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HomeMy WebLinkAbout6.2 Tassajara Meadows II I' #- CITY CLERK File # D~[Q]6J-f0Jf2J .. AGENDA STATEMENT CITY COUNCIL MEETING DATE: May 4, 1999 SUBJECT: PUBLIC HEARING P A 98-035 Tassajara Meadows II, Development Agreement (second reading) (Report Prepared by: Eddie Peabody, Jr., Community Development Director) A TT ACHMENTS: 1. Development Agreement for Tassajara Meadows 2. Ordinance adopting Development Agreement for Tassajara Meadows RECOMMENDATION: 1. Open Public Hearing. i/, 2. Receive Staff presentation and receive public testimony. ~ 3. Question Staffand the public. \ 4. Close Public Hearing and deliberate. 5. Waive reading and adopt Ordinance _-99 (Attachment 2) approving the Development Agreement. FINANCIAL STATEMENT: No financial impact anticipated. . DESCRIPTION: An Ordinance approving a Development Agreement between the City of Dublin, Mission Peak Homes, Inc., and Alameda County Surplus Property Authority. The Development Agreement is required by the Eastern Dublin Specific Plan. Items included in the Development Agreement include, but are not limited to, the fmancing and timing of infrastructure; payment of traffic, noise and public facilities impact fees; oversizing of roads and general provisions. BACKGROUND: The project is located at the northwest comer of Tassajara Road and Gleason Drive, within the Eastern Dublin Specific Planning Area. The Specific Plan was adopted by the City of Dublin in November of 1993, and established land use designations for approximately 3,300 acres ofland east of the Camp Parks military reserve. The project was given a land use designation of the "Medium Density Residential" in the Specific Plan. ~---------------------------------------~~~~~~~~;-----~i~:~::-~~::;~~::~~~~~~---------------------- Alameda County Surplus Property Authority In House Distribution ITEM NO. 6.2 Planning/pa98-035/ccsr da2.doc The project site is part of the 800+ acre property knO'Ml as the Santa Rita Property, owned by the Alameda County Surplus Property Authority, formerly used for U.S. Anny military activities. All structures from previous uses have been removed. To Planning Commission Action: ~- On April 13, 1999, the Planning Commission reviewed the Staff Report for the proposed Development Agreement and adopted a Resolution recommending that the City Council adopt and Ordinance accepting a Development Agreement with Mission Peak Homes and Alameda County for the Tassajara Meadows II residential development. City Council Action: At the Public Hearing of April 20, 1999, the City Council heard a presentation from Staff and the applicant, took public testimony and waived the first reading of the Ordinance adopting a Development Agreement with Mission Peak Homes and Alameda County for the Tassajara Meadows II residential development. ANAL YSIS: As required by the City of Dublin Municipal Code, a second reading of the proposed Ordinance is necessary prior to final adoption of the Development Agreement. The Ordinance will become effective 30 days after the second reading. RECOMMENDATION: Staff recommends that the City Council open the Public Hearing, take testimony from Staff and the public, deliberate, waive the second reading and adopt the Ordinance approving the Development Agreement with Mission Peak Homes and Alameda County for Tassajara Meadows II. . . -)- : . . . - - ,. . . City of Dublin -.. + . .' .: '.'-: :.',::: : ~':'" ': ';:':~'~, :;'.,::: :::,":'.:= :;." : "/,:. .::<:..:.:,:...:.....~..<:. ::':. -:..:. -; i:; ji-:':<> Vvhen Recorded Mail To: City Clerk City of Dublin 100 Civic Plaza Dublin, CA 94568 Space above this line for Recorder's Use DEVELOPMENT AGREEMENT BETVVEEN THE CITY OF DUBLIN AND THE SURPLUS PROPERTY AUTHORITY OFTHECOUNTYOF~EDA AND MISSION PEAK HOMES, INC. FOR THE TASSAJARA MEADOWS II (COUNTY SITE 1) PROJECT -, - ..' ~.' '. ," ....._'. . +. "..." ;{ 06 .3 r . TABLE OF CONTENTS . 1. Description of Property. .....,................................... 3 2. Interest of Developer. . . . . . . . . . . . . . . . . . . . : . . . . . . . . . . . . . . . . . . . . . . . 3 3. Relationship of City. County and Developer. . . . . . . . . . . . . . . . . . . . . . . . . . 3 4. EffeCtive Date and Term. ........................................ 3 4.1 Effective Date. ........................................... 3 4.2 Term.. . . : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 5. Use of the Property. .................. . . . . . . . . . . . . . . . . . . . . . . . . . . 3 5.1 Ri~ht to Develop ......................................... 3 5.2 Permitted Uses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 5.3 Additional Conditions ..................................... 4 6. Applicable Rules. Regulations and Official Policies .................... 5 6.1 Rules re Permitted Uses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 6.2 Rules re DesiV' and Construction ............................ 5 6.3 Uniform Codes Applicable . . . . . . . . . . . . . . . . . . . . . . . . . . . . ',' . . . . 5 . 7. Subsequently Enacted Rules and ReVIlations . . . . . . . . . . . . . . . . . . . . . . . . . 5 7.1 New Rules and Regulations ................................. 5 7.2 ,Approval of Application ..:.......................... . . . . . . . 6 7.3 Moratorium Not Applicable. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 8. Subsequently Enacted or Revised Fees. Ac;sessments and Taxes . . . . . . . . . . . 6 8.1 Fees. Exactions. Dedications ................................ 6 8.2 Revised Application Fees ................................... 6 8.3 New Taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 8.4 Assessments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 8.5 Vote on Future Assessments and Fees ......................... 7 9. Amendment or Cancellation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 9.1 Modification Because of Conflict with State or Federal Lav,'s ....... 7 . 9.2 Amendment by Mutual Consent ............................. 7 Dublinl..AJ.ameda Development Agreement for Tassajara Meadows II (County Site 1) Project Table of Contents - Page i of Hi March 30, 1999 . . . :. .~." :-:..--\. .- . "':'. .', .-.... :,~:,,~-'..'-'''.':'.'::,_.'' - ...... -" . . ..... ~ ,- . . .. .' '. . . :3 ~ 37 9.3 Insubstantial Amendments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 9.4 Amendment of Project Approvals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 9.5 Cancellation by Mutual Consent . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 10. Term of Project Approvals ....................................... 8 11. Annual Review .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 11.1 Review Date . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 11.2 Initiation of Review . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 11.3 Staff Reports ............................................ 9 11.4 Costs .................................................. 9 12. Default. . . . . . . . . . . . . . . . . . . . . . . . . . . - . . . . . . . . . . . . . . . . . . . - . . . . . . 9 12.1 Other Remedies Available ......................... - . . . . . . . . 9 12.2 Notice and Cure. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 12.3 No Dama~es A~ainst CIrr .............................. - . 10 13. Estoprel Certificate ..................................... - . . . . . 10 14. ^-1ort~a~ee Protection: Certain Ri~hts of Cure ....................... 10 14.1 MortgaEee Protection . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 14.2 Mort~agee Not Obli~ated . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 14.3 Notice of Default to Mortfa~ee and EA"tension of Ri~ht to Cure,. . . . II 15. Severabilitv . