HomeMy WebLinkAbout7.1 Sewer Capacity Regency Vlg t9i � '8z CITY CLERK
� � STAFF REPORT
CITY COUNCIL File #1030-30
�`tIIFpRN�
b 00-40
DATE: April 15, 2014
TO: Honorable Mayor and City Councilmembers
FROM: Christopher L. Foss, Acting City Manager
SUBJECT: Agreement Permitting Re-Allocation of Regional and Local Sewer Capacity
Rights with Regency Village at Dublin, LLC -
Prepared by Hazel L. Wetherford, Economic Development Analyst -
EXECUTIVE SUMMARY:
The City Council, by motion on June 5, 2012, authorized Staff to prepare an Agreement
permitting Re-Allocation of Regional and Local Sewer Capacity Rights with Regency Centers, a
real estate development company that purchased a 14-acre site at 5054 Hacienda Drive (APN
986-0033-007-00) from the Alameda County Surplus Property Authority for the development of
a 152,500 square foot retail shopping center. Staff has prepared the Agreement for the City
Council's consideration.
FINANCIAL IMPACT:
Costs associated with the development of the Agreement were borne by Regency Centers.
RECOMMENDATION:
Staff recommends that the City Council adopt the proposed Resolution approving an
Agreement Permitting Re-Allocation of Regional and Local Sewer Capacity Rights with Regency
Village at Dublin, LLC.
Reviewed By
Acting Assistant City Manager
C
Page 1 of 3 ITEM NO. 7.1
Ceti
or
19 82
/ii � 111
DATE:
TO:
STAFF REPORT
CITY COUNCIL
April 15, 2014
Honorable Mayor and City Councilmembers
CITY CLERK
File #1030 -30
FROM: Christopher L. Foss, Acting City Manager �?14 "
SUBJECT: Agreement Permitting Re- Allocation of Regional and Local Sewer Capacity
Rights with Regency Village at Dublin, LLC
Prepared by Hazel L. Wetherford, Economic Development Analyst
EXECUTIVE SUMMARY:
The City Council, by motion on June 5, 2012, authorized Staff to prepare an Agreement
permitting Re- Allocation of Regional and Local Sewer Capacity Rights with Regency Centers, a
real estate development company that purchased a 14 -acre site at 5054 Hacienda Drive (APN
986- 0033 - 007 -00) from the Alameda County Surplus Property Authority for the development of
a 152,500 square foot retail shopping center. Staff has prepared the Agreement for the City
Council's consideration.
FINANCIAL IMPACT:
Costs associated with the development of the Agreement were borne by Regency Centers.
RECOMMENDATION:
Staff recommends that the City Council adopt the proposed Resolution approving an
Agreement Permitting Re- Allocation of Regional and Local Sewer Capacity Rights with Regency
Village at Dublin, LLC.
`Reviewed By
Acting Assistant City Manager
Page 1 of 3 ITEM NO. 7.1
DESCRIPTION:
On May 4, 2010, the City Council adopted Resolution 53 -10 approving a Letter Agreement with
the Dublin San Ramon Services District (DSRSD) for the Administration of Unused Sewer
Capacity for the City of Dublin.
Commonly referred to as the Sewer Capacity Assistance Program, the Program allows the City
to market its excess sewer capacity as an economic development incentive program to help
stimulate economic growth in the community. The Program is designed to support large and
small businesses and encourage the recruitment, renovation or re -use of properties in Dublin.
The Program allows the City to provide a credit of up to twenty -five percent (25 %) of the DSRSD
connection fees that would otherwise be paid by the applicant.
On June 5, 2012, the City Council authorized Staff to reserve an allocation from the Sewer
Capacity Assistance Program in anticipation of project by Regency Centers, a real estate
development company that purchased a 14 -acre site at 5054 Hacienda Drive (APN 986 -0033-
007-00) from the Alameda County Surplus Property Authority for the development of a 152,500
square foot retail shopping center. Since that authorization, Regency Centers has created a
limited liability corporation, Regency Village at Dublin, LLC, related to the development of the
project, Persimmon Place. This Agreement is between the City, DSRSD, and Regency Village
at Dublin, LLC.
Through the Program, the City will be able to assist Regency with the allocation of 15.02
Dwelling Unit Equivalents (DUEs) (value: approximately $242,258 in DSRSD fees) of the 43.9
DUEs of excess sewer capacity that the City holds. The 15.02 DUEs are 25% of the 60.08
DUEs estimated by DSRSD and will be distributed as follows:
Tenant
Sq. Ft.
DSRSD DUE
Estimate
Sewer
Capacity
Assistance
Location
Whole Foods
40,000
34.55
8.64
Parcel 2
Nordstrom Rack
35,000
7.95
1.99
Parcel 1
HomeGoods
22,000
5.00
1.25
Parcel 1
Restaurant A*
3,800
0.86
0.22
Parcel 4
Restaurant B*
2,200
0.50
0.12
Parcel 1
Restaurant C*
2,000
0.45
0.11
Parcel 1
Restaurant D*
5,500
1.25
0.31
Parcel 1
Retail A*
5,800
1.31
0.33
Parcel 3
Remaining Retail
30,200
6.85
1.71
Parcels 1, 3, 4 & 5
Remaining Restaurant
6,000
1.36
0.34
Parcels 1 & 3
Total
152,500
60.08
15.02
*At the time of this contract, the lease was in negotiation so the name of the business could not be shared.
