-si#e impravements, location of public utilities (operated
~ by CITY} and other terms and cc?nditians of development applicable to fhe Properfy,
~ shall be those set forth in this Agreement, the Praject Approvals and any amendments
to this Agreement or tF~e Project Appravals.
5.3 Additional Conditions. Provisions for the following
("Additional Conditions") are set forth in Exhibit B attached hereto and incorporated
herein by reference.
5.3.1 Subseauent Discretionarv Aps~rovals. Conditions,
terms, restrictions, and requirernents for subsequent discretionary
actions. (These conditions do not affect DEVELOPER's responsibility
#a obtain all other land use approvals required by the ordinances of
the City of Dublin and any permits required by regulatory agencies.)
See Exhibit B.
5.3.2 Mitiqation Canditions. Additional or modified
conditions agreed upon by the parties in order to eliminate or mitigate
adverse environmental impacts of the Project or otherwise relating to
development of the Praject.
See Exhibit B .
5.3.3 Phasing. Timinq. Provisions that the Project be
constructed in specified phases, that construction shall commence
within a specified time, and that the Project or any phase thereof be
completed within a specified fime.
~ See Exhibit B
5.3.4 Financinq Plar~. Financial plans which identify
necessary capital improvernents such as streets and utilities and
sources of funding.
See Exhibit B
5.3.5 Fees, Dedications. Terms relating to payment of
fees ar dedication of property.
Development Agreement Between City of Dublin and Westem Pacific Housing, Page 4 of 15
for the Dublin Transit Cen#er Site E-1 Project January 17, 2006
990196.2
See Exhibit B
5.3.fi Reimbursement. Terms relating to subsequent
reimbursement over time for financing of necessary public facilities.
See Exhibit B .
5.3.7 Miscelianeous. Miscellaneous terms.
See Exhibit B
6. Aq~licable Rules, Requlations and Official Policies.
6.1 Rules re Permitted Uses. For the term of #his Agreement,
the City's ordinances, resolutions, rules, regulations and officEaf policies governing the
permitted uses of the Property, governing density and intensity of use of the Property
and the maximurn height, bulk and size af proposed bui(dings shalt be those in force
and effect on the Approval Date.
6.2 Rules re Desiqn and Construction. Unless otherwise
expressly provided in Paragraph 5 of this Agreement or in Chapter 7.28 of the Dublin
Municipal Code, the ordinances, resolutions, rules, regulations and officia{ poficies
governing design, improvement and construction standards and specifications
applicable to Project construction (but not use} shatl be those in force and effect at the
time the DEVELOPER submits its application for the relevant building, grading, or ather
construction permits to C1TY. In the event of a conflict between such ordinances,
resolutions, rules, regulations and offcial policies and the Project Approvals, the Project
Approvals shall prevail.
For construction of public infrastructure, the ordinances, resalutions, rules,
regulations and official policies governing design, impr~vement and construction
standards and specifications applicable to Project shall be those in force and effect at
the time of execution of an improvement agreement between C1TY and DEVELOPER
pursuant #o Chapter 9.16 of the Dublin Municipa! Code.
6.3 Buildinq Standards Codes Applicable. Unless expressly
provided in Paragraph 5 of this Agreement or in Chapter 7.2$ of the Dublin Municipal
Code, the Project sha11 be consfructed in accordance with the provisions of the Building,
Mechanical, Plumbing, EfectricaE and Fire Codes and Title 24 of the Cafifomia Code of
Regulations, relating #o Building Standards, in efFect at the time the DEVELOPER
submits its application for the relevant building, grading, or other cpnstruction permits
for the Project to ClTY.
7. Subsequentlv Enacted Rules and Requlations.
Qevelopment Agreement Between City of Dublin and Western Pacific Housing, Page 5 of 15
for the Dublin Transit Center Site E-1 Project January 17, 2006
~so~ss.2
7.1 New Rules and Reaulations. During the term of this
Agreement, the CITY may apply new or modified ordinances, resolutions, rules,
regulations and official policies of the CITY to the Property which were not in force and
effect on fhe Approval Date and which are not in conflict with those applicable to the
Property as set forth in this Agreement and the Project Approvals if: (a) the application
of such new ar modified ordinances, resolutions, rules, regulations or official policies
would not preven#, impose a substantial financial burden on, or materially delay
development of the Property as o#hennrise contemplated by the Project Approvals and
(b) if such ordinances, resolutions, rules, regutations or official policies have general
(City-wide) applicability.
7.2 Approval of Application. Nothing in this Agreement shall
' prevent the C1TY from denying or conditionally approving any subsequent land use
permit or authorizatior~ for the Project on the basis of such new ar modified ordinances,
resolutions, rules, regulations and poiicies except that such subsequent actions shal4 be
subject to any conditions, terms, restrictions, and requirements expressly set forth
herein.