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II 16. Attorneys' Fees and Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . II 17. Transfers and Assig:nments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 17.1 Right to Assign. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 17.2 Release Upon Transfer. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 17.3 Developer's Rir;ht to Retain Specified Righg or Obli~ations ....... 12 17.4 Permitted Transfer. Purchase or Ac;si ~ment _.................. 13 17.5 Termination of Av-eement Upon Sale of Individual Lots to Public. . . 13 18. A~eement Runs with the Land .................................. 13 19. Bankruptcy. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . }4 Dublinl}>Jameda Development Agreement for Tassajara Meadows II (County Site 1) Project Table of Contents. Page ii of Hi March 30. 1999 . ..' I' - a'.I_ .,' & . . .-...... .. r' .:r:f j r 20. Indemnification. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 14 . 22. 23. 24. ?- _J. 26. 27. 21. Insurance ................................................... 14 21.1 Public Liability and Property Damage Insurance . . . . . . . . . . . . . . . . 14 21.2 Vv'orkers Compensation Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 21.3 Evidence of Insurance .................................... 15 Sewer and Water .............................................. 15 N oti ces . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 15 A~eement is Entire Understandin~ ................................ 16 Exhibits .................................................... 16 Counterparts ................................................ 17 Recordation ................................................. 17 Dublin/Alameda Development Agreement for Tassaja...-a MeadoW'S II (County Site 1) Project Table of Contents. Page Hi of Hi March 30. 1999 . . - .. . . . . -, " ,,". :-u.....:.:.:;~.,:..:. ~~-":,-.:__~,.":':.:.'.' >:: -" .:. ::. .:.:.~..: .:.::.:'. :,:.-.:: ~...'" .:: ~~~:.::....,:. ". ":...-.': - 5 crf 37 THIS DEVELOPMENT AGREEMENT is made and entered in the City of Dublin on this day of , 1999, by and between the CITY OF DUBLIN, a Municipal Corporation (hereafter "CIIT'), JvHssion Peak Homes, Inc., a California corporation (hereinafter "DEVELOPER") and the Surplus Property Authority of Alameda County, a public corporation (hereafter "COUNTY"), pursuant to the authority of ss 65864 et seq. of the California Government Code and Dublin :Municipal Code, Chapter 8.56. RECITALS A. California Government Code ss 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 establish certain development rights in such property; and B. The City Council adopted the Eastern Dublin Specific Plan by Resolution No. 53-93 which Plan is applicable to the Property; and C. The Eastern Dublin Specific Plan requires DEVELOPER to enter into a development agreement; and D. DEVELOPER desires to develop and holds legal interest in c,ertain real property consisting of approximately 11.079 acres of land, located in the City of Dublin, County of Alameda, State of California, which is more particularly described in Exhibit A attached hereto and incorporated herein by this reference, and which real property is hereafter called the "Property"; and i E. DEVELOPER acquired its interest in the Property from COUNTY pursuant to a purchase and sale agreement which allocates rights and obligations as between COUNTY and DEVELOPER. COUNTY is a party to this Agreement because COUNTY will dedicate certain land and receive certain credits; F. DEVELOPER proposes the development of the Property v.'ith 95 single family homes and community open space areas (the "Project"); and G. DEVELOPER has applied for, and CITY has approved or is processing, various land use approvals in connection v.'ith the development of the Project, including a PD District rezoning (Ordinance No. 15.98) vesting tentative Dublin/Alameda Development Agreement for Tassajara Meadows II (County Site I) Project Page I of 18 March 30. 1999 .: ....:.. '. . :.:_--:. :;'":' :..' '. ,,-.,:'':' . ' ". .. . . ... .', . . ..". b ~ :3<1 map (Planning Commission Resolution No. 98-43), and site development review (Planning Commission Resolution No. 98-43) (collectively, together with any approvals or permits now or hereafter issued with respect to the Project, the "Project Approvals"); and . H. Development of the Property by DEVELOPER may be subject to certain future discretionary approvals including site development review, which, if granted, shall automatically become part of the Project Approvals as each such approval becomes effective; and 1. CITY desires the timely, efficient, orderly and proper development of said Project; and J. The City Council has found that, among other things, this Development Agreement is consistent virith its General Plan and the Eastern Dublin Specific Plan and has been revie"ived and evaluated in accordance "rith Chapter 8.56; and K. CITY, COUNTY and DEVELOPER have reached agreement and desire to eA-press herein a Development Agreement that vvill facilitate development of the Project subject to conditions set forth herein; and . 1. Pursuant to the California Environmental Quality Act (CEQA) the City has found, pursuant to CEQA Guidelines section 15182, that the Project is "i\rithin the scope of the Final Environmental Impact Report for the Eastern Dublin General Plan Amendment and Specific Plan which was certified by the Council by Resolution No. 51-93 and the Addenda dated May 4, 1993 and August 22, 1994 (the "ErR") and found that the ErR \\~as adequate for this Agreement; and , 1999, the City Council of the City of Dublin approving this Development Agreement. The ,1999. M. On adopted Ordinance No. ordinance took effect on NOW, THEREFORE, with reference to the foregoing recitals and in consideration of the mutual promises, obligations and covenants herein contained, CITY, COUNTY and DEVELOPER agree as follows: . Dublin/Alameda Development Agreement for Tassajara Meado'ws II (County Site I) Project Page 2 of 18 March 30, 1999 :" ~'. . . . .. ",.. 7 4' :3r AGREEMENT 1. Description of Property. The Property.which is the subject of this Development Agreement is described in Exhibit A attached hereto ("Property"). 2. Interest of Developer. The DEVELOPER has a legal or equitable interest in the Property in that it owns the Property in fee simple. 3. Relationship of City. County and Developer. It is understood that this Agreement is a contract that has been negotiated and voluntarily entered into by CI1Y, COUNTY and DEVELOPER and that neither the DEVELOPER nor COUNTY is an agent of CI1Y. The CITY, COUNTY and DEVELOPER hereby renounce the existence of any form of joint venture or partnership benveen them, and agree that nothing contained herein or in any document executed in connection herewith shall be construed as making the CITY, COUNTY 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 upon 'which this Agreement is signed by City. 4.2 Thrm. The term of this Development Agreeme'nt shall commence on the effective date and eA'tend five (5) years thereafter, unless said teml is otherwise terminated or modified by circwnstances set forth in this Agreement. 5. Use of the Property. 5.1 Right to Develop. DEVELOPER shall have the vested right to develop the Project on the Property in accordance 'with the terms and conditions of this Agreement, the Project Approvals (as and when issued), and any amendments to any of them as shall, from time to time, be approved pursuant to this Agreement. DublinlNameda Development Agreement for Tassajara Meadows II (County Site 1) Project Page 3 of 18 March 30. 1999 . .. . :..... .