Staff believes that the investment of sewer capacity at this location will further assist in the City's
economic development efforts to bring high quality retail and restaurants to the Dublin
community that will likely result in higher sales tax revenues to the City. In addition to the tax
revenue benefits to the City and its residents, this Agreement will also result in development that
enhances the appearance and character of the Hacienda and Dublin Blvd. area, to the benefit of
City residents.
Page 2 of 3
Finally, the Regency Center project will generate several hundred permanent jobs in the City,
along with the construction jobs resulting from its development. Both temporary and permanent
employees are likely to spend money at other business establishments in the City, thus
generating additional sales tax revenue for the City.
NOTICING REQUIREMENTS /PUBLIC OUTREACH:
None.
ATTACHMENTS:
1. City Council Staff Report dated June 5, 2012
2. Resolution Approving the Agreement Permitting Re- Allocation of Regional and Local
Sewer Capacity Rights with Regency Village at Dublin, LLC
3. Exhibit A to Attachment 2 - Agreement Permitting Re- Allocation of Regional and Local
Sewer Capacity Rights with Regency Village at Dublin, LLC
Page 3 of 3
or
19 82
/ii � 111
DATE:
TO:
FROM:
STAFF REPORT
CITY COUNCIL
June 5, 2012
Honorable Mayor and City Councilmembers
Joni Pattillo City Manager""'
CITY CLERK
File #470 -50
SUBJECT: Request for Sewer Capacity Assistance
Prepared by Linda Smith, Economic Development Director /Public Information
Officer
EXECUTIVE SUMMARY:
The City received a request from Regency Centers to participate in the City's Sewer Capacity
Assistance Program. Regency Centers is in contract to purchase Site 16A (a 14 -acre site at the
southwest corner of Hacienda Drive and Dublin Blvd.), and would propose to use the assistance
to offset the costs for the construction of a retail center.
FINANCIAL IMPACT:
If the City Council provides direction to Staff to proceed, there could be legal fees associated
with the review of the agreement for sewer capacity.
RECOMMENDATION:
Staff recommends that the City Council provide direction regarding the request for participation
in the Program.
f' l ✓l jt� ,y' , �.
Submitted By
Economic Development Director
DESCRIPTION:
Reviewed By
Assistant City Manager
On May 4, 2010, the City Council adopted Resolution 53 -10 approving a Letter Agreement with
the Dublin San Ramon Services District ( DSRSD) for the Administration of Unused Sewer
Capacity for the City of Dublin.
Commonly referred to as the Sewer Capacity Assistance Program, the Program allows the City
to market its excess sewer capacity as an economic development incentive program to help
stimulate economic growth in the community. The Program is designed to support large and
small businesses and encourage the recruitment, renovation or re -use of properties in Dublin.
The Program allows the City to provide a credit of up to twenty -five percent (25 %) of the DSRSD
Page 1 of 2 ITEM NO. 8.2
connection fees that would otherwise be paid by the applicant. The Program currently has 60
Dwelling Unit Equivalents (DUE) available.
The City received a request to participate in the program from Regency Centers (Attachment 1),
who is in contract to purchase Site 16A (a 14 -acre site at the southwest corner of Hacienda
Drive and Dublin Blvd.) from the Alameda County Surplus Property Authority (ACSPA). The
City Council is being asked to consider this request seeking sewer capacity assistance for the
construction of a retail center project (Attachment 2).
Through the Program, the City would be able to assist Regency with the allocation of
approximately 14 DUEs (value: approximately $225,718 in DSRSD fees) of the 60 DUEs of
excess sewer capacity that the City holds.
Staff believes that the investment of sewer capacity at this location will further assist in the City's
economic development efforts to bring high quality retail and restaurants to the Dublin
community that will likely result in higher sales tax revenues to the City.
Staff is seeking City Council direction at this time before investing a significant amount of Staff
time and associated legal fees in drafting the necessary agreements. If the City Council
desires, Staff will work with the property owner /applicant and DSRSD to draft the necessary
agreements, and will bring back the agreements for City Council action at a future date.
NOTICING REQUIREMENTS /PUBLIC OUTREACH:
1101
ATTACHMENTS: 1. Request letter from Regency Centers
2. Resolution Approving a Letter of Agreement with the Dublin San
Ramon Services District for Administration of Unused City of Dublin
Sewer Capacity
Page 2 of 2
2999 Oak Road .. 279 1800
Suite 1000 F 925 935 5902
Walnut Creek, CA 94597 RegencyCenters.com
A 4111111110 Hh, R
W-TAK011111IMI
Linda it
Economic Development Director
City of Dublin
100 Civic Plaza
Dublin, CA 94568
Regency Centers wishes to construct a retail center at this location, which is comistent with the
request that was made to the City Council to study a General Plan/Specific Plan amendment for
this location.