7.3 Moratorium Not Applicable. Na#withstanding anything to the
contrary contained herein, in the event an ordinance, resolutian or ather measure is
enacted, whether by action of CITY, by initiative, referendum, or otherwise, that
imposes a building moratorium which affects the Project on all or any part of tt~e
Property, CITY agrees that such ordinance, resolution o~ other measure shall not apply
to the Project, the Property, this Agreement or the Project Approvals unless the building
moratorium is imposed as part of a decEaration of a foca! emergency or state of
emergency as defined in Government Code §8558.
7.4 Rights Under Vesting Tentative Map. Notwithstanding
any#hing to the contrary contained herein, this Agreement shali not supercede any rights
DEVELOPER may obtain pursuant to C{TY's appraval of the vesting tentative map for
the Project.
8. SubseQUently Enacted ar Revised Fees, Assessments and Taxes.
8.1 Fees, Exactions, Dedications. CfTY and DEVELOPER
agree that the fees payable and exactions required in connection with the deveiopment
of the Project Approvals for purposes of mitigating environmental and other impacts of
the Praject, providing infrasfructure for the Projec# and complying with #he Specific P1an
shall be those set forth in the Project Approvals and in this Agreement (including Exhibit
B}. The CITY shalE not impose or require payment of any other fees, dedications of
land, or construction of any public improvement or fiacili#ies, shall not increase or
accelerate existing fees, dedications of land or construction of public improvements, in
connection with any subsequent discretianary approval for the Property, except as set
forth in the Project Appravals and this Agreement {including Exhibit B, subparagraph
` 5.3.5}.
~
,
Development Agreement Between City of Dublin and Western Pacific Housing, Page 6 of 15
for the Dublin Transit Center Site E-1 Project January 17, 20U6
790198.2
8.2 Revised Applicafion Fees. Any existing application,
processing and inspectian fees that are revised during the term of this Agreement shalf
apply to the Project provided that (1 } such fees have generai applicability; (2} the
application of such fees to fihe Property is prospective; and (3) the application of such.
fees would nat prevent development in accordance with this Agreement.
8.3 New Taxes. Any subsequently enacted city-wide taxes shall
apply to~the Project provided that: {1) the application of such taxes to fhe Property is
prospective; and (2) the application of such taxes would not prevent development in
accordance with this Agreement.
8.4 Assessments. Nothing herein shall be construed to relieve
the Property from assessments levied against it by ClTY pursuant ta any statutory
procedure for ths assessment of property to pay for infrastructure andlar services which
benefit the Property.
8.5 Vote on Future Assessments and Fees. In the event that
any assessment, fee or charge which is appficabfe to the Property is subject to Article
XIIID of the Constitution and DEVELOPER does not return its ballot, DEVELOPER
agrees, on beha~f of itself and its successors, that CITY may count DEVELOPER's
ballot as affirmatively voting in favor of such assessment, fee or charge.
9. Amendment or Cancellation.
9.1 Modi~cation Because of Conflict with S#ate or Federal Laws.
In the e~ent that s#ate or federal laws or regulations enacted after the efFective date of
this Agreement prevent or ~reclude compiiance with one or more provisions of this
Agreement or require changes in plans, maps or permits approved by the CITY, the
parties shall meet and confer in gaod faith in a reasonable attempt to modEfy this
Agreemen# to comply with such federal or state law or regulation. Any such amendment
or suspension of the Agreement shall be approved by the City Council in accordance
with Chapter 8.56.
9.2 Amendment by Mu#ual Consent. This Agreemen# may be
amended in writing from time to time by mutual consent of the parties hereto and in
accordance with tF~e procedures of State faw and Chapter 8.56.
9.3 Insubstantial Amendments. Notwithstanding the provisions
of the preceding sec#ion 9.2, any amendments to this Agreement which da not relate to
(a) the term of the Agreement as provided in section 4.2; (b) the permitted uses of the
Property as provided in section 5.2; (c) provisions for "significant" reservation or
dedication of land as provided in Exhibit B; (d} conditions, terms, restrictians or
requirements for subsequent discretionary actions; (e) the density or intensi#y af use of
the Project; (fl the maximum height or size of proposed buildings; or (g) monetary
contributions by DEVELOPER as provided in this Agreement, shall no#, except to the
extent atherwise required by law, require notice or public hearing before either the
Development Agreement Between Ciry of Dubfin and Western Pacific Housing, Page 7 of 15
for the Dublin Transit Center S'ite E-1 Project January 17, 2006
7so1ss.2
i
,
Planning Commission or the City Courtcil before the parties may execute an '
amendment hereto. CITY's Public Works Director shall determine whether a
reser~ation or dedication is "significant".