-":..... ;'.. \."::.::.... .. . .., '.... . . -. . ~ .. . %~ 31 5.2 Permitted Uses. The permitted uses of the Property, the . density and intensity of use, the maximum height, bulk and size of proposed buildings, provisions for reservation or dedication of land for public purposes and location and maintenance of on-site and off-site improvements, location of public utilities (operated by CITY) and other terms and conditions of development applicable to the Property, shall be those set forth in this Agreement, the Project Approvals and any amendments to this Agreement or the Project Approvals.. 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 Subsequent Discretionary Approvals. Conditions, tenns, restrictions, and requirements for subsequent discretionary actions. (These conditions do not affect Developer's responsibility to obtain all other land use approvals required by the ordinances of the City of Dublin.) Not Applicable 5.3.2 Mitigation Conditions. Additional or modified . conditions agreed upon by the parties in order to eliminate or mitigate adverse environmental impacts of the Project or otherv.rise relating to development of the Project. See Exhibit B 5.3.3 Phasing. Timing. Pro,risions that the Project be consuucted in specified phases, that consuuction shall commence within a specified time, and that the,Project or any phase thereof be completed within a specified time. See Exhibit B 5.3.4 Financing Plan. Financial plans which identify necessary capital improvements such as streets and utilities and sources of funding. See Exhibit B 5.3.5 Fees. Dedications. Terms relating to payment of fees or dedication of property. See Exhibit B . Dublin! Alameda Development Agreement for Tassajara Meadows II (County Site 1) Project Page 4 of 18 March 3D, 1999 . . . -~'. . .. . ,,',,:>:";:":-:' "';',,:: ,',' "-.', .......::/::.:::' :-::, ,~.,,--, ';' ,-- . -. . . .. . '. .... 0.:. ...... 9 qJ 37 5.3.6 Reimbursement. Terms relating to subsequent reimbursement over time for financing of necessary public facilities. See Exhibit B 5.3.7 iv1iscellaneous. 1\1iscellaneous terms. See Exhibit B 6. Applicable Rules. Re~lations and Official Policies. 6.1 Rules re Pennitted Uses. For the term of this Agreement, the Citis ordinances, resolutions, rules, regulations and official policies governing the permitted uses of the Property, governing density and intensity of use of the Propeny and the mmmum height, bulk and size of proposed buildings shall be those in force and effect on the effective date of this Agreement. 6.2 Rules re Design and Construction. Unless othel\\ise e.'\.-pressly pro\-ided in Paragraph 5 of this Agreement, the ordinances, resolutions, rules, regulations and official policies governing design, improvement and construction standards and specifications applicable to the Project shall be those in force and effect at the time of the applicable discretionary Project Approval. Ordinances, resolutions, rules, regulations and official policies governing design, improvement and construction standards and specifications applicable to public improvements to be constructed by Developer shall be those in force and effect at the time of the applicable permit approval. 6.3 Uniform Codes Applicable. Unless eA-pressly provided in Paragraph 5 of this Agreement, the Project shall be constructed in accordance with the provisions of the Uniform Building, Mechanical, Plumbing. Electrical and Fire Codes and Title 24 of the California Code of Regulations, relating to Building Standards, in effect at the time of approval of the appropriate building, grading, or other construction permits for the Project. 7. Subsequently Enacted Rules and Regulations. 7.1 New Rules and Regulations. 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 the effective date of this Agreement and which are not in conflict \\-ith those applicable to the Property as set forth in this Agreement if; (a) the application Dublin/l>Jameda Development Agreement for Tassajara MeadoV\'S II (County Site 1) Project Page 5 of 18 March 30, 1999 '. , . . ~ : . -' .:. :.: :.... .: -..- It) 9:f 3,i of such new or modified ordinances, resolutions, rules, regulations or official policies . would not prevent, impose a substantial financial burden on, or materially delay development of the Property as contemplated by this Agreement and the Project Approvals and (b) if such ordinances, resolutions, rules, regulations or official policies have general applicability. 7.2 Approval of Application. Nothing in this Agreement shall prevent the CITY from denying or conditionally approving any subsequent land use permit or authorization for the Project on the basis of such new or modified ordinances, resolutions, rules, regulations and policies except that such subsequent actions shall be subject to any conditions, terms, restrictions, and requirements o.:pressly set forth herein. 7.3 Moratorium Not Applicable. Notwithstanding anything to the contrary contained herein, in the event an ordinance, resolution or other measure is enacted, whether by action of CITY, by initiative, referendum, or othenvise, that imposes a building moratorium which affects the Project on all or any part of the Propeny, CITY agrees that such ordinance, resolution or 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 declaration of a local emergency or state of emergency as defined in Government Code S 8558. 8. Subseouentlv Enacted or Revised Fees. Alisessments and Taxes. . . 8.1 Fees. Exactions. Dedications. CITY and DEVELOPER agree that the fees payable and exactions required in connection '\i\rith the development of the Project for purposes of mitigating environmental and other impacts of the Project, providing infrastructure for the Project and complying 'with the Specific Plan shall be those set forth in the Project Approvals and in this Agreement (including Exhibit B). The CITY shall not impose or require payment of any other fees, dedications of land, or construction of any public improvement or facilities, shall not increase or accelerate existing fees, dedications of land or construction of public improvements, in connection with any subsequent discretionary approval for the Property, except as set forth in the Project Approvals and this Agreement (including Exhibit B, subparagraph 5.3.5). 8.2 Revised Application Fees. Any existing application, processing and inspection fees that are revised during the term of this Agreement shall apply to the Project provided that (I) such fees have general applicability; (2) . Dublinl.Alameda Development Agreement for Tassajara Meadows II (County Site 1) Project Page 6 of 18 March 30. 1999 . . . . . -. ,.".-~. .. . . I. JI cD :3'1 the application of such fees to the Property is prospective; and (3) the application of such fees ,,,,rould not prevent development in accordance with this Agreement. By so agreeing, DEVELOPER does not waive its rights to challenge the legality of any such application, processing and/or inspection fees. 8.3 New Taxes. .Any subsequently enacted city-wide taxes shall apply to the Project provided that: (I) the application of such taxes to the Property is prospective; and (2) the application of such taxes would not prevent development in accordance with this Agreement. By so agreeing. DEVELOPER does not ,vaive its rights to challenge the legality of any such taxes. 8.4 Ac;sessments. Nothing herein shall be construed to relieve the Property from assessments levied against it by City pursuant to any statutory procedure for the assessment of property to pay for infrastructure and/or services which benefit the Property. 