During our negotiations with the County, we were advised by City staff of the Sewer .lipcity
Assistance Program. Our understanding is that this program could potentially offset up to 25
percent of the regional connection fee by utilizing some of the City of Dublin's excess capacity ffia)
has been set aside for economic development purposes.
We would like to formally request participation in this program for our prospective project. Pleaszw
advise us on next steps to garner support for this request.
Sin
ete Knoedler
Regency Centers
RESOLUTION NO. 53 -10
A RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
* * * * * * * * * **
APPROVING A LETTER OF AGREEMENT WITH
THE DUBLIN SAN RAMON SERVICES DISTRICT (DSRSD) FOR THE
ADMINISTRATION OF UNUSED CITY OF DUBLIN SEWER CAPACITY
WHEREAS, the City Council of the City of Dublin (the "City ") is desirous of improving the
economic viability of the community through the establishment of certain economic incentive
programs; and
WHEREAS, in an attempt to attract new businesses or retain and /or expand existing
businesses that will provide additional jobs and generate additional tax revenues for the City,
as well as for certain residential projects that will likely result in greater economic activity in
Dublin, Staff is requesting City Council consideration of an agreement with the Dublin San
Ramon Services District (DSRSD) that will allow the City to provide unused City sewer capacity
rights to new and /or existing businesses and /or projects; and
WHEREAS, the proposed program would require the City, DSRSD, property owner and
applicant to enter into a agreement permitting the re- allocation of regional and local sewer
capacity rights, and the agreement will be recorded with the Alameda County Recorder's Office,
and
WHEREAS, the City Council finds it is in the public interest to enter into this agreement
because the City and its residents will benefit from increased revenues received from both sales
tax revenue that it may not otherwise receive, and from the increase in the property taxes as a
result of improvements to the property; and
WHEREAS, the City Council further finds that the City and its residents may also benefit
from the creation of new jobs in the City that will occur when a new business is established or
an existing business is expanded; and
WHEREAS, the City Council further finds that the City and its residents may also benefit
from the creation of construction jobs created from residential projects that are developed.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin does
hereby approve the Letter of Agreement with the Dublin San Ramon Services District (DSRSD)
for the Administration of Unused City of Dublin Sewer Capacity (attached as Exhibit A).
BE IT FURTHER RESOLVED that the City Manager is authorized to execute the
agreement substantially in the form attached hereto and to undertake such action as may be
necessary and desirable to carry out the intent of this resolution.
Page 1 of 2
PASSED, APPROVED AND ADOPTED this 4th day of May, 2010, by the following vote:
AYES: Councilmembers Biddle, Hart, Scholz, and Mayor Sbranti
NOES: None
ABSENT: Councilmember Hildenbrand
ABSTAIN: None
ATTES
City Clerk
Reso No. 53 -10, Adopted 5 -4 -10, Item 8.1 Page 2 of 2
Mayor
DUBLIN
SAN RAMON
SERVICES
DISTRICT
Ms. Joni Pattillo
City Manager
City of Dublin
100 Civic Plaza
Dublin, CA 94568
April 21, 2010
Subject: Letter of Agreement for the Administration of
Unused City of Dublin Sewer Capacity
Dear Joni:
3aG �2l
7051 Dublin Boulevard
Dublin, California 94568
Phone: 925 828 0515
FAX: 925 829 1180
www.dsrsd.com
As you are aware, at the request of the City of Dublin (City), on March 2, 2010, the Board of
Directors of Dublin San Ramon Services District (District) adopted Resolution No. 9 -10
(Attachment A) authorizing the City to transfer unused sewer capacity allocated to City
properties to commercial properties where the City would like to stimulate economic growth.
The resolution requires a Letter of Agreement between the City and District to define the
administrative procedures for the administration of the program. 'In addition, on April 20, 2010,
the District Board of Directors adopted Resolution No. 14 -10 (Attachment B) authorizing the
City to also transfer unused sewer capacity to residential development. Upon the City's approval
and acceptance, evidenced by your signature below, this letter will serve as the required Letter of
Agreement.
The procedures for administering the unused capacity transfer program shall be as follows:
• City shall provide to District Engineer, David A. Requa, a letter providing the name of
(and contact information for) the applicant for the new, expanding, or relocating business
(hereinafter, "commercial project ") or residential development project (hereinafter,
"residential project" or collectively "project ") the City is supporting, the name of (and
contact information for) the owner(s) of the property on which the project is located (if
different than the applicant for the project) and the number of dwelling unit equivalents
( "DUEs ") the City desires to allocate to the project.
• The District Engineer shall have the discretion to determine whether the number of DUEs
the City desires to allocate to the project are consistent with the wastewater flow
characteristics, including volume and strength in terms of BOD and SS, for the proposed
use. Such determination will be based, in the sole discretion of the District Engineer, on
Dublin San Ramon Sendces Distnct is a Public Entity EXHIBIT A
Ms. Joni Patillo
Page 2
April 21, 2010
yy 4
• information concerning the wastewater flow characteristics provided by the Applicant,
and/or on a schedule of wastewater flow characteristics for the category or categories of
use classifications determined by the District Engineer to be most applicable to the
proposed use.
