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HomeMy WebLinkAbout4.02 Grafton Plaza DAG~~.t OF DU~~2 i9' -~~.`~ STAFFREPORT CITY CLERK ~~~~~1 ~~LC~~s~ DUBLIN CITY COUNCIL F~le # ^~~~-~0 DATE: December 7, 2010 TO: Honorable Mayor and City Councilmembers FROM: Joni Pattillo, City Manager SUBJECT: Grafton Plaza Development Agreement Amendment No. 2 Report prepared by Mike Porto, Consulting Planner and Martha Aja, Environmental Specialist (PA 07-006) EXECUTIVE SUMMARY: The Applicant is requesting approval of an Amendment to the Master Development Agreement between the City of Dublin and the Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G and H) relating to Grafton Plaza, which is located on 25.33 gross acres within the Eastern Dublin Specific Plan Area. This Amendment incorporates the various land use changes for the Grafton Plaza project into the Master Development Agreement. Action on this item will not result in any development on the property. There will be several future actions on this project that will each be noticed for a public hearing to allow citizen input. FINANCIAL IMPACT: This project poses no financial impact to the City. RECOMMENDATION: Staff recommends that the City Council waive the reading and adopt an Ordinance approving Amendment No. 2 to the Master Development Agreement between the City of Dublin and the Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G and H). S bmitted By Revi d By Community Development Director Assistant City Manager Page 1 of 3 ITEM NO. `T• ~ G:IPA#12007107-006 The PlazalCC Meeting 12.7.101Grafton Plaza Staff Report 2nd reading.doc DESCRIPTION: Background: The Grafton Plaza project is located in Area H of Dublin Ranch. The project site is bounded on the north by Dublin Boulevard, on the west by Grafton Street, on the east by a planned local street and on the south by Interstate 580 (see vicinity map below). The southern portion of the site (approximately 11 acres) has been graded and landscaped for the water quality treatment basin, which provides treatment for a substantial portion of the run- off from Dublin Ranch. The northern portion of the site, where development will occur, has been mass graded. The site is flat and consists of non-native grass and other low vegetation. VICiNITY MAP F'I Tl ftl! R:~11Ck ~~IIU~P1~1 AL ~~I"1 E ~i In May 2010, the City Council adopted a Resolution approving a General Plan and Eastern Dublin Specific Plan Amendment for the project site to change the land use designation from Campus Office to a new Mixed Use 2/Campus Office flexible land use designation. Additionally, the City Council approved a Planned Development Rezone with a Stage 1 Development Plan that expanded the allowable uses on the site and allowed for two different options of development. Option 1 allows a mixed use development and permits up to 50% of the development area be comprised of residential uses and Option 2 allows for a campus office development. The Applicant's request includes Amendment No. Dublin Ranch between the City of Dublin and the amendment vests the developer's right to the Amendment and Stage 1 Development Plan la approvals for the Grafton Plaza project. 2 to the Master Development Agreement for Lin family for the Grafton Plaza project. This General Plan Amendment, Specific Plan nd use changes made as part of the 2010 2 of 3 On November 16, 2010, the City Council waived the reading and introduced an Ordinance approving Amendment No. 2 to the Master Development Agreement between the City of Dublin and the Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G and H). Please refer to the November 16, 2010 City Council Staff Report for a complete discussion of this Ordinance (Attachment 1). The City Council is currently requested to waive the second reading and adopt the Ordinance (Attachment 2) approving Amendment No. 2 to the Master Development Agreement for the Dublin Ranch Project (Areas A, B, C, D, E; F, G and H). ATTACHMENTS: 1. City Council Staff Report dated November 16, 2010 (without attachments). 2. City Council Ordinance approving Amendment No. 2 to the Master Development Agreement between the City of Dublin and the Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G and H), with the Amendment included as Exhibit A. 3 of 3 ~~.~ OF DpB~ / b~ ~ j ~ ~ y t. ~ i9'~~~.