9.4 Cancellatian bv Mutual Consent. Except as otherwise
permitted herein, this Agreement may be canceEed in whole or in part only by the mutual
consent of the parties or their successors in interest, in accordance with the provisions
of Chapter 8.56. Any fees paid pursuant ta Paragraph 5.3 and Exhibit B of this
Agreement prior to the date of cancellation shall be retairred by CITY.
10. Term of Proiect A~pravaEs_
The term of any Project Approval sha11 be extended only if so provided
in Exhibit B.
11. Annual Review.
11.1 Review Date. The annual review date for this Agreement ~
shall be between July 15 and August 15, 2406 and each July 15 to August 15
thereafter.
11.2 Initiation of R~view. The CITY's Community Developrnent
Director shall initiate the annual review, as required under Sectian 8.56.140 of Chapter
8.56, by giving to DEVELOPER thirty (30) days' written notice that the CETY intends to
undertake such review. DEVELOPER shall provide evidence to the Community
Development Director prior ta the hearing on the annua{ review, as and when
reasonably determined necessary by #he Community Develapment Director, to
demanstrate good faith campliance with the provisions of the Deveiopment Agreement.
The burden of proof by substantial evidence of compliance is upon the DEVELOPER.
11.3 Staff Reports. To the extent practical. CITY shall deposit in
the mail and fax ta DEVELOPER a copy of a[I staff rep~rts, and reiated exhibits
conceming contract performance at least five (5) days prior to any annual re~iew.
11.4 Casts. Casts reasonably incurred by ClTY in connection
wit~ #he annual review shall be paid by DEVELOPER in accordance with the City's
schedule of fees in effect at the time of review.
12. Default.
~ 12.1 Other Remedies Avaikable. Upon the occurrence of an event
of defauit, the parties may pursue aEl other remedies at law or in equity which are nat
otherwise provided far in this Agreement or in CITY's regulations governing
developmen# agreements, expressly including the remedy of specific performance of
this Agreement.
Development Agreement Between City of Dublin and Westem Pacific Housing, Page 8 of 15
for the Dubiin Transit Center Site E-1 Project January 17, 2046
790796.2
12.2 Notice and Cure. Upon the occurrence of an event of default
by any party, the nondefaulting party shall serve wntten notice of such default upon the
defaulting party. If the default is no# cured by the defaulting party within thirty (30) days
after service o# such notice of default, the nondefaulting party may then commence any
legal ar equitable action to enforce its rights under this Agreement; provided, however,
that if the default cannat b~ cured within such thirty (30) day perifld, the nondefaulting
party shall refrain fi-om any such iegal or equitable actian so long as the defaulting party
begins to cure such default within such thirty (30) day period and diligently pursues such
cure to completion. Failure to give notice shafl not constitute a waiver of any default.
'12.3 No Damaaes Aqainst CITY. In no event shall damages be
awarded against ClTY upon an event of default or upan termination of this Agreement.
13. Estoppel Certifcate.
Any party may, at any time, and from time to time, request written
notice from the other party requesting such party to certify in writing that, (a) this
Agreement is in full farce and effect and a binding obligation of the parties, (b} this
Agreemenf has not been amended or modified either orally or in writing, or if so
amended, identifying the amendments, and (c) to the knowledge of the certifying party
the requesting party is not in default in the perfarmance of its obiigations under this
Agreement, or if in default, to deseribe therein the nature and amount of any such
defauits. A party receiving a request hereunder shall execute and retum such certi~cate
within thirty (34) days following the receipt thereof, or such longer period as may
reasanably be agreed to by the parties. City Manager of CITY shail be authorized to
execute any cer#ificate requested by DEVEL~PER. Should the party receiving the
request not execute and return such certifrcate within the applicable period, this shall
no# be deemed #o be a default, provided that such party shafl be deemed to have
certifieci that the statements in clauses (a) thraugh (c) of this sectian are true, and any
party may rely on such deemed ce~tification.
14. Mortgaaee Protection: Certain Riphts of Cure.
14.1 Martc~aqee Protection. This Agreement shall be superior
and senior to any lien placed upon the Property, or any portion thereof after the date of
recording this Agreement, including the lien for any deed of trust or mortgage
("Mortgage"). Notwithstanding the foregoing, no breach hereof shalf defeat, render
invalid, diminish or impair the lien of an~r Mortgage made in good faith and for value, but
all the terms and conditions contained in this Agreement shall be binding upon and •
effective against any person or entity, including any deed of trust beneficiary or
mortgagee ("Mortgagee"} who acquires title ta #he Property, or any portion thereof, by
fareclosure, trustee's sale, deed in lieu of foreclasure, or otherwise.