• The Applicant shall be responsible for complying with the District Code' with respect to
commencing wastewater service, including the acquisition of all additional DUES
determined to be necessary, the application for a Sewer Permit and compliance with all
conditions thereto, and for paying all fees and charges attributable to the project.
• Prior to and as a condition of District issuance of a Sewer Permit authorizing a
commercial project to proceed, City shall sign an agreement with the District, the
applicant, and the landowner (if a person different from the applicant) regarding
management of the DUEs allocated for the project, which agreement shall be in the form
attached hereto as Attachment C, which form of agreement shall be revised to conform to
changes made from time to time to pertinent portions of the District Code.
• City shall provide District written notification should the applicant's commercial project
fail and the City desires to transfer the allocated DUES back to the City from the owner of
the property.
• The aggregate total of DUEs allocated under this program shall not exceed sixty -six and
two- thirds (66 2/3) DUEs at any time.
No letter request dated after December 31, 2011 by the City to allocate DUES will be
honored by District unless approved by the District Board of Directors.
If this Letter of Agreement is satisfactory to the City, please sign and return one copy to the
District. The District is pleased to have this opportunity to assist the City in these challenging
economic times.
ACCEPTED for CITY OF DUBLIN
JONI PATTILLO
City Manager
Sincerely,
/l A
BERT L. MICHALCZYK
General Manager
Date
1. This is the District Code of the Dublin San Ramon Services District, which contains the pertinent rules and
regulations as adopted by the District's Board of Directors from time to time.
Ms. Joni Patillo
Page 3
April 21, 2010
Attachments:
(A) DSRSD Board Resolution No. 9 -10
(B) DSRSD Board Resolution No. 14 -10
(C) Dublin Sewer Capacity Transfer Agreement
cc: D. Requa
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RESOLUTION NO. -13
A RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
APPROVING THE AGREEMENT PERMITTING RE- ALLOCATION
OF REGIONAL AND LOCAL SEWER CAPACITY RIGHTS WITH
REGENCY VILLAGE AT DUBLIN, LLC
WHEREAS, on May 4, 2010, the City Council of the City of Dublin adopted Resolution
No. 53 -10 approving a Letter of Agreement with the Dublin San Ramon Services District
( DSRSD) for the administration of unused City of Dublin sewer capacity and the creation of a
city -wide Sewer Capacity Assistance Program; and
WHEREAS, the District's Board of Directors adopted Resolution No. 9 -10 approving the
refunding of unused sewer capacity to the City in accordance with DSRSD Code Section
7.2.12.B, and Resolution No. 14 -10 approving and expanding the administrative procedure to
reallocate unused sewer capacity to the City as authorized by Resolution No. 9 -10 to include
residential units in accordance with DSRSD Code Section 7.2.12.B; and
WHEREAS, on May 21, 2013, the City Council of the City of Dublin adopted Resolution
No. 67 -13 amending the City's Sewer Capacity Assistance Program and Establishing Criteria for
Program Implementation; and
WHEREAS, on March 18, 2014, the City Council of the City of Dublin adopted Resolution
No. 33 -14 amending the City's Sewer Capacity Assistance Program and Establishing Criteria for
Program Implementation; and
WHEREAS, the Program authorizes the City of Dublin to enter into agreements with
property owners and /or tenants, wherein the City agrees to re- allocate unused City sewer
capacity to the property owner and /or tenant; and
WHEREAS, at the June 5, 2012 City Council meeting, the City Council directed Staff to
prepare an Agreement Permitting Re- Allocation of Regional and Local Sewer Capacity Rights
with Regency Centers, a real estate development company that purchased a 14 -acre site from
the Alameda County Surplus Property Authority at 5054 Hacienda Drive (APN 986- 0033 -007-
00) for the development of a 152,500 square foot retail shopping center ( "Agreement "); and
WHEREAS, through the Program, the City will be able to assist Regency Village at
Dublin, LLC with the allocation of 15.02 Dwelling Unit Equivalents (DUEs) (value: approximately
$242,258 in DSRSD fees) of the 43.9 DUEs of excess sewer capacity that the City holds. The
15.02 DUEs is 25% of the 60.08 DUEs estimated by DSRSD and will be distributed as follows:
Tenant
Sq. Ft.
DSRSD DUE
Estimate
Sewer
Capacity
Allocation
Location
Whole Foods
40,000
34.55
8.64
Parcel 2
Nordstrom Rack
35,000
7.95
1.99
Parcel 1
HomeGoods
22,000
5.00
1.25
Parcel 1
Restaurant A*
3,800
0.86
0.22
Parcel 4
Restaurant B*
2,200
0.50
0.12
Parcel 1
Restaurant C*
2,000
0.45
0.11
Parcel 1
Restaurant D*
5,500
1.25
0.31
Parcel 1
Retail A*
5,800
1.31
0.33
Parcel 3
Remaining Retail
30,200
6.85
1.71
Parcels 1, 3, 4 & 5
Remaining Restaurant
6,000
1.36
0.34
Parcels 1 & 3
Total
1 152,500
1 60.08
1 15.02
At the time or this contract, the lease was In negotiation so the name or the business could not be shared.