8.5 Vote on Future Ac;sessments and Fees. In the event that any assessment, fee or charge which is applicable to the Property is subject to Article XIIID of the Constitution and DEVELOPER does not return its ballot, DEVELOPER agrees, on behalf 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 Modification Because of Conflict ,\~th State or Federal Laws. In the event that state or federal laws or regulations enacted after the effective date of this Agreement prevent or preclude compliance with'one or more provisions of this Agreement or require changes iil plans, maps or permits approved by the CITY, the parties shall meet and confer in good faith in a reasonable attempt to modify this Agreement 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 bv Mutual Consent. This Agreement may be amended in v.'Ii.ting from time to time by mutual consent of the parties hereto and in accordance with the procedures of State law and Chapter 8.56. 9.3 Insubstantial Amendments. Notwithstanding the provisions of the preceding paragraph 9.2, any amendments to this Agreement which Dublinl.PJameda Development Agreement for Tassajara Meadows II (County Site 1) Project Page 7 of 18 March 30, 1999 " . ... ...... ... ':.:.'.~:-~:-: ~":;.': ". . /) ~ '3r do not relate to (a) the term of the Agreement as provided in paragraph 4.2; (b) the . permitted uses of the Property as provided in paragraph 5.2; (c) provisions for "significant" reservation or dedication of land as provided in Exhibit B; (d) conditions, terms, restrictions or requirements for subsequent discretionary actions; (e) the density or intensity oJ use of the Project; (f) the maximum height or size of proposed buildings; or (g) monetary contributions by DEVELOPER as provided in this Agreement, shall not, except to the 'eA"tent otherwise required by law, require notice or public hearing before either the Planning Commission or the City Council before the parties may execute an amendment hereto. CITY's Public \'Vorles Director shall determine 'whether a reservation or dedication is "significant". 9.4 Amendment of Project Approvals. Any amendment of Project Approvals relating to: (a) the permitted use of the Property; (b) provision for reservation or dedication of land; (c) conditions, terms, restrictions or requirements for subsequent discretionary actions; (d) the density or intensity of use of the Project; (e) the maximum height or size of proposed buildings; (f) monetary contributions by the DEVELOPER; or (g) public improvements to be constructed by DEVELOPER shall require an amendment of this Agreement. Such amendment shall be limited to those provisions of this Agreement which are implicated by the amendment of the . Project Approval. Any other amendment of the Project Approvals, or any of them, shall not require amendment of this Agreement unless the amendment of the Project Approval(s) relates specifically to some provision of this Agreement. 9.5 Cancellation by Mutual Consent. Except as otherwise permitted herein, this Agreement may be canceled 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 to Paragraph 5.3 and Exhibit B of this Agreement prior to the date bf cancellation shall be retained by CITY. 10. Term of Project Approvals. Pursuant to California Government Code Section 66452.6(a), the term of the vesting tentative map described in Recital G above shall automatically be eA'tended for the term of this Agreement. The term of any other Project Approval shall be eA1.ended only if so provided in Exhibit B. 11. Annual Review. 11.1 Review Date. The annual review date for this Agreement . Dublinl}l:.lameda Development Agreement for Tassajara Meadows II (County Site I) Project Page 8 of 18 March 30. 1999 , - -. . . .. . , ' . - '.' . . . . '.-' '. .' . .. . ~ . &. ...::: . "t ;-::.. '. . '- .. + +.' '. .' /.3 ~ '3 i . shall be August 15, 2000 and each August 15 thereafter. 11.2 Initiation of Review. The CITY's Community Development Director shall initiate the annual review, as required under Section 8.56.140 of Chapter 8.56, by giving to DEVELOPER thirty (30) days' written notice that the CITY intends to undertake such review. DEVELOPER shall provide , e\idence to the Community Development Director prior to the he<i;ring on the annual review, as and when reasonably determined necessary by the Community Development Director, to demonstrate good faith compliance 'with the provisions of the Development Agreement. The burden of proof by substantial evidence of compliance is upon the DEVELOPER. 11.3 Staff Reports. To the eA"tent practical, CITY shall deposit in the mail and fax to DEVELOPER a copy of all staff reports, and related exhibits concerning contract performance at least five (5) days prior to any annual review. . 11.4 Costs. Costs reasonably incurred by CITY in connection \\ith the annual review shall be paid by DEVELOPER in accordance Virith the City's schedule of fees in effect at the time of review. 12. Default. 12.1 Other Remedies Available. Upon the occurrence of an event of default, the parties may pursue all other remedies at law or in equity \vhich are not othemrise provided for in this Agreement or in City's regulations governing development agreements. eA.-pressly including the remedy of specific performance of this Agreement. 12.2 Notice and Cu~e. Upon the occurrence of an event of default by either party, the nondefaulting party shall serve 'written notice of such default upon the defaulting party. If the default is not cured by the defaulting party \,rithin thirty (30) days after service of such notice of default. the nondefaulting party may then conunence any legal or equitable action to enforce its rights under this Agreement; provided, hmvever, that if the default cannot be cured within such thirty (30) day period, the non defaulting party shall refrain from any such legal or equitable action 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 . shall not constitute a waiver of any default. Dublin/Alameda Development Agreement for Tassajara MeadoVl'S II (County Site 1) Project Page 9 of 18 March 30, 1999 .' :... ':.. . . . . - .."." . . ' .... ~.. Jt/~:3r 12.3 No Damages Against CITY. In no event shall damages be a'warded against CITY upon an event of default or upon termination of this Agreement. . 13. Estoppel Certificate. Either party J!lay, 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 force and effect and a binding obligation of the parries, (b) this Agreement has not been amended or modified either orally or in writing, or if so amended, identifying the amendments, and (c) to the knmvledge of the cerrifying p~y the requesting party is not in default in the performance of its obligations under this Agreement, or if in default, to describe therein the nature and amount of any such defaults. A party receiving a request hereunder shall execute and return such cenificate "i\i.thin thirty (30) days follO"i\i.ng the receipt thereof, or such longer period as may reasonably be agreed to by the parties. City Manager of City shall be authorized to execute any certificate requested by DEVELOPER. Should the party receiving the request not execute and return such certificate 'within the applicable period, this shall not be deemed to be a default, provided that such party shall be deemed to have certified that the statements in clauses (a) through (c) of this section are true, and any party may rely on such deemed certification. . 14. Mortgagee Protection: Certain Ri~hts of Cure. 14.1 Mortgagee 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 theiforegoing, no breach hereof shall defeat, render invalid, diminish or impair the lien of any 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 to the Property, or any portion thereof, by foreclosure, trustee's sale, deed in lieu of foreclosure, or otherwise. 