`~ STAFFREPORT CITY CLERK ~~~-~~~~ ~tl~~ DUBLIN CITY COUNCIL F~le # ^~]~p~p-~o0 DATE: November 16, 2010 TO: Honorable Mayor and City Councilmembers , FROM: Joni Pattillo, City Manager SUBJECT: Grafton Plaza Development Agreement No. 2 Report prepared by Mike Porto,' Consulting Planner and Martha Aja, Environmental Specialisf (PA 07-006) EXECUTIVE SUMMARY: The Applicant is requesting approval of an Amendment to the Master Development Agreement between the City of Dublin and the Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G and H) relating to Grafton Plaza, which is located on 25.33 gross acres within the Eastern Dublin Specific Plan Area. This Amendment incorporates the various land u.se changes for the Grafton Plaza project into the Master Development Agreement. Action on this item will not result in any development on the property. There wilf be several future actions on this project that will each be noticed for a public hearing to allow citizen input. FINANCIAL IMPACT: This project poses no financial impact to the City. RECOMMENDATION: Staff recommends that the City Council: 1) Receive Staff presentation; 2) Open the Public Hearing; 3) Take testimony from the Applicant and the public; 4) Close the public hearing and deliberate; and 5) Waive the reading and introduce an Ordinance approving Amendment No. 2 to the Master Development A,eement between the City of Dublin and the Lin Family for the Dublin Ranch Pro'ect Area~ ~ ) ( ~, B, C, D, E, F, G and H). ~ ub itted By Revie y Community Development Director Assistant City Manager Page 1 of 6 G:1PA#t2fjfi9tD~-906 The P/aza1CC Meefing 11.16.101CCSR DA 1st Reading 11.16.10. doc ~~, ~. I a - ~- l~ ATTaru~vrFNm ~ Background: a~i~ The Grafton Plaza project is located in Area H of Dublin Ranch. The project site is bounded on the north by Dublin Boulevard, on the west by Grafton Street, on the east by a planned local street and on the south by Interstate 580 (see vicinity map below). The southern portion of the site (approximately 11 acres) has been graded and landscaped for the water quality treatment basin, which provides treatment for a substantial portion of the run- off from Dublin Ranch. The northern portion of the site, where development will occur, has been mass graded. The site is flat and consists of non-native grass and other low vegetation. VICINITY MAP Entitlement History: The original Master Development Agreement (Attachment 1) for Dublin Ranch vested the General Plan, Eastern Dublin Specific Plan, and zoning approvals (and any amendments) that were in effect on June 17, 1999. The original Master Agreement acknowledged that the Lin family was pursuing certain changes to the Area F-H Property and, that the parties would enter into a supplemental Development Agreement that would vest those changes. Accordingly, the City and the Lin family entered into a Supplemental Development Agreement (Attachment 2) for Dublin Ranch that vested the changes to the Area F-H property, which became effective on May 18, 2000. Subsequently, when the Lin family entitled the Fairway Ranch affordable housing project, the City and the Lin family entered into an amendment to the Master Development Agreement to implement an exemption from the City's Inclusionary Zoning Ordinance and the Commercial Linkage Fee in exchange for the Lin's creation of inclusionary units at Fairway Ranch (Attachment 3). The Grafton Plaza project site was included in a General Plan and Eastern Dublin Specific Plan Amendment, Planned Development Rezone with a Stage 1 Development Plan and an Initial Study/Mitigated Negative Declaration (MND) that was approved by the City Council in February and March of 2000. The 2000 approvals established an average density of 0.45 FAR for 2 of 6 ~,r~ ~ Campus Office parcels, which includes an allowable development of 496,519 square feet on the ~ Grafton Plaza project site. The Initial Study analyzed ail of the environmental topics required by the California Environmental Quality Act (CEQA): Based on additional site-specific analysis of light and glare, biological resources, cultural resources, hydrology and water quality, traffic and circulation, supplemental Mitigation Measures were adopted by the City. These Mitigation Measures continue to apply to the project. In October 2005, the City Council adopted an Ordinance approving a Stage 2 Development Plan for the southern portion of the Grafton Plaza site (approximately 11 acres) to allow the construction of a water quality pond. The pond was subsequently constructed and is now operationaL In May 