WHEREAS, but for the existence of this Agreement, Regency would not be able to
develop the retail center; and
WHEREAS, the City Council finds that it is in the public interest to enter into this
Agreement because the City and its residents will benefit from increased revenue received from
both sales tax revenue that it may not otherwise receive, and from the increase in property taxes
resulting from an increase in the value of the property attributable to the development of the
retail center; and
WHEREAS, the City Council finds that it is in the public interest to enter into this
Agreement because the City and its residents will benefit from the aesthetic improvements of
the Hacienda Dr. and Dublin Blvd. area; and
WHEREAS, the City Council further finds that it is in the public interest to enter into this
Agreement because the City and its residents will also benefit from the creation of new jobs in
the City resulting from the development of this retail shopping center.
NOW, THEREFORE BE IT RESOLVED that the City Council of the City of Dublin
approves the Sewer Capacity Agreement, attached hereto as Exhibit A, and titled "Agreement
Permitting Re- Allocation of Regional and Local Sewer Capacity between the City of Dublin,
Dublin San Ramon Services District and Regency Village at Dublin, LLC."
BE IT FURTHER RESOLVED that the City Manager is authorized to execute the
Agreement substantially in the form attached hereto and to undertake such further action as
may be necessary and desirable to carry out the intent of this Resolution.
[signature page immediately follows]
PASSED, APPROVED AND ADOPTED this 15th day of April, 2014 by the following vote-
AYES-
NOES-
ABSENT-
ABSTAIN-
ATTEST-
City Clerk
2261574.1
Mayor
RECORDING REQUESTED BY:
City of Dublin
When Recorded Mail To:
City Cleric
City of Dublin
100 Civic Plaza
Dublin, CA 94568
Fee Waived per GC 27383
Space above this line for Recorder's Use
AGREEMENT PERMITTING RE- ALLOCATION
OF REGIONAL AND LOCAL SEWER CAPACITY
Agreement with Regency Village at Dublin, LLC
AGREEMENT PERMITTING RE- ALLOCATION OF
REGIONAL AND LOCAL SEWER CAPACITY RIGHTS
This Agreement, made and entered into this day of April, 2014, by and between
the DUBLIN SAN RAMON SERVICES DISTRICT, a public agency in the Counties of
Alameda and Contra Costa, California ( "District "), CITY OF DUBLIN, a general law city in the
County of Alameda ( "City "), and REGENCY VILLAGE AT DUBLIN, LLC, a Delaware
Limited Liability Company as both the Project Owner ( "Owner ") and the Project Applicant
( "Applicant ").
WITNESSETH:
WHEREAS, on May 4, 2010, the City Council of the City of Dublin adopted Resolution
No. 53 -10 approving a Letter of Agreement with the District for the administration of unused
City of Dublin sewer capacity and the creation of a city -wide Sewer Capacity Assistance
Program; and
WHEREAS, the District's Board of Directors adopted Resolution No. 9 -10 approving
refunding unused sewer capacity to the City in accordance with District Code Section 7.2.12.13,
and Resolution No. 14 -10 approving and expanding the administrative procedure to reallocate
unused sewer capacity to the City as authorized by Resolution No. 9 -10 to include residential
units in accordance with District Code Section 7.2.12.13; and
WHEREAS, on May 21, 2013, the City Council of the City of Dublin adopted
Resolution No. 67 -13 amending the City's Sewer Capacity Assistance Program and Establishing
Criteria for Program Implementation; and
WHEREAS, on March 18, 2014, the City Council of the City of Dublin adopted
Resolution No. 33 -14 amending the City's Sewer Capacity Assistance Program and Establishing
Criteria for Program Implementation; and
WHEREAS, Applicant has requested and applied for a Certificate of Capacity Rights
from the District to receive service from the District's wastewater facilities; and
WHEREAS, City has agreed to allocate City wastewater capacity rights for Applicant's
new, expanding, or relocating business (hereinafter, "project" or "Applicant's Project "); and
WHEREAS, Owner acknowledges the benefits of using such an allocation to support
Applicant's Project, and believes that those benefits outweigh the risk that such an allocation
could subsequently be removed from the Owner's Property if Applicant's Project is
unsuccessful; and
WHEREAS, Owner is therefore willing to agree that if Applicant's Project fails, City
may recover the full amount of City's wastewater capacity rights that City has allocated to
Applicant's project; and
Agreement with Regency Village at Dublin, LLC
WHEREAS, under the circumstances specified in, and pursuant to the provisions of,
Resolution No. 09 -10, a portion of City's wastewater capacity rights may be allocated to
Applicant's Project pursuant to written agreement in a form approved by the District's Board of
Directors; and
WHEREAS, City, Owner and Applicant desire to enter into such agreement in the form
hereof as heretofore approved by the District's Board of Directors;
NOW THEREFORE THE PARTIES HERETO AGREE AS FOLLOWS:
1. Definitions. The following words and terms as used herein shall have the
meanings respectively ascribed thereto except to the extent that any one or more
of said definition(s) may from time to time be amended or revised by the
District's Board of Directors through amendment of the District Code affecting
(and /or renumbering) the provisions referenced below:
A. Applicant — hereinabove described.
B. Applicant's Project — Retail Shopping Center located at 5054 Hacienda
Drive (APN 986 - 0033 - 007 -00).