14.2 Mort~a~ee Not ObliEated. Notwithstanding the provisions of Section 14.1 above, no Mortgagee shall have any obligation or duty under this Agreement, before or after foreclosure or a deed in lieu of foreclosure, to construct or complete the construction of improvements, or to guarantee such construction of improven1ents, or to guarantee such construction or completion, or to pay, perform or . Dub1in/l>Jam~da Development Agreement for Tassaja..-a MeadoV\'!> II (County Site I) Project Page 10 of 18 March 30, 1999 . . . " .' . .....::.."- :'. :-.. .'.:..... ......:... ":".:'.: :...:.... .....~.::..:~.. ..::......~.. ::..':.. -:. -- . . ' /5 ~ '31 provide any fee, dedication, improvements or other exaction or imposition; provided, ho\\'ever, that a Mortgagee shall not be entitled to devote the Property to any uses or to construct any improvements thereon other than those uses or improvements provided for or authorized by the Project Approvals or by this Agreement. 14.3 Notice of Default to Mortgagee and E)..iension of Right to Cure. If CITY receives notice from a Mortgagee requesting a copy of any notice of default given DEVELOPER hereunder and specifying the address for service thereof, then CITY shall deliver to such Mortgagee, concurrently with service thereon to DEVELOPER, any notice given to DEVELOPER with respect to any claim by CITY that DEVELOPER has committed an event of default. Each Mortgagee shall have the right during the same period available to DEVELOPER to cure or remedy, or to commence to cure or remedy, the event of default claimed set forth in the CITYs notice. CITY, through its City Ivfanager, may eA'tend the thiny-day cure period provided in paragraph 12.2 for not more than an additional SD..1:Y (60) days upon request of DEVELOPER or a Mortgagee. 15. Severabilitv. The unenforceability, invalidity or illegality of any provisions, covenant, condition or term of this Agreement shall not render the other provisions unenforceable, invalid or illegal. 16. Attomevs' Fees and Costs. If CITY, COUNTY or DEVELOPER initiates any action at law or in equity to enforce or interpret the terms and conditions of this Agreement, the prevailing parry shall be entitled to tecover reasonable attorneys' fees and costs in addition to any other relief to which it may otherwise be entitled. 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 provision of this Agreement or the Project Approvals, the parties shall cooperate in defending such action. DEVELOPER and COUNTY shall bear their mvn costs of defense as a real party in interest in any such action, and DEVELOPER shall reimburse CITY for all reasonable court costs and attorneys' fees eA-pended by CITY in defense of any such action or other proceeding. DublinlAl2.ffieda Development Agreement for Tassajara Meadows II (County Site 1) Project Page 11 of I 8 March 30. 1999 . " ..' ':.:.'.: .'.: .. .' .' . r _., . -', '. .",:::. . " .' . ." . ..' .... - .. ,'" :......., /6 ~ :37 17. Transfers and Ac;si~ments. . 17.1 Right to Ac;sign. All of DEVELOPER'S rights, interests and obligations hereunder may be transferred, sold or assigned in conjunction vvith the transfer, sale, or assignment of all of the Property. subject hereto 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, ,,,hich approval shall not be unreasonably withheld or delayed. The City Manager shall consider and decide the matter within 1 0 working days after DEVELOPER's notice, provided DEVELOPER has provided all necessary documents, cenifications and other information to the City Manager to enable the City !\1anager to determine that the proposed transferee can perform DEVELOPER's obligation. 17.2 Release Upon Transfer. Upon the transfer, sale, or assignment of all of DEVELOPER's rights, interests and obligations hereunder pursuant to subparagraph 17.1 of this Agreement, DEVELOPER shall be released from the obligations under this Agreement, v,rith respect to the Propeny transferred, sold, or assigned, arising subsequent to the date of City Manager approval of such transfer, sale, or assignment; provided, hm;l\rever, that if any transferee, purchaser, or . assignee approved by the City Manager eAl'ressly assumes all of the rights, interests and obligations of DEVELOPER under this Agreement, DEVELOPER shall be released with respect to all such rights, interests and assumed obligations. In ,any event, the transferee, purchaser, or assignee shall be subject to all the provisions hereof and shall provide all necessary documents, certifications and other necessary information prior to City Manager approval. 17.3 Developer's Right to Retain Specified Rig-hts or Obli~ations. Notwithstanding subparagraphs 17.1 and 17.2 and paragraph 18, DEVELOPER may withhold from a sale, transfer or assignment of this Agreement certain rights, interests and/or obligations which DEVELOPER shall retain, prO\rided that DEVELOPER specifies such rights, interests and/or obligations in a written docwnent to be appended to this Agreement and recorded Vlrith the Alameda County Recorder prior to the sale, transfer or assignment of the Property. DEVELOPER's purchaser, transferee or assignee shall then have no interest or obligations for such rights, interests and obligations and this Agreement shall remain applicable to DEVELOPER V\rith respect to such retained rights, interests and/or obligations. . Dublin/Alameda Development Agreement for Tassajara Meadows II (County Site I) Project Page 12 of IS March 30. 1999 . . . -. .,' '. .' .-.' , . ~ .' ... .. - '. ~ , '. .. ..+,' ":"".:...:'.::.€:."~ ;'::...:.:' .' . + . '.. .. '. .' .., . . / /} &{ 3'1 17.4 Permitted Transfer. Purchase or A"siV1ment. The sale or other transfer of any interest in the Property to a purchaser ("Purchaser") pursuant to the exercise of any right or remedy under a deed of trust encumbering DEVELOPER'S interest in the Property shall not require City Manager approval pursuant to .the provision of paragraph 17.1. Any subsequent transfer, sale or assignment by the Purchaser to a subsequent transferee, purchaser, or assignee shall be subj ect to the provisions of paragraph 1 7.1. 17.5 Tern1ination of Agreement Upon Sale of Individual Log to Public. Notwithstanding any provisions of this Agreement to the contrary, the burdens of this Agreement shall terminate as to any lot which has been finally subdivided and individually (and not in "bulk") leased (for a period of longer than one year) or sold to the purchaser or user thereof and thereupon and without the e..\:ecution or recordation of any further document or instrument such lot shall be released from and no longer be subject to or burdened by the provisions of this Agreement; provided, hm'\'ever, that the benefits of this Agreement shall continue to run as to any such lot until a building is constructed on such lot, or until the termination of this Agreement, if earlier, at which time this Agreement shall tem1inate as to such lot. 18. Agreement Runs with the Land. All of the provisions, rights, terms, covenants, and obligations contained in this Agreement shall be binding upon the parties and their respective heirs, successors and assignees, representatives, lessees, and all other persons acquiring the Property, or any portion thereof, or any interest therein, whether by operation of law or in any manner 1vhatsoever. All of the provisions of this Agreement shall be enforceable as equitable servitude and shall constitute covenants running with the land pursuant to applicable laws, including, but not limited to, Section 1468 of the Civil Code of the State of California. Each covenant to do, or refrain from doing, some act on the Property hereunder, or with respect to any owned property, (a) is for the benefit of such properties and is a burden upon such properties, (b) runs with such properties, and (c) is binding upon each party and each successive 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. Dublinll\lameda Development Agreement for T assajara Meadows II (County Site 1) Project Page 13 of 18 March 30, 1999 .. . ..