2010, the City Council adopted a Resolution adopting a Mitigated Negative Declaration, Statement of Overriding Considerations, and Mitigation Monitoring and Reporting Program and a Resolution approving amendments to the General Plan and Eastern Dublin Specific Plan for the Grafton Plaza project site. Subsequently, in June 2010, the City Council adopted an Ordinance approving a PD Planned Development Rezone and a related Stage 1 Development Plan for Grafton Plaza. The approved General Plan and Eastern Dublin Specific Plan amendments modified the existing land use designations from Campus Office to a new Mixed Use 2/Campus Office flexible land use designation. Approval of a Planned Development Rezone with a related Stage 1 Development Plan expanded the allowable uses on the site and allowed for two options of development. Option 1 allows a mixed use development and permits up to 50% of the development area be comprised of residential uses and Option 2 allows a campus office development. Current Proposal: The current proposal includes amendment number two to the Development Agreement for Dublin Ranch between the City of Dublin and the Lin family for the Grafton Plaza project. The purpose of the proposed amendment is to vest the developer's right to the General Plan Amendment, Specific Plan Amendment and Stage 1 Development Plan land use changes made as part of the 2010 approvals for the Grafiton Plaza project. ANALYSIS: Development Agreement Projects within the Eastern Dublin Specific Plan (EDSP} require a Development Agreement between the City and the Developer. California Government Code §§ 65864 et seq. and Chapter 8.56 of the Dublin Municipal Code (hereafter "Chapter 8.56") authorize the City to enter into an agreement for the development of real property with any person having a legal or equitable interest in such property in order to obtain certain commitments and establish certain development rights for the property. The Development Agreement must be approved prior to recordation of the final Tract Map and issuance of building permits for the development of the property. Development Agreements ~provide security to the developer that the City will not change its zoning and other laws applicable to the project for a period of 5 years and would terminate in 2015. The City also benefits from entering into the Development Agreement with the property owner. The Agreement establishes obligations for meeting the goals of the EDSP and guarantees timing for construction of public infrastructure and facilities for the project area. Additionally, it ensures that dedications of property and easements are made, project phasing is followed, the appropriate fees are paid for the development, and any additional terms of the agreement are carried out as development proceeds. 3 of 6 ~-I~~ -~ In return, the Developer agrees to comply with the Conditions of Approvai and, in some cases, commits to take certain actions, which the City might not otherwise have the authority to require. Specifically, the Development Agreement augments the City's standard development regulations; defines the precise financial responsibilities of the developer; ensures timely provisit~n of adequate public facilities for each project; and provides terms for the Developer to advance funds for specific facilities which have community or area-wide benefit or for reimbursement from future development, as appropriate. Since the Development Agreement runs with the land, the rights thereunder can be assigned to parties that do not own the property. The proposed Development Agreement is the second amendment to the Master Development Agreement between the City of Dublin and the Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G, and H) ("Master Development Agreement"). Under the terms of the Master Development Agreement, the developer is entitled to amendments that incorporate later changes in the General Plan, Eastern Dublin Specific Plan, and zoning into the vested rights granted by the Master Development Agreement. This amendment vests the developer's right to the General Plan Amendment, Specific Plan Amendment and Stage 1 Development Plan land use changes made as part of the 2010 approvals for the Grafton Plaza project. In May 2010, the City Council adopted a Resolution approving a General Plan and Eastern Dublin Specific Plan for the project site to change the land use designation from Campus Office to a new Mixed