14.2 Mortaaqee Not Obligated. Natwithstanding the provisions of
Section 14.1 above, na Mortgagee shall have any obligation or duty under this
Agreement, before ar after foreclosure or a deed in lieu of foreclosure, #o construct or
Development Agreement 8etween City of Dublin and Westem Pacific Housing, Page 9 of 5
for the Dublin Transit Center Site E-1 Project January 17, 2006
7so~ss.z
cornp[ete the construction of improvements, or to guarantee such constructian of
improvements, or to guarantee such construction or completion, or fo pay, perform or
provide any fee, dedication, improvements or other exactian or imposition; provided,
however, that a Mortgagee shall not be entitled to devote the Property to any uses or to
constn.ict any improvemenfs thereon other than those uses ar improvements pro~ided
for or authorized by the Project Approvals or by this Agreement.
14.3 Notice af Defaul# to Mortaaaee and Extension of Riqhf to
Cure. If CITY receives notice from a Mortgagee requesting a copy of any notice of
default given DEVELOPER f~ereunder and s}~ecifying the address for service thereaf,
then CITY shal! deliver to such Mortgagee, concurrently with service therean to
DEVEL~PER, any notice given to DEVELOPER with respect to any claim by C[TY that
DEVELOPER has cammitted an event of default. Each Martgagee shall have the right
during the same period available to DEVELOPER to cure or remedy, or to cornmence to
cure or remedy, the event of default claimed set fo~th in the CITY's notice. CITY,
through its City Manager, may extend the thirty-day cure period provided in secfian 12.2
for not more than an additianai sixty (60) days upon rec{uest of DEVELC?PER or a
Mortgagee.
15. Se~erabilitv.
The unenforceability, invalidity or illegali#y of any provisions, covenant,
condition ar term of this Agreement shall not render the o#her provisians unenforceable,
in~alid or il{egal.
16. Attarneys' Fees and Costs.
If CITY or DEVELOPER initiates any action at law or in equity to
enf~rce or interpret the terms and canditions of this Agreement, the prevailing party
shall be entitled to recover reasonable attorneys' fess and costs in addition to any other
relief to which it may otherwise be en#itled. If any person or entity not a party to this
Agreement initiates an action at law or in equity to challenge the validity of any provisi~n
of this Agreement o~ the Project Approvais, the parties shall cooperate and appear in
defending such action. DEVELOPER shafl bear its own costs of defense as a real party
in interest in any such action, and DEVELOPER sha~i reimburse CITY fo~ all reasonable
court costs and attorneys' fees expended by CITY in defense of any such action or
other proceeding.
17. T~ansfers and Assianments.
17.1 DEVELOPER's Riqht to Assian. All of DEVELOPER'S
rights, interests and obligations hereunder may be transferred, sold or assigned in
conjunction with the transfer, sale, or assignment of the Property subject hereto, or any
portion thereof, at any time during the term of this Agreement; provided that no transfer,
sale or assignment of DEVELOPER's rights, interests and obligations hereunder shall
occur without the prior written notice to CITY and approval by the City Manager, which
Develppment Agreement Between City of Dublin and Westem Pac~c Housing, Page 10 of 15
for the Dublin Transit Center Site E-1 Project January 17, 20Q6
~eaiss.2
approva! shali not be unreasonably withheld or delayed. The City Manager shall
consider and decide the matter within 10 working days after DEVELOPER's notice
provicfed and receipt by City Manager af all necessary documenfs, ~e~tifications and
other information required by City Manager to decide the matter. In considering the
request, the City Manager shall base the decision upon the proposed assignee's
reputa#ion, experience, financial resources and access to credit and capability to
successfully carry out the development of the Property to completion. The City
Manager's approval shall be #or fhe purposes of: a) providing notice to CITY; b}
assuring Ehat all obligatians of DEVELOPER are allocated as between DEVELOPER
and the proposed purchaser, transferee or assignee; and c) assuring CITY that the
proposed purchaser, transferee or assignee is capable of perforrning the
DEVELOPER's obliga#ions hereunder not withheid by DEVELOPER pursuant ta section
17.3. Notwithstanding the foregoing, provided notice is given as specified in Section 23,
no ClTY approval shall be required for any transfer, sale, or assignment of this
Agreement to: 1) any entity which is an affiliate or subsidiary of DEVELOPER; 2) any
Mortgagee; or 3) any transferee of a Mortgagee.