-....;. . '..:;' . ' /% c( 31 19. Bankruptcy. . The obligations of this Agreement shall not be dischargeable in bankruptcy. 20. Indemnification. DEVELOPER agrees to indemnify, defend and hold harmless CITY, and its elected and appointed councils, boards, commissions, officers, agents, employees, and representatives from any and all claims, costs (including legal fees and costs) and liability for any personal injury or property damage 'ivhich may arise directly or indirectly as a result of any actions or inactions by the DEVELOPER, or any actions or inactions of DEVELOPER's contractors, subcontractors, agents, or employees in connection with the construction, improvement, operation, or maintenance of the Project, provided that DEVELOPER shall have no indemnification obligation with respect to negligence or wrongful conduct of CITY, its contractors, subcontractors, agents or employees or 'with respect to the ,maintenance, use or condition of any improvement after the time it has been dedicated to and accepted by the CITY or another public entity (except as provided in an improvement agreement or maintenance bond). . COUNTY agrees to indemnify, defend and hold hann1ess CITY, and its elected and appointed councils, boards, commissions, officers, agents, employ~es, and representatives from any and all claims, costs (including legal fees and costs) and liability for any personal injury or property damage which may arise directly or indirectly as a result of any actions or inactions by the COUNTY, or any actions or inactions of COUNTY's contractors, subcontractors, agents, or employees in connection with the construction, itnprovement, operation, or maintenance of the Project, provided that COUNTY shall have no indemnification obligation vvith respect to negligence or vvrongful conduct of CITY, its contractors, subcontractors, agents or employees or "with respect to the maintenance, use or condition of any improvement after the time it has been dedicated to and accepted by the CITY or another public entity (except as provided in an improvement agreement or maintenance bond). 21. Insurance. 21.1 Public Liabilitv and Pronertv Damage Insurance. During ., -"' - the term of this Agreement, DEVELOPER shall maintain in effect a policy of . Dublin/luameda Development Agreement for Tassajara Meadows II (County Site 1) Project Page 14 of 18 March 30, 1999 I. I i I . . ..." .- ~ .~ "- *.:. . ~-. . . ow. & .... ..*. ... .' : . .' .0.; . ._-. .' . .'. . &.': ,..~..' ~ &. . -. - . "0': - . .- .' . .". "-- -'. . .. . If arf :3( comprehensive general liability insurance with a per-occurrence combined single limit of not less than one million dollars ($1,000,000.00) and a deductible of not more than ten thousand dollars ($10,000.00) per claim. The policy so maintained by DEVELOPER shall name the CITY as an additional insured and shall include either a severability of interest clause or cross-liability endorsement. Notwithstanding the foregoing, as long as the Surplus Property Authority of Alameda County is the "Developer" it may s~lf insure to satisfy the foregoing requirements. 21.2 \1\1 orkers Compensation Insurance. During the tenll of this Agreement DEVELOPER shall maintain Worker's Compensation insurance for all persons employed by DEVELOPER for work at the Project site. DEVELOPER shall require each contractor and subcontractor similarly 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 City Council appro\'al of this Agreement, DEVELOPER shall furnish CITY satisfactory evidence of the insurance required in Sections 21.1 and 21.2 and evidence that the carrier is required to give the CITY at least fifteen days prior written notice of the cancellation or reduction in coverage of a policy. The insurance shall o..'tend to the CITY, its elective and appointive boards, commissions, officers, agents, employees and representatives and to DEVELOPER performing work on the Project. 22. Sewer and Water. DEVELOPER acknowledges that it must obtain water and sewer permits from the Dublin San Rarndn Services District ("DSRSD") which is another public agency not within the control of CITY. 23. Notices. All notices required or provided for under this Agreement shall be in writing. Notices required to be given to CITY shall be addressed as follows: City Manager City of Dublin P.O. Box 2340 Dublin, CA. 94568 DublinJ}Jameda Development Agreement for Tassajara MeadoV\'S II (County Site I) Project Page 15 of 18 March 30, 1999 ".. . ":. . - ... cJ,O 06 '3 f:l Notices required to be given to COUNTY shall be addressed as follows: . Patrick Cashman Project Director Surplus Property Authority of Alameda County 225 W. Winton Avenue, Room 151 Ha)'V\'ard, CA 94544 and Adolph Martinelli Director of Planning County of Alameda 399 Elmhurst Street Hayward, CA 94544 Notices required to be given to DEVELOPER shall be addressed as follows: John VV ong Mission Peak Homes, Inc. 245 Sinclair Frontage Road Milpitas, CA 95035 . A parry may change address by giving notice in -writing to the other party and thereafter all notices shall be addressed and transmitted to the new address. Notices shall be deemed given and received upon personal delivery, or if mailed, upon the e.'\.-piration of 48 hours after being deposited in the United States Mail. Notices may also be given by overnight courier which shall be deemed given the following day or by facsimile transmission which shall be deemed given upon verification of receipt. 24. Agreement is Entire Understanding. This Agreement constitutes the entire understanding and agreement of the parties. 25. Exhibits. The following documents are referred to in this Agreement and are attached hereto and incorporated herein as though set forth in full: . Dublinl.Alameda Development Agreement for Tassajara Meado\\'S II (County Site 1) Project Page 16 of 18 March 30, 1999 , , ' . " . . . . ". ....... . . . . ~ -'." -. -"... . . ;. . - . ~. ." .- " -.' ,.. :- - . '... , -..... ;'.' .." . ' :.. .... . ,". . - ).1 ~ 51 Exhibit A Legal Description of Property Exhibit B Additional Conditions 26. Counterparts. This Agreement is executed in three (3) duplicate originals, ead1 of which is deemed to be an original. 27. Recordation. CIr( shall record a copy of this Agreement 'within ten days follmving execution by all parties. IN WITNESS ''\THEREOF, the parries hereto haye caused this Agreement to be executed as of the date and year first above vintten. CITY OF DUBLIN: By: Mayor Date: ATTEST: By: City Oerk Date: APPROVED AS TO FORM: City Attorney Dublin/.AJameda Development Agreement for Tassajara Meadows II (County Site 1) Project Page 17 of 18 March 30, 1999 - -. -. ~ -.... : -:', ..' .-..". -. - ,,-...- SURPLUS PROPERTY AUTHORITY OF ALA1v1EDA COUNTY: Adolph Martinelli Its Manager APPROVED AS TO FORM: Attorney for Surplus Property Authority of the County of Alameda !\1ISSION PEAK HOMES, INC. John S. Vvong Its: "",: ....:. -.. .. + Date: 0.- . . .... '. .. ;<;1. "6 3 =t Date: (NOTARIZATION ATTACHED) EHS:rja J:\'v\'PD\M.t\,."R5V\'\114\113\AGREE\TASSAJDA.330 Dublin/Alameda Development Agreement for Tassajara MeadoV\'S II (County Site I) Project Page 18 of 18 March 30. 1999' . . .~ . . . .~: '..~ . . '. ., , '. ~. -+',- '.' . . . : .' . .': . ~. . .. . 01~ ~ 37 State of California ) ) ss. County of Alameda ) On before me, a Notary Public, personally appeared personally knmvn to me (or proved to me on the basis of satisfactory evidence) to be the person(s) 'whose name(s) is/are subscribed to the '\'\ithin instrument and ackno'wledged to me that he/she/they executed the same in his/her/their authorized capaciLy(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. \VITNESS my hand and official seal. NOTARY PUBLIC . - " , ::.