Use 2/Campus Office flexible land use designation. Additionally, the City Council approved a Planned Development Rezone with a Stage 1 Development Plan that expanded the allowable uses on the site and allowed for two different options of development. Option 1 allows a mixed use development and permits up to 50% of the development area be comprised of residential uses and Option 2 allows for a campus office development. The proposed amendment vests the developer's rights to the 2010 City Council approvals. The Master Development Agreement is effective until June 29, 2019. The proposed Ordinance approving Amendment No. 2 to the Master Development Agreement between the City of Dublin and the Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G and H) is included as Attachment 4 with the Amendment attached as Exhibit A. ENVIRONMENTAL REVIEW: On May 10, 1993, the Dublin City Council adopted Resolution No. 51-93, certifying an Environmental Impact Report (EIR) for the Eastern Dublin General Plan Amendment and Eastern Dublin Specific Plan (Eastern Dublin EIR, SCH #91103064). The certified EIR consisted of a Draft EIR and Responses to Comments bound volumes, as well as an Addendum dated May 4, 1993, assessing a reduced development alternative. The City Council adopted Resolution No. 53-93 approving a General Plan Amendment and a Specific Plan for the reduced area alternative on May 10, 1993. On August 22, 1994, the City Council adopted a second Addendum updating wastewater disposal plans for Eastern Dublin. For identified impacts that could not be mitigated to a less than significant level, the City Council adopted a Statement of Overriding Considerations for cumulative traffic, extension of certain community facilities (natural gas, electric and telephone service), regional air quality, noise, and other impacts. The Eastern Dublin Specific Plan was adopted by the City to encourage orderly growth of the Eastern Dublin area. Because the Eastern Dublin project proposed urbanization of the almost completely. undeveloped Eastern Dublin area, the Eastern Dublin EIR also analyzed conversion of agricultural and open space lands to urban uses. These impacts together with visual and other impacts from urbanization were also determined to be significant and unavoidable. Where 4 of 6 ~ 5~b ~ ~. the Eastern Dublin EIR identified impacts that could be mitigated, the previously adopted ~ mitigation measures continue to apply to implementing projects such as Grafton Plaza, as appropriate. The Eastern Dublin EIR was a Program EIR and evaluated the potentiai environmental effects of urbanizing Eastern Dublin over a 20 to 30 year period. As such, the Eastern Dublin EIR addressed the cumulative effects of developing in agricultural and open space areas and the basic policy considerations accompanying the change in character from undeveloped to developed lands. Since certification of the EIR, many implementing projects such as Wallis Ranch (Dublin Ranch West), Fallon Crossing, Vargas, and Pinn Brothers/Silvera Ranch, Dublin Ranch and Fallon Village have been approved, relying on the Program EIR. In February 2000, the City Council approved an Initial Study/Mitigated Negative Declaration (MND) for a General Plan Amendment, Eastern Dublin Specific Plan Amendment and Stage 1 Planned Development Rezone for Area H. ~ Subsequently in 2008, the City, as the Lead Agency, prepared an Initial Study to determine whether there would be significant environmental impacts occurring as a result of the current project beyond or different from those already addressed in the Eastern Dublin EIR and 2000 MND. Based on the project description, the Initial Study determined that the project could result in additional significant but mitigatable site-specific impacts. Therefore, a Mitigated Negative Declaration (MND) was prepared in accordance with CEQA faws and regulations. The project assessed in this MND includes, amendments to the General Plan and Eastern Dublin Specific Plan (including revised land uses), and rezoning to Planned Development (PD), with the related Stage 1 Development Plan and the Development Agreement. In May 2010, the City Council adopted a Mitigated Negative Declaration, a Statement of Overriding Considerations and a Mitigation Monitoring and Reporting Program for the Grafton Plaza Project. No further environmental document is needed because the environmental impacts of this project were fully