C. BOD — defined in the District Code, Section 1.20.080, as follows:
"BOD (biochemical oxygen demand)" means the quantity of dissolved
oxygen utilized in the biochemical oxidation of organic matter measured
using the standard laboratory method therefor, usually expressed in
milligrams per liter (mg /L).
D. Capacity Rights — defined in the District Code, Section 1.20.080, with
respects to wastewater connection, as follows:
"Capacity rights" means the flow, BOD and suspended solids (SS)
capacity purchased by a user upon obtaining a certificate of capacity
rights, or, if such data is not available, the average month loadings of a
user during some prior calendar year when it can be shown to the
satisfaction of the District Engineer that such prior year's average month
loadings are more representative of a user's use of the wastewater system.
E. Certificate of Capacity Rights — defined in the District Code, Section
1.20.080, as follows:
"Certificate of capacity rights" (formerly known as "connection permit" or
"sewer permit ") means a certificate granted by the District to an applicant
reserving capacity sufficient to provide potable and /or recycled water
service through a specified number of equivalent 5/8 -inch water meters to
Agreement with Regency Village at Dublin. LLC
be provided on the parcel which will be served by the District, or to
provide the wastewater capacity in terms of flow and strength allocated to
the parcel to be served by the District, or both.
F. District — hereinabove defined.
G. District Code — the District Code of the Dublin San Ramon Services
District, as adopted, and as amended from time to time by the District's
Board of Directors.
H. Local Wastewater Capacity Fee — defined in the District Code, Section
3.70.010.C.2, as follows:
Local wastewater capacity reserve fees for service from and use of the
District's wastewater collection system, based on average daily flow
proposed to be discharged to the wastewater system, within the area
served by the District or a specified portion thereof, as estimated by the
District Engineer.
L Non - transferability of certificate of capacity rights — defined in the
District Code, Section 3.60.040, as follows:
Capacity rights, when a certificate therefor is issued, shall attach to and
run with the lot or parcel of land for which the certificate was issued;
capacity rights for multiple parcels, including landscaped parcels along
roadways, under common ownership and served by a single irrigation
water meter shall attach to and run with the parcels of land for which the
certificate was issued. The certificate of capacity rights is not transferable
except with the land to which it is attached.
J. Owner - hereinabove defined.
K. Owner's Property — Assessor's Parcel No. 986 - 0033 - 007 -00.
L. Regional Wastewater Capacity Reserve Fee — defined in the District
Code, Section 3.70.010.C.1, as follows:
Regional wastewater capacity reserve fees for service from and use of the
District's regional wastewater treatment plant, as determined by the
District Engineer, based on the average daily flow, BOD and SS proposed
to be discharged to the wastewater system within the area served by the
District or a specified portion thereof as estimated by the District
Engineer.
M. Residential Discharge Equivalency— as defined herein, as follows:
Agreement with Regency Village at Dublin, LLC
Residential discharge equivalency means a unit of wastewater discharge
equal in volume and strength to the discharge of a typical single - family
residential user. This shall be 220 gallons per day of flow, 0.42 lb. per day
of BOD, and 0.45 lb. per day of SS.
N. SS — defined in the District Code, Section 1.20.080, as follows:
"SS (suspended solids)" means solids, as measured using the standard
laboratory method therefor, that are in suspension in wastewater and
which are largely removable by laboratory filtration procedures.
Notwithstanding any implication to the contrary, this Agreement shall remain in
effect despite the revision or repeal of any of the sections of the District Code,
including without limitation those referenced above.
2. Allocated Wastewater Capacity Riizhts. In response to the Applicant's request
City shall, subject to the right to terminate set forth in Paragraph 4, allocate
Wastewater Capacity Rights to Owner's Property in the amount of 3,304.4 gpd
(gallons per day) flow, 6.3109 pounds per day BOD and 6.7518 pounds per day
SS [or, 15.02 Residential Discharge Equivalencies, as applicable]. Said allocation
shall be provided to Applicant as an equivalent portion of credit toward both
Regional Wastewater Capacity Reserve Fee and Local Wastewater Capacity
Reserve Fee due for Applicant's Project. Said allocation shall become effective
upon Applicant's payment of the remainder of fees due and District issuance to
Applicant a Certificate of Capacity Rights for Applicant's Project. In recognition
of the benefits flowing from the allocation of additional Capacity Rights to
Owner's Property as specified in this Agreement, Owner expressly waives the
protections that would otherwise be afforded to Owner by the District Code,
including without limitation those sections referenced above, to the extent they
are determined by the District to be inconsistent with the provisions of this
Agreement.
3. Term of Agreement; Effect of Termination. This Agreement shall become
effective upon the date first hereinabove written and, unless earlier terminated
pursuant to Paragraphs 4 or 6 hereof, shall expire ten (10) years from the date of
issuance of a Certificate of Occupancy pertaining to the Applicant's Project
located on Owner's Property.