-:. :". '. - . "."", : & . ~. - . " &.' - -. ~--....\ \ cJl i!j' 3i Urian Kangas Foulk Engineers . Surveyors . Planners February 11, 1999 BKF Project No. 940158-14 PROPERTY DESClUPTION (MISSION PEAK HOl\1ES) ALL that certain real, property situate in the City of Dublin, COWlty of Alameda, State of Califomia, and described as follows: I I".~ . Parcell as shown on that certain map entitled "PARCEL M,A.P NO. 735T'l filed February 11. 1999 in Book 244 of Parcels Maps at Pages 7 through 10, inclusive, in the Office of the Recorder of Alameda County, State of California. A plat showing the above described property is attached hereto and made a part hereof as Exhibit "B" . This description was prepared for Brian Kangas Foulk. By: fJ-UL ~ytJ .e4Lc:"z Paul Kittredge, P.L.Sa.Jo. 5790 License Expires: 06/30/00 Dated: "2-/ 1/ I '7 c; l:.:\sur~ \9~ 158,50\d=s=ripl\mission, wpd ..:,', . '. ," "-1: .-: ., . . . v- ,-. - ~ - - . :::;. : .. . . ~ .. ". , ~.. - . '. . - ." . . '. .-.'. - --. " ' ~.5%~r:r .-...., .. lASS ~JAft.4 - PARc;iRCEL -4 CREEl( 244 A1A.p 7 P.M. 7 357 t::.. == 42"24'59" R == 312,00' L == 230.9S' I - I 1" == 200' t::.. == 97"49'35" R == 25,00' L == 42.6B' REMAINDER PARCEL 244 P,M. 7 r t::.. == 15"53'42" R == 368,00' L == 102.09' "',1. ~"':" . PARCEL 1 PARCEL MAP 7357 244 P.M. 7 11. 079 AC.:t w > c:: a V N ri o N REMAINDER PARCEL 244 P.M. 7 z o Vl 4: w -1 '-' ~ .co !'''l lD :r co co :z f"") ,.... N v OJ J:- b _f"") N TRACT 6979 242 WiAPS 2S " co to :z NB9"47'41"W 9,00' TASSAJARA ROAD , '..' ,~:j~,' .'" Brian Kangas FOulk Job No. By ML M PLAT TO ACCOMPANY PROPERTY DESCRIPTION 940158-14 Dole 02/11/99 Chkd. SHEET 1 OF PAK 1 E."gin..rs . Sl,Jf""Ieyors.. Plo"n-rs 2737 North Main Street . Suite 200 Walnut Creek, CA 94596 925/940-2200 925/940-2299 (FAX) Sub j eel -.'" . " . -, . ;<.6 :rf 37 EXHIBIT B Additional Conditions . The following Additional Conditions are hereby imposed pursuant to Paragraph 5.3 above. Subparagraph 5.3. I -- Subsequent Discretionary Approvals None. Subparagraph 5.3.2 -- Mitigation Conditions Subsection a. Infrastructure Sequencing Program The Infrastructure Sequencing Program for the Project is set forth below. (i) Roads: The project-specific roadway improvements (and offers of dedication) . described below and those identified in Resolution 98-43 of the City of Dublin Plarming Commission "Approving the Vesting Tentative Map and Site Development Review for Tassajara Meadows (Tract 7022)" (hereafter "TM Resolution") shall be completed by DEVELOPER to the satisfaction of the Public ''Yorks Director <3:t the times and in the manner specified in the TM Resolution unless otherwise provided below. ..All such roadway improvements shall be constructed to the satisfaction and requirements of CITY's Public Works Director. A. 1-580 at Santa Rita Roadffassajara Road Eastbound Off Ramp Condition 6.1(n) of Resolution 98-43 shall be revised to read as follows: "The Public Works Director shall determine ,,,hen the eastbound off-ramp from 1-580 at the Santa Rita/Tassajara Road exit shall be widened and restriped to provide one exclusive through lane and two left-turn lanes (v,rith the existing free right-turn lane remaining). In . conjunction V\rith this improvement, the traffic signal shall Dublinli\1ameda Development Agreement for Tassajara Meadows II (County Site 1) Project. Exhibit B Page 1 of 11 March 30. 1999 . . . . 'w. - ~ . -"," '", , , . . . . ;,' ~: ..-: ':-~-:..: :.:...::.:+....". .: . ".. + ..' '.. - ..,? ~/~ :3 f (?<. :.) be modified to provide protected left-turn phasing on the east and west legs (removing the existing split phasing). The Public W orIes Director shall also detennine when the westbound approach on Pimlico Drive will need to provide a second left turn lane. Within one year of notification by the Public Works Director, unless otherwise constructed by others and provided consent from Caltrans and the City of Pleasanton, if necessary, has been obtained, COUNTY shall design and construct these improvements to the satisfaction of the Pu!,lic Works Director with input from the City of Pleasanton where applicable. To the e>.:tent practical, the notice shall be timed so that the ,york shall be completed immediately prior to the point where Level of Service E occurs." B. Tassajara Road (Dublin Boulevard to Project)-Interim Improvements The following improvements shall be completed no later than Certificate of Occupancy for the first unit, unless constructed by others prior to that time. DEVELOPER shall V\riden and restripe Tassajara Road from the northern edge of the Property south to Dublin Boulevard to provide: a 12' wide , minimum right turn pocket onto Gleason Drive (southbound), adequate turnouts, through lanes (one north bound and one south bound), transitions and 4' shoulders, , and shall repair all failed pavement. C. Gleason Drive (Tassajara Creek to Tassajara Road) DEVELOPER shall construct the improvements for Gleason Drive from Tassajara Creek to Tassajara Road described in Condition 6.1 (a) of the T1-.1 Resolution no later than the date CITY accepts the improvements to Emerald Glen Park (Phase 1). This obligation is not dependent on DEVELOPER recording a final map. Alternatively, DEVELOPER may construct three 30' wide access ways from existing Gleason Drive to the three park driveways; the access ways shall be constructed to the satisfaction of the Public Works Director no later than the date Dublin! Alameda Development Agreement for Ta.ssajara Meadows II (County Site 1) Project - Exhibit B Page 2 of 11 March 30, 1999 .' .~- " _ ._r, '.. . '. .-'" . .'. . ..... '.* ". -. .w". ." ;<$ 0( 31 CITY accepts the improvements to Emerald Glen Park (Phase I). . Prior to constructing such improvements, DEVELOPER will submit a construction schedule to CITY's Public Works Director for review and approval. DEVELOPER will provide access to the site of Phase I of Emerald Glen Park to the general contractor retained by CITY to construct the Phase I improvements to Emerald Glen Park. DEVELOPER and CITY will coordinate construction of the improvements to Gleason Drive and the construction of Phase I of Emerald Glen Park, respectively, to minimize conflicts bet\,\Teen the two contractors regarding access and related issues. D. Miscellaneous The obligations of subsections A and B above shall be of no force or effect until DEVELOPER obtains the first building penl1it for the Project. Once effective, such obligations shall survive termination of this Agreement. . DEVELOPER shall be responsible for transitioning existing improvements to match improvements required by this Agreement, including dedications, to the satisfaction of the CITY's Public \vorks Director. (ii) Sewer 1\11 sanitary sewer improvements to serve the project site (or any recorded phase of the Project) shall be completed in accordance 'with the tentative map and DSRSD requirements. ; (iii) Water An all weather roadway and an approved hydrant and 'water supply system shall be available and in service at the site in accordance -with the tentative map to the satisfaction and requirements of the CITY's fire department. All potable water system components to serve the project site (or any recorded phase of the Project) shall be completed in accordance with the tentative map and DSRSD requirements. . Dublin/.A1ameda Development Agreement for Tassajara Meadows II (County Site 1) Project - Exhibit B Page 3 of 11 March 3D, 1999 . . . . .,. ".. ',~.".:. :. _ :. ..:~'.. r ..: ." -r .". . -'.' .- ..... .' ".:::. .~: .:. 