addressed and within the scope of the Final EIR for the Eastern Dublin General Plan Amendment, Specific Plan and subsequent Addendum, the 2000 Mitigated Negative Declaration and the 2010 Mitigated Negative Declaration. Planning Commission Action: On October 12, 2010, the Planning Commission held a public hearing to review the proposed Amendment No. 2 to the Master Development Agreement between the City of Dublin and the Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G and H). The Planning Commission Agenda Statemen~ is included as Attachment 5 and fihe draft minutes of the Planning Commission meeting are included as Attachment 6. The Commission deliberated and approved the following resolution by a 5-0 vote: • Resolution 10-48, recommending that the City Council adopt an Ordinance approving Amendment No. 2 to the Master Development Agreement between the City of Dublin and the Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G and H) (Attachment 7). 5 of 6 NOTICING REQU(REMENTS/PUBLIC OUTREACH: ~~~~~ In accordance with State law, a Public Notice was mailed to all property owners and occupants within 300 feet of the proposed Project in addition to an extended area and an interested parties list. A Public Notice was also published in the Valley Times and posted at several locations throughout the City. A copy of this Staff Report was provided to the Applicant ATTACHMENTS: 1) Master Development Agreement between the City of Dublin and the Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G and H). 2) Supplemental Development Agreement between the City of Dublin and the Lin Family for the Dublin Ranch Project (Areas F, G, and H). 3) Amendment to Master Development Agreement between the City of Dublin and the Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G and H and "VVallis Ranch"). 4) City Council Ordinance approving Amendment No. 2 to the Master Development Agreement between the City of Dublin and the Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G and H), with the Amendment included as Exfiibit A. 5) Planning Commission Agenda Statement, October 12, 2010 (without Attachments). 6) Draft Planning Commission meeting minutes, October 12, 2010. 7) Planning Commission Resolution 10-48 recommending that the City Council adopt an Ordinance approving Amendment No. 2 to the Master Development Agreement between the City of Dublin and the Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G and H). 6 of 6 ~~b i ~~ ORDINANCE NO. XX - 10 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF DUBLIN ************* APPROVING AMENDMENT NO. 2 TO THE MASTER DEVELOPMENT AGREEMENT BETWEEN THE CITY OF DUBLIN AND THE LIN FAMILY FOR THE DUBLIN RANCH NORTH PROJECT (AREAS A, B, C, D, E, F, G AND H) PA 07-006 THE CITY COUNCIL OF THE CITY OF DUBLIN DOES HEREBY ORDAIN AS FOLLOWS: Section 1. RECITALS A. The proposed Grafton Plaza Project ("Project") is located within the boundaries of the Eastern Dublin Specific Plan ("Specific Plan) in an area that is designated on the General Plan Land Use Element Map, and Eastern Dublin Specific Plan Land Use Map as Mixed Use 2/Campus Office. B. The Project is located within the Eastern Dublin Specific Plan area, which was the subject of an Environmental Impact Report (EIR) for the General Plan Amendment and Eastern Dublin Specific Plan (SCH #91103064), certified by City Council Resolution 51-93 on May 10, 1993, with two addenda approved on May 4, 1993 and August 22, 1994. In February 2000, the City Council adopted a Mitigated Negative Declaration for a General Plan Amendment, an Eastern Dublin Specific Ptan Amendment and a Stage 1 Development Rezone for Area H. C. In May 2010, the City Council adopted Resolutions 75-10 and 76-10 adopting a Mitigated Negative Declaration, Statement of Overriding Considerations, and Mitigation Monitoring and Reporting Program and approving amendments to the General Plan and Eastern Dublin Specific Plan for the Grafton Plaza project site, and in June 2010, the City Council adopted Ordinance 10-10 approving a PD - Planned Development Rezone and a related Stage 1 Development Plan for the Grafton Plaza project site (Resolutions 75-10, 76-10 and Ordinance 10-10 are collectively referred to as the "2010 Approvals"). D. The City desires to amend the Master Development Agreement between the City of Dublin and the Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G and H) to reflect the changes made by the 2010 Approvals. E. A