17.2 Release Upon Transfer. Upon the transfer, sale, or
assignment of all ot DEVEL~PER's rights, interests and obligations hereunder pursuant
to section 17.1 of this Agreement, DEVELOPER shall be released from the obligations
under this Agreement, with respect to the Property transferred, sold, ar assigned,
arising subsequent to ti~e date of Ciry Manager approval of such transfer, sale, or
assigrtment; provided, ~owever, that if any t~ansferee, purchaser, or assignee approved
by the City Manager expressly assumes all of the righ#s, interests and obligations of
DEVELOPER under this Agreement, DEVELOPER shall be released with respect to alE
such rights, interests and assumed obligatians. In any event, the transferee, purchaser,
or assignee shall be subject to alt the provisions hereof and shall provide all necessary ,
documents, certifications and other necessary information prior to City Manager
approvaL
17.3 Developer's Riaht to Retain SRecified Riqhts or Obiigations.
Notwithstanding sections 17.1 and 17.2 and section 18, DEVELOPER may withhold
from a sale, transfer or assignmen# of this Agreement certain rights, interests andlor
obligations which DEVEL~PER shall retain, provided that DEVELQPER specifies such
rights, interests and/or obligafions in a written document to be appended #o this
Agreement and recorded with fihe Alameda Cvunty Recorder prior to the sale, transfer
or assignment af the Property. DEVEL4PER's purchas~r, transferee or assignee shall
then have no interest or obfigations for such rights, interests and obligations and this
Agresment shall remain applicable to DEVELOPER with respect ta such retained rights,
interests andlor obligations.
18. Aqreement Runs with the Land.
All of the provisions, rights, terms, covenants, and obligations
contained in this Agreement shalE be 6inding upon the parties and their respective heirs,
successors and assignees, representatives, lessees, and a!f other persons acquiring the
Development Agreement Between City of Dublin and Western Pacific Housing, Page 11 of 15
for the Dublin Transit Center Site E-1 Project January 17, 2006
790196.2
Prope~ty, or any portion thereof, or any interest fherein, whether by operation of !aw or
in any manner whatsoever. AEi of the provisions of this Agreement shall be enforceable
as equitable servitude and shall constitufe covenants running witFr the land pursuant to
appEicable laws, including, but not limited to, Section 1468 of the Civil Code of the State
of Ca(ifamia. Each covenant ta do, or refrain from doing, some act on the Property
hereunder, or with respect to any owned prope~y, (a} is for the beneft of such
properties and is a burden upon such properties, (b) runs witi~ such properties, and (c)
is binding upon each party and each succsssive owner during its ownership of such
properties or any portion thereof, and shall be a benefit to and a burden upon each
party and its property hereunder and each other person succeeding to an interest in
such properties.
19. Bankruptcy.
TE~e abligations of this Agreement shall not be dischargeable in
bankruptcy.
20. Indemnifcation.
DEVELOPER agrees to indemnifjr, defend and hald harmless CITY,
and its elected and appointed councils, boards, commissions, officers, agents,
employees, and representati~es from any and all claims, costs (including legal fees and
costs} and liabili#y for any personal injury or property damage which may arise directly
or indirectly as a result of any actions ar inac#ions by the DEVELOPER, or any actians
or inac#ions of DEVELOPER's contractors, subcontractars, agents, or employess in
connection with the construction, improvement, operation, or maintenance of the
Project, provided that DEVEI.OPER shall have no indemnification obligation with
respect to negligence or wrongful conduct of ClTY, its contractors, subcontractors,
agents or employees or with respect ta the mait~tenance, use or condition of any
improvement after the time it has been dedicated ta and accepted by the CITY or
another public entity (except as provided in an improvement agreement or maintenance
bond). If C1TY is named as a party to any lega! action, CITY wilt cooperate with
DEVELOPER, will appear in such action and will not unreasonably withhold approval.o#
a settlement otherwise acceptable to DEVELOPER. If CITY is named as a party to any
legal action, CiTY will cooperate with DEVELOPER, will appear in such actian and will
not unreasonably withhold approval of a settiement otherwise acceptabte to
DEVELOPER.
21. Insurance.
21.1 PubEic Liability and Propertx Dama_qe _I_nsurance. At all times
that DEVELOPER is constructing any improvements that will become public
improvements, DEVELOPER shall maintain in effect a policy of comprehensive general
liability insurance with a per-occurrence combined single iimit of not less than one
million dollars ($1,000,400.00) and a deductible of not more than ten thousand dallars
($10,000.00) per claim. The policy so maintained by DEVELOPER shall name the CITY
Development Agreement 8etween City of Dublin and Western Pacific Housing, Page 12 of 15
for the Dublin Transit Center Site E-1 Project .~anuary 17, 200f
790'196.2
as an additional insured and shall incfude either a severability of interest clause or
cross-liability endorsement. .
21.2 Workers Compensation Insurance. At all times that
DEVELOPER is constructing any improvements that will become public improvements,
DEVELOPER shall maintain Worker's Compensation insurance for all persons
employed by DEVELOPER far work at the ProjecE site. DEVELOPER shafl require
each contractor anci subcontractor simifarly to provide Worker's Compensation
insurance for its respective employees. DEVELOPER agrees to indemnify the City for
any damage resulting from DEVELOPER's failure to maintain any such insurance.