In the event of termination by District pursuant to Paragraph 4 or Paragraph 6 of
this Agreement, all rights and privileges of Owner and Applicant hereunder shall
cease and terminate, and all Wastewater Capacity Rights allocated pursuant to this
Agreement shall forthwith revert to City, and become the property of City, and
the Certificate of Capacity Rights issued hereunder shall be amended to reflect the
re- allocation to City of all Wastewater Capacity Rights allocated pursuant to this
Agreement and the commensurate reduction in Wastewater Capacity Rights
allocated to Owner's Property. District or City may, but shall not be required to,
Agreement with Regency Village at Dublin, LLC
record a Notice of Termination against the Owner's Property upon which the
Applicant's Project is or was located.
Notwithstanding the foregoing, the Wastewater Capacity Rights allocated to
Owner's Property by virtue of the Wastewater Capacity Reserve Fees paid by
Applicant shall remain allocated to Owner's Property and shall run with such
land, subject to the provisions of to the District Code relating to the reduction,
expiration, or termination of Sewer Permits and Capacity Rights.
4. Allocation Expressly Conditional on Continuing Operations: During the term
of this Agreement, should the City determine that Applicant's Project has ceased
operations, all rights and privileges of Owner and Applicant under this
Agreement, shall cease and, upon the written request of City, the District may
terminate this Agreement upon five (5) days' written notice, whereupon all
Wastewater Capacity Rights allocated pursuant to the Certificate of Capacity
Rights issued hereunder shall, as specified in Paragraph 3 (Term of Agreement;
Effect of Termination), revert to City, and become the property of City. District's
right of termination under this Paragraph 4 is in addition to, and separate from,
District's right of termination pursuant to Paragraph 6 (Hold Harmless).
5. Non - Assignability. Neither this Agreement, nor any interest herein, may be
assigned, conveyed, or in any manner transferred by Owner or Applicant to
anyone, including any successor to the Owner (of the Owner's Property) or any
successor to the owner of Applicant's Project, or to or by one or more tenants
thereof, without the prior written consent thereto signed by the City Manager and
the District's General Manager, which consent may be conditioned upon the
signature of the successoi(s) upon a recordable instrument by which the
successor(s) assume(s) all of the , rights and obligations of its predecessor under
this Agreement, which shall, at the election of either the City of the District, be
recorded against the Owner's Property upon which the Applicant's Project is or
was located. District and City shall not unreasonably withhold its consent to an
assignment to the successive owner(s) of Owner's Property or to the successive
owner(s) of Applicant's Project.
Notwithstanding the foregoing, no assignment of the Certificate of Capacity
Rights issued hereunder, or the Capacity. Rights pertaining thereto, shall be made
with respect to any other property than Owner's Property hereinabove defined
except as specified in Paragraphs 2 or 4 above.
6. Hold Harmless. Applicant shall hold harmless, defend, and indemnify District,
its Board of Directors, officers, employees, consultants, and agents from and
against any and all claims, suits, causes of action, or other proceedings for
damages, injuries, losses, costs (including attorneys' fees and costs of suit or other
dispute resolution processes), or any other liability arising out of, or in connection
with, the performance, or failure to perform, any of the duties and obligations of
Applicant hereunder. The duty to defend shall include provision for all costs and
Agreement with Regency Village at Dublin, LLC
fees, including attorneys' fees, associated with such defense, and the selection of
defense counsel for District, its Board, officers, employees, consultants, and
agents shall be by District.
The duty of Applicant to indemnify District shall include the duty to defend as set
forth in California Civil Code Section 2778; provided that nothing herein
contained shall require Applicant to defend against claims for a liability excluded
under the provisions of California Civil Code Section 2782.
7. Successors. If, and to the extent, approved by the City Manager and the District's
General Manager pursuant to Paragraph 5 hereof, entitled Non- Assilinability, the
duties, responsibilities, and rights pertaining and accruing to the parties hereto,
shall run with the land, and be binding upon and inure to the benefit of the
successors, administrators, assigns, and transferees of the respective parties
hereto, subject to the provisions of to the District Code relating to the reduction,
expiration, or termination of Certificate of Capacity Rights and Capacity Rights.
8. Notices. All notices, necessary or convenient to the performance of the parties
hereunder, shall be in writing, and may be given to the parties by personal
delivery, or by mail,. first class (or equivalent) postage prepaid, addressed in the
case of District as follows:
Dublin San Ramon Services District
7051 Dublin Boulevard
Dublin, CA 94568 -3018
Attention: General Manager
in the case of City, as follows:
City of Dublin
100 Civic Plaza
Dublin, CA 94568
Attention: City Manager
in the case of Owner, as follows:
Regency Centers
2999 Oak Road, Suite 1000
Walnut Creek, CA 94597
Attention: Pete Knoedler, Senior Vice President
9. Recordation. This Agreement shall be submitted by the District to the County
Recorder's Office for the county in which the Owner's Property is located, for
recordation in the Official Records thereof, to give notice of the Agreement in the
Agreement with Regency Village at Dublin, LLC
public records. Upon recordation, the terms, conditions and obligations of the
Agreement shall run with such land, subject to the provisions of to the District
Code relating to the reduction, expiration, or termination of Certificate of
Capacity Rights and Capacity Rights.