public hearing on the proposed Amendment No. 2 to the Master Development Agreement between the City of Dublin and the Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G and H) ("the AmendmenY') was held before the Planning Commission on October 12, 2010, for which public notice was given as provided by law. F. At its October 12, 2010 meeting, the Planning Commission adopted Planning Commission Resolution No. 10-48 recommending that the City Council adopt an Ordinance approving the Amendment. Page 1 of 3 ATTACHMENT 2 ~~ ~ ~~ G. A public hearing on the proposed Amendment was held before the City Council on November 16, 2010 for which public notice was given as provided by law. H. The City Council has considered the recommendation of the Planning Commission, including the Planning Commission's reasons for its recommendation, the Staff Report, all comments received in writing and all testimony received at the public hearing. Section 2. FINDINGS 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 Specific Plan, (d) the Eastern Dublin EIR, (e) the Agenda Statement, and on the basis of the specific conclusions set forth below, the City Council finds and determines that: 1. The AmendmenYs provisions reflect the changes approved in the 2010 Approvals and do not make any other changes to the Master Development Agreement between the City of Dublin and the Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G and H). 2. The Amendment is consistent with the objectives, policies, land uses and programs specified and contained in the City's General Plan and Eastern Dublin Specific Plan in that (a) the Project, as approved by the 2010 Approvals, is consistent with the existing flex land use designation of the site (Mixed Use 2/Campus Office), (b) the project is consistent with the fiscal policies in relation to provision of infrastructure and public services of the City's Eastern Dublin Specific Ptan/General Plan; and (c) the Amendment includes provisions relating to vesting of development rights, and similar provisions set forth in the Specific Plan for Grafton Plaza. 3. The Amendment is compatible with the uses authorized in, and the regulations prescribed for, the land use districts in which the real property is located in that the Project, as approved by the 2010 Approvals, include a General Plan Amendment, Eastern Dublin Specific Plan Amendment and a Planned Development Rezone with a Stage 1 Development Plan for the Grafton Plaza project site. 4. The Amendment is in conformity with public convenience, general welfare and good land use policies in that the Project, as approved by the 2010 Approvals, will implement land use guidelines set forth in the General Plan and the Eastern Dublin Specific Plan which have planned for a mix of residential, commercial and office uses at this location. 5. The Amendment will not be detrimental to the health, safety and general welfare in that the Project, as approved by the 2010 Approvals, will proceed in accordance with all the programs and policies of the Eastern Dublin Specific Plan. 6. The Amendment will not adversely affect the orderly development of property or the preservation of property values in that the Project, as approved by the 2010 Approvals, will be consistent with the General Plan and with the Specific Plan. Page 2 of 3 ~ i~~ ~ Section 3. APPROVAL The City Council hereby approves Amendment No. 2 to the Master Development Agreement between the City of Dublin and the Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G and H) attached hereto as Exhibit A and authorizes the City Manager to execute it. Section 4. RECORDATION Within ten (10) days after the Development Agreement is fully executed by all parties, the City Clerk shall submit the Agreement to the County Recorder for recordation. Section 5. EFFECTIVE DATE AND POSTING OF ORDINANCE This Ordinance shall take effect and be in force thirty (30) days from 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) public places in the City of Dublin in accordance with Section 36933 of the Government Code of the State of California. PASSED, APPROVED AND ADOPTED BY the City Council of the City of Dublin, on this 7tn day of December 2010 by the following vote: AYES: NOES: ABSENT: ABSTAIN: Mayor ATTEST: City Clerk G:\PA#\2007\07-006 The PlazalCC Meeting 12.7.10\CC Ordinance DA.DOC Page 3 of 3 ~a~ ~ i ~ ~ ~~~p~ RECORDING REQUESTED BY: CITY OF DUBLIN When Recorded Mail To: City