21.3 Evidence of Insurance. Prior to commencemer~t of
construction of any improvements which will become public improvements, -
DEVELOPER shall furnish CITY satisfactory evidence of the insurance required in
Sections 21.1 and 21.2 ancf evidence that th~ caRier is required to give the CITY at
least fifteen days prior written notice of the cancellation or reduction in caverage af a
policy. The insurance shall extend to the CITY, its elective and appointive boards,
commissions, officers, agents, employees and representatives and ta DEVELOPER
performing work an•the Project.
22: Sewer and Water.
DEVELOPER acknowledges that it must obtain water and sewer
permits from the Dubiin San Ramon Services District ("DSRSD") which is another public
agency not within the control of CITY.
23. Notices.
All notices required or pro~ided for under this Agreement shaU be in
writing. Notices required #o be given to ClTY shall be addressed as follows:
City Manager
City of Dublin
100 Civic Plaza
Dublin, CA 94568
Notice required to be given to DEVELOPER shal! be addressed as
follows:
Western Pacific Housing, inc.,
doing business as D.R. Horton
6658 Owens Drive
Pleasanton, Ca 94588
Attn: President
A party may change address by giving no#ice in writing to fhe other party and thereafter
Development Agreement Between City of Dublin and Westem Pacific Housing, Page 13 of 15
for the Dublin Transit Center Site E-1 Project January 17, 20~6
~sozss.z
ali notices shal! be addressed and transmitted to the new address. Notices shali be
deemed given and received upan persanal delivery, or if mailed, upon the expiration of
48 hours after being deposited in the United States Mail. Natices.may also be given by
overnight courier which shall be deemed given the following day ar by facsimile
transmission which shall be deemed given upon verification of receipt.
24. Recitals.
The foregoing Recitals are true and correct and are made a part
hereof.
25. Aareement is Entire Understandina.
This Agreement constitutes the entire understanding and agreement
of the parties.
26. Exhibits. ~
The following dacuments are referred to in this Agreement and are
attached hereto and incorporated herein as though set forth in fufl:
Exhibit A Legal Description af Praperty
<
Exhibit B Additional Cond~tions
27. Counterparts.
This Agreement is executed in three {3) du~licate originals, each of
which is deemed to be an originaL
28. Recordation.
CITY shall record a copy of this Agreement within ten days of
DEVELOPER providing CITY notice that a grant deed conveying the Property frorr~
COUNTY to DEVEL~PER is recorded in the Official Records of Alameda County.
29. Lec~al Authoritv.
Each individual executing this Agreement on behalf of Developer
hereby represents and warrants that has full power and authority under the entity' s
go~erning documents to execute and deliver this Agreement in the name of and on
behalf of the campany and to cause the entity to perform its obligations under this
Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to
be executed as of the date and year first abave written.
Development Agreement 6etween City of Qublin and Western Pacific Housing, Page '14 of 15
for the Dublin 7ransit Center Site E-1 Project January 1T, 2006
790196.2
CITY OF DUBLIN:
. By: Date:
M ayor
Attest: ,
By: Date: `
City Clerk "
Approved as to Form:
City At#orney
1
We m'Pacific Ho i~ig, Inc., a Delaware Corporation
d ng si a . Horton
.
d Galig er ~
Its: President
Development Agreement Between City of Dublin and Western Pacific Nousing, Page 15 of 15
for the Dublin Transit Center Site E-1 Project January 17, 2006
790796.2
CERTIFICATE OF ACKNOWLEDGMENT
STATE OF CALIFORNIA
COUNTY 4F AL~NIEDA
Un January 25, 2406 before me, Alison V, Metz, a Notary Public in and for said State
personally appeared Edward A. Galigher personally known to me {ar proved to me on the basis
of satisfactory evidence) to be the person whose name is subscribed to the within instrument and
acknowledged to me that he executed the same in his authorized capacity, and that by his
signature on the instrument the pezson, or the entity upon behalf of which the person acted,
executed the instrument.
WITNESS my hand and official seal.
~~~r ON K Eit
C~.C~ 7~- v~'~'Z,~t,~'~ co~+~or+ ~r tia~so~
~ ~•v~-~
AIison V. Metz ~m~ ~
Notary Public - Commission No. 1545046 ~"~'1O~ ~ b'
My Commission Expires: January 16, 2009
Exhibit A
Property Description
City of Dublin
Parcel 1, as shown on Parcel Map 7892, ~iled April 14, 2005, fn book 280 of Parcet
Maps, Pages 83-85 in the Office of the Recorder of Alameda County.
Assessor's Parcel Number 986-OOQ1-013-02 (portion)
Exhibit B
Additional Conditions
The fo(lowing Additional Conditions are hereby imposed pursuant to Paragraph 5.3
above.
Subparaqraph 5.3.1 Subsequent Discretionarv Approvals
None
Subparaqraph 5.3.2 Mitiqation Conditions
Subsection a. fnfrastructure Sequencinq Proqram
The Infrastn.~cture Sequencing Program for the Project is set forth below.