10. Paratzraph Headings, Paragraph headings as used herein are for convenience
and shall not be deemed to alter or amend the paragraphs headed thereby.
11. Integration, This Agreement comprises the entire agreement between the parties
with respect to the subject matter thereof, and supersedes and replaces any and all
prior understandings, oral or written, between the parties.
[No ficrther text on this page.]
Agreement with Regency Village at Dublin, LLC
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed and
effective as of the date first hereinabove written.
DUBLIN SAN RAMON SERVICES
DISTRICT,
a public agency of the State of California
By:
Bert Michalczyk, General Manager
ATTEST:
Nancy G. Hatfield, District Secretary
CITY OF DUBLIN
IC
ATTEST:
Caroline Soto, City Cleric
Christopher L. Foss, Acting City Manager
REGENCY VILLAGE AT DUBLIN, LLC, a
Delaware Limited Liability Company
By: Regency Centers, L.P., a Delaware Limited
Partnership, its sole member
Date
Agreement with Regency village at Dublin, LLC
State of California
County of
On YA X, t' before me, WV1.
Date
personally appeared
the Officer
CIVIL CODE § 9989
Place Notary Seal Above OPTIONAL Sion-afu—r—elaftfotafy Public
Though the information below is not required by law, it may prove valuable to persons relying on the document
and could prevent fraudulent removal and reattachment of this form to another document.
Description of Attache777
nt
Title or Type of Document: ."
Document Date: �' „� Number of Pages:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Name:
❑ Corporate Officer — Title(s):
❑ Individual
❑ Partner — ❑ Limited,, ❑ General
❑ Attorney in Fact
❑ Trustee c
❑ Guardian or Conservator
❑ Other:
Signer Is Representing:
Signer's Name:
❑ Corporate Officer — Title(s):
❑ Individual
❑ Partner — ❑ Limited ❑ General
❑ Attorney in Fact
❑ Trustee
❑ Guardian or Conservator
❑ Other:
Signer Is Representing:
Association • NationalNotary.org a 1- 800 -US NOTARY (1- 800 - 876 -6827) Item #5907
who proved to me on the basis of satisfactory
evidence to be the person) whose name is /fie
subscribed to the within instrument and acknowledged
to me that he /rril /they executed the same in
his /he /their authzed capacity(i and that by
his /her /t,Mir signature( on the instrument the
person ), or the entity upon behalf of which the
person acted, executed the instrument.
I certify under PENALTY OF PERJURY under the
D. MCCREE
Commission # 2038239
"«
laws of the State of California that the foregoing
Z Notary Public - California z
paragraph is true and correct.
n
Contra Costa County ..
My Comm. Expires Sep 2017
WITNESS my hand and official seal.
Signature: - ;1 --'
Place Notary Seal Above OPTIONAL Sion-afu—r—elaftfotafy Public
Though the information below is not required by law, it may prove valuable to persons relying on the document
and could prevent fraudulent removal and reattachment of this form to another document.
Description of Attache777
nt
Title or Type of Document: ."
Document Date: �' „� Number of Pages:
Signer(s) Other Than Named Above:
Capacity(ies) Claimed by Signer(s)
Name:
❑ Corporate Officer — Title(s):
❑ Individual
❑ Partner — ❑ Limited,, ❑ General
❑ Attorney in Fact
❑ Trustee c
❑ Guardian or Conservator
❑ Other:
Signer Is Representing:
Signer's Name:
❑ Corporate Officer — Title(s):
❑ Individual
❑ Partner — ❑ Limited ❑ General
❑ Attorney in Fact
❑ Trustee
❑ Guardian or Conservator
❑ Other:
Signer Is Representing:
Association • NationalNotary.org a 1- 800 -US NOTARY (1- 800 - 876 -6827) Item #5907
Exhibit A
Allocated Wastewater Capacity Rights
The below chart illustrates the designation breakdown of the 15.02 Residential Discharge
Equivalencies.
Tenant'
Sq. Ft.
Dublin San
Ramon' Services
District DVS
Estimate
DUE Amount
Regency will
Cover
Location
Whole Foods
40,000
34.55
8.64
Parcel 2
Nordstrom Rack
35,000
7.95
1.99
Parcel I
HomeGoods
22,000
5.00
1.25
Parcel 1
Restaurant A*
3,800
0.86
0.22
Parcel 4
Restaurant B*
2,200
0.50
0.12
Parcel 1
Restaurant C*
2,000
0.45
0.11
Parcel 1
Restaurant D*
5,500
1.25
0.31
Parcel 1
Retail A*
5,800
1.31
0.33
Parcel 3
Remaining Retail
30,200
6.85
1.71
Parcels 1, 3, 4 & 5
Remaining Restaurant
6,000
1.36
0.34
Parcels 1 & 3
Total
152,500
60.08
15.02
*At the time of this contract, the lease was in negotiation so the name of the business could not be shared.
2260411.1
Agreement xvith Regency Village at Dublin, LLC