Clerk City of Dublin 100 Civic Plaza Dublin, CA 94568 Fee Waived per GC 27383 Space above this line for Recorder's use AMENDMENT NO. 2 TO MASTER DEVELOPMENT AGREEMENT BETWEEN THE CITY OF DUBLIN AND THE LIN FAMILY FOR THE DUBLIN RANCH PROJECT (AreasA,B,C,D,E,F,G,andI~ THIS AMENDMENT NO. 2 TO MASTER DEVELOPMENT AGREEMENT ("the Amendment") is hereby entered into this _ day of , 2010 by and among the City of Dublin ("the City") and S and V, LLC, a Delaware limited liability company and Her Lin Ling, an individual(collectively "the Developer"). Recitals A. City and Developer's predecessor in interest entered into that certain development agreement entitled "Master Development Agreement Between the City of Dublin and 'The Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G and H)," dated May 18, 1999, which agreement was amended by (a) the "Supplemental Development Agreement Between the City of Dublin and The Lin Family for the Dublin Ranch Project (Areas F, G and H)", dated April 18, 2000 and (b) the Amendment to Master Development Agreement Between the City of Dublin and The Lin Family for the Dublin Ranch Project (Areas A, B, C, D, E, F, G and H and "Wallis Ranch"), dated June 21, 2005 (hereafter together referred to as the "Master Development Agreement"}. B. At the time that is was entered into the Master Development Agreement covered approximately 1,119 acres of undeveloped land within the City ("the Property"). Subsequently, Developer's predecessor has tr~nsferred a substantial portion of the Property to other entities for development, and some of the property has been developed. C. In the course of those transfers, Developer's predecessor in interest has in some cases assigned its rights, duties, int~rests; and obligations under the Master Development Agreement to the transferrees. EXHIBIT A TO ATTACHMENT 2 // ~ ,~~ ~ D. Developer is the owner of approximately 12.23 acres of property, known as the "Grafton Plaza Property," as more particularly described on Ezhibit A to this Assignment, that is a portion of the property covered by the Master Development Agreement. E. As to the Grafton Plaza Property, Developer's predecessor in interest assigned its rights, duties, interests, and obligations in and under the Master Development Agreement, and Developer assumed those rights, duties, interests, and obligations. F. Section 25.5 of the Master Agreement provides that any amendments to the Areas F-H Project Approvals "shall require an amendment" of the Master Development Agreement. G. Developer has applied for, and City has approved, certain amendments to the Areas F-H Project Approvals, and, therefore, the parties desire to amend the Master Development Agreement, solely as to the Grafton Plaza Property, to incorporate the amendments into the defuution of Areas F-H Project Approvals. H. As the Amendment pertains only to the Grafton Plaza Property, the City and Developer are the only parties required to effeet the amendment. AGREEMENT NOW, THEREFORE, Developer and City for themselves and their respective successors and assigns hereby agree as follows: Section 1. "Area F-HProjectApprovals" Redefined. For the purposes of the Grafton Plaza Property, the term Areas F-H Project Approvals sha11 be defined to include, in addition to those specified in the Master Development Agreement, the following land use approvals: General Plan and Specific Plan Amendments for the Grafton Plaza Project (Resolution No. - 10), a Planned Development (PD) Rezone/Development Plan Stage 1 for the Grafton Plaza Project (Ord. No. _-10). Section 2. All other provisions of the Agreement shall remain in effect. [EXECUTIONPAGE FOLLOWS'] ~~ ~ ~~~~ ~ N WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed ~s oi~the date and vear first above written. CITY OF DUBLIN DEVELOPER S and LLC a De aw limited liability company By: Joni Pattillo, City Manager Attest: By. Name: ~~~ ~~~F~7 Its: ; u~~, ~aroline Soto, City Clerk Approved as to form o, /~i~ Jo akker, City Attorney 1407892.1 ~ ~ Her Lin Ling ~ V i~ ~,~ ~ 16034-13 426/! 0 ~ Page I of 2 EXHIBIT A DESCRIPTION PARCEL 4 GRAFTON STATION DUBLIN, CALIFORNIA ALL THAT CERTAIN REAL PROPERTY SITUATED IN THE CITY OF DUBLIN, COUNTY OF ALAMEDA, STATE OF CALIFORNIA DESCRIBED AS FOLLOWS: PARCEL 4 AS SHOWN ON PARCEL MAP 9003, RECORDED IN BOOK 292 OF PARCEL MAPS, PAGE 89 THRU 92, ALAMEDA COUNTY RECOItpg, APN 985-006 i-O 10. 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