(i) Roads:
The projec#-specific roadway impravements (and offers of dedication)
identified in Planning Commission Resolution No. 05-68 approving Vest'rng Tentative
Tract Map 7667 ("the VTM Resolution") anci City Cauncil Resolution No. 46-06
approving Site Development Re~iew (Nthe SDR Resolution") shalf be completed by
DEVELOPER to the satisfactian and requirements of the Public Works Director at the
times and in the manner specified in the VTM Resolution and SDR Resolut~on unless
otherwise pro~ided below.
(ii} Sewer
Al! sanitary sewer irnpravements to serve the project site (or any
recorded phase of the Project) shall be completed in accordance with DSRSD
requirements. •
(iii} Water ~
An a!I-wea#her roadway and an appro~ed hydrant and water supply
system shall be available and in service at the site in accordance with the SDR
conditions of approval to the satisfaction and requirements of the CfTY's fire
department. ~
Alf po#able water system components to serve the project site tor any
recorded phase of the Project) shall be completed in accQrdance with DSRSD
requirements.
Recycled water lines shall be installed in accordance with the SDR
conditions of approval.
Development Agreement Between City of Dublin and Western Pacific Nousing, Page 9 of 5
for the Dublin Transit Center Site E-1 Project - EXHIBIT B January 17, 2006
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iv Storm Drainaqe
Priar to issuance of the first Certificate of ~c~upancy for any buiiding
which is part of the Project, the storm drainage systems aff site, as well as on-site
drainage systems to the areas to be occupied, shall be improved to the satisfaction and
requiremen#s of the Dublin Public Works Department applying CITY's and Zone 7
(Alameda County Flood Control and Water Conservation District, Zone 7) standards
and policies which are applicable. Pursuant to Aiameda County's Nationa! Pallution
Discharges Elirnination Perrnit (NPDES) No. CAS0029831 with the Califamia Regional
Water Quality Control Board, all grading, construction, and development activities within
the City of Dublin must comply with the provisions of the Clean Water Act. Proper
erosion control measures must be instalfed at development sites within the City during
construction, and all activities shall adhere to Best Management Practices.
(v) Other Uti{ities (e.q. qas, electricit , cable tefevisions. telephonei
Construction of other utilities shall be camplete by phase prior to
issuance of the frst Certificate af Occupancy for any buiiding within that specific phase
af developmen#.
Subsection b. Miscellaneaus
(i} Completion Mav be Deferred.
Natwithstanding the foregoing, CITY's Public Works Director may, in his
or her sole discretion and upon receipt a# documentation in a form satisfactory to the
Public Works Direc#or that assures completion, allow DEVEL4PER to defer completion
af discrete portions of any of the public improvements required for the Project until after
issuance of Certificate of Occupancy for the first building forthe Project if the Public
Works Director determines that to do so would not jeopardize the public health, safety
or welfare.
Subparaaraph 5.3.3 Phasinq, Timinq
This Agreement contains no requirements that DEVELOPER must initiate or
complete development of the Project within any period of time set by CITY. I# is the
intention of this provision that DEVELOPER be abEe to develop the Property in
accordance with its own time schedules and the Project Approvals.
Subparagraph ~.3.4 Financinq Plan
DEVEL~PER wili install all improvements necessary far the Praject at its own
cast (subject to creciits for any improvements that qualify for credits as provided in
Subparagraph 5.3.6 below}, uniess otherwise required by this Agreement.
Developrnent Agreement Between City of Dublin and Westem Pacific Housing, Page 2 ~f 5
for the Dub~in Transit Center Site E-1 Project - EXHIB{T B January 47, 20Q6
790186.2
Other infrastructure necessary to provide sewer, potable water, and recycled
water services to the Project will be made available by the Dublin San Ramon Services
District. The present owner of the Property, the Alameda County Surplus Property
Authority, has entered into an "Area Wide Facilities Agreernent" with the Dublin San
Ram~n Senrices District to pay for the cost of extending such services to #he Project.
Such services shall be provided as set forth in SubparagrapF~ 5.3.2(a)(ii) and (iii) above.
Subparagraph 5.3.~ Fees, Dedications
Subsection a. Traffic fmpact Fees.
Developer shall pay the Eastern Dublin Traffic Impact Fee ("TIF") established
by Resolution No. 111-04, including any future amendments to such fee. DeveloperwiEl
pay such fees no {ater than the time of issuance of building permits and in the arnount of
the impact fee in effect at time of building permit issuance.
Developer further agrees that it will pay eEeven percent ('t 1°lo) of the "Section
1/Category 1" portion af the TIF in cash.
De~eloper also agrees that it will pay twenty-five percent 25% of the °Section
21Category 2" portion of the T1F in cash: If City amends its T1F fee and as a result the
City's autstanding balance due on loans is less than 25% of totai Sec#ion 2/Category 2
improvements, the Developer shall pay such reduced percentage af the "Secti~n
21Category 2" portion of the TIF in cash. ~
Subsection b. Traffic Impact Fee to Reimburse Pleasanton for Freewav
Interchanqes.
DEVELUPER shall pay a Eastern Dublin I-58Q Interchange Fee in the
amounts and at the times set forth in City of Dublin Resolution No. 155-9$, or in the
amounts and at the times set forth in any resolution revising the amount of the Eastern
Dublin I-580 Interchange Fee.
Subsection c. Public Facilities Fees.
DEVELOPER shalE pay a Public Facilities Fee estabiished by City of
Dublin Resolution Na. 214-02, including any future amendments to such fee.
DEVELOPER will pay such fees no later than the time of issuance of building permits
and in the then-current amount of the fee.
Development Agreement Between City of Dublin and Western Pacific Housing, Page 3 of 5
for the Dublin Transit Center Site E-1 Project - EXHIBIT B January 17, 2006
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Subsection d. Noise Miti~tion Fee.
DEVELOPER sF~a(1 pay a Noise Mitigatian Fee established by City of
Dublin Resolution No. 33-96, including any future amendments #o such fee.
DEVELOPER wii( pay such fees no later than the time of issuance of building permits
and in the amount of the fee in effect at time of building permit issuance.
Subsection e. School Impact Fees.
School impact fees shali be paid by DEVELOPER in accordance with
Government Code section 5308Q and #he existing agreement befiueen DEVEL4PER's
predecessor in interest and the Dubfin Unified School District.
Subsection F~re Impact Fees.
DEVELOPER shall pay a fre facilities fee established by City of Dublin
Resolution No. 12-03 including any future amendments to such fee. DEVELOPER tinrill
pay such fees no later #han the time of issuance of building permits and in the amount af
the fee in effect at time of building permit issuance.
Subsection q. Tri-Vallev Transportation Develo~men# Fee.
DEVELOPER shall pay the Tri-Valley Transportation Development Fee in
the amount and at the times set forth in City of Dublin Resolution No. 89-98 or any
subsequent resolution which revises such fee. DEVELOPER wili pay such fees na later
than the time of issuance af bui{ding permits and in the amount of the impact fee in
effect at time of building permit issuance.
Sub ara ra h 5.3.5 Credit
Subsection a. Traffic impact Fee Improvements Credit
~ CITY shall pro~ide a credit to DEVELOPER for thosa improvements
described in the resolution establishing the Eastem Dublin Traffic Impact Fee if such
improvements are constructed by the DEVELOPER in their ultimate location pursuant
this Agreement. All aspects of credits shall be governed by CITY's t~en-current
Administrative Guidelines regarding credits.
Subsection b. Traffic impact Fee RiQht-of-Wav Dedications Credit
CITY shall provide a credit to DEVELOPER far any T1F area right-of-way
dedicated by DEVELQPER to CITY which is required for improvements which are
described in the resolution establishing the Eas#ern Dubfin Traffiic Impact Fee. Ail
aspects of credits shall be governed by CITY's then-current Administrative Guidelines
regarding credits.
Deve{opment Agreement Between City of Dublin and Western Pacific Housing, Page 4 of 5
for the Dublin Transit Center Site E-1 Project - EXHIBIT B January 17, 200fi
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Subparas~raph 5.3.7 Miscelianeous
Subsection a. Maintenance of Street l.iahtinq
COUNTY has asked CITY to forrn an assessment district pursuant to the
Lighting and Landscaping Act of 1972 to pay for street lighting in order to satisfy the
obligation af future developers to pay for stree# li~htirtg in the Dub{in Transit Center
Property. In addition, COUNTY agreed in the Master Development Agreement to
recard a Declaration of Covenants, Conditions and Restricti~ns or a similar document
{"CC&Rs"} that covers the Dublin Transit ~enter Property, whereby COUNTY, on behalf
of itself and its successors (including DEVELOPER), has covenanted to pay a"Deed.
Assessment" to CITY for maintenance af str~et iighting ancf street light maintenance in
the event that the assessment for street iight costs and maintenance is not levied
against the Dublin Transit Center Property, ar any portior~ of it, in any year.
DEVELOPER acknawfedges that the City intends to form (or annex the Property to) a
landscaping and lighting district and impose an assessmen# ~n the Property for such
purposes. DEVELOPER hereby waives its right to protest the formation of or the
Properry's annexation to the district and the imposition of the annual assessment. In
addition, DEVELOPER hereby covenants to pay a Deed Assessment, pursuant to the
terms of CC8~Rs.
Development Agreement Between City o# Dublin and Western Pac~c Housing, Page 5 of 5
for the Dublin Transit Center Site E-1 Project- EXHIBIT B January 17, 2006
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