39 ~9~ Recycled water lines shall be installed in accordance ,'vith the tentative map. (iv) Storm Drainage Prior to issuance of the first Certificate of Occupancy for any building which is part of the Project, the stoml drainage systems off site, as well as on site drainage systems to the areas to be occupied, shall be improved to the satisfaction and requirements of the Dublin Public VV orks Department applying CITY's and Zone 7 (Alameda County Flood Control and Water Conservation District, Zone 7) standards and policies which are in force and effect at the time of issuance of the permit for the proposed improvements and shall be consistent with the Drainage Plan. The site shall also be protected from storm flow from off site and shall have erosion control measures in place to protect downstream facilities and propenies from erosion and unclean storm ,vater consistent with the Drainage Plan. As used herein, "Drainage Plan" shall refer to CITY's master drainage plan. (v) Other Utilities (e.~. Eas. electricity. cable televisions. telephone) Construction of other utilities shall be completed by phase prior to issuance of the first Certificate of Occupancy for any building within that specific phase of occupancy. Subsection b. Miscellaneous (i) Completion Mav be Deferred. NOhl\r:ithstanding the foregoing, CITY's Public Works Director may, in his or her sole discretion and upon receipt of documentation in a form satisfactory to the Public '''Torks Director that assures completion, allow DEVELOPER or COUNTY to defer completion of discrete portions of any of the above public improvements until after final inspection of the first building permit for the Project if the Public Vv orks Director determines that to do so would not jeopardize the public health, safety or welfare. (ii) Improvement Agreement Prior to constructing the Improvements described in Subparagraph 5.3.2(a) above, DEVELOPER and COUNTY shall submit plans and specifications to Dublin/.AJameda Development Agreement for Tassajara Meadows II (County Site 1) Project. Exhibit B Page 4 of 11 March 30, 1999 ""'.' " , , . 30 of 37 CIlYs Public Works Director for review and approval and shall enter into an improvement agreement vvith CITY for construction and dedication of the public facilities. All such improvements shall be constructed in accordance 'with City's standards and policies which are in force and effect at the time of issuance of the permit for the proposed improvements, including but not limi.ted to, the "Precise Plans" for Eastern Dublin Santa Rita Area prepared for the Surplus Property Authority by Brian Kangas Foulk dated July 30, 1998, including any revisions approved by the Public VYorks Director ("Precise Plans"). (iii) Bonds frior to execution of the Improvement Agreement, DEVELOPER (or its optionee, with the approval of the Public ,..yorks Director) shall provide a cash monument bond, a performance bond and labor and materials bond or other adequate security to insure that the Improvements described in Subparagraph 5.3.2(a)(i) above will be constructed prior to the times specified above. The performance bond or other security shall be in an amount equal to 100% of the engineer's estimate of the cost to construct the improvements (including design, engineering, administration, and inspection) and the labor and materials bond shall be in an amount equal to 50% of the engineer's estimate. The bonds shall be '''Tinen by a surety licensed to conduct business in the State of California and approved by CIITs City Iv1anager. (iv) Right to Constmct Additional Road Improvements With the prior 'written consent of CITY's Public Works Director, DEVELOPER may construct roadway improvements which are not described in this Exhibit B if such improvements arei described in the resolution establishing the Eastern Dublin Traffic Impact Fee and if such improvements are constructed in their ultimate location. DEVELOPER shall be required to enter into an Improvement Agreement and provide bonds for such improvements, as provided in Subsection (b) (ii) and (Hi) above, prior to construction. CITY shall provide a credit to DEVELOPER for the cost of such improvements in the marmer and subject to the conditions provided in Subparagraph 5.3.6, Subsections (a) and (b). Dublin/Alameda Development Agreement for Tassajara Meadows II (County Site 1) Project - Exhibit B Page 5 of 11 March 30. 1999 . . . . . . . . . . . "." .. - " 3/'!f3'7 (v) Construction of Tassajara Road Improvements Under One Contract DEVELOPER acknowledges that it is in the best interest of DEVELOPER and CITY.that improvement of Tassajara Road from North Dublin Ranch Drive to Dublin Boulevard be constructed under one contract to avoid traffic delays, noise, dust and other construction related inconveniences to the general public and the further residents of the Project. CITY may require another developer to construct all improvements to Tassajara Road from North Dublin Ranch Drive to Dublin Boulevard that are required for that other project (including improvements ,,'hich are included in the Eastern Dublin Traffic Impact Fee and those ,,\,hich are not). In such event, DEVELOPER agrees that it ,viII allow, and will enter into SUd1 - agreements as necessary to enable, such other developer to construct the improvements to Tassajara Road along the frontage of the Project which are required for this Project as part of the other developer's construction contract. These improvements shall be shown on the "Precise Plans". Subpara~raph 5.3.3 -- Phasing. Timing With the exception of the road improvements described in Subparagraph 5.3.2(a)(i), this Agreement contains no requirements that DEVELOPER must initiate or complete development of the Project within any period of time set by CITY. It is the intention of this provision that DEVELOPER be able to develop the Property in accordance '''lith its own time schedules and the Project Approvals. Subparagraph 5.3.4 -- Financing Plan DEVELOPER will install ail street improvements necessary for the Project at its ovm cost (subject to credits for certain improvements as provided in Subparagraph 5.3,6 below). Other infrastructure necessary to provide sewer, potable water, and recycled ,'\-ater services to the Project will be made available by the Dublin San Ramon Services District. COUNTY has entered into an "Area Wide Facilities Agreement" with the Dublin San Ramon Services District to pay for the cost of eA"tending such services to the Project. Such services shall be provided as set forth in Subparagraph 5.3.2(a)(ii) and (iii) above. Dublin/Alameda Development Agreement for Tassajara Meadows II (County Site 1) Project - Exhibit B Page 6 of 11 March 30. 1999 '3) 5( '39' . Subparagraph 5.3.5 .. Fees. Dedications . Subsection a. Traffic Impact Fees. DEVELOPER shall pay all traffic impact fees applicable to the Project ,,'hich are in effect at the time of issuance of any building permit for the Project. Such fees include the Eastern Dublin Traffic Impact Fee ("TIP") established by ~esolution No. 41~96, 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 impact fee. DEVELOPER, COUNTY and CITY acknowledge rp,at COUNTY is entitled to certain credits ("1991 Credits") against payment of the Traffic Impact Fee for Eastern Dublin by separate agreements previously entered into between COUNTY and CITY in 1991. COUNTY is also entitled to certain other credits ("Prior Agreement Credits") against payment of the Traffic Impact Fee for Eastern Dublin bv other development agreements entered into bet,veen COUNTY and CIIT, .. COUNTY agrees that, notwithstanding its entitlement to such 1991 Credits, its 1991 Credits cannot be applied against payment of the "Section 2" portion of the . Traffic Impact Fee for Eastern Dublin for the Project. DEVELOPER and/or COUNTY (and its assignee) 'will, rather, pay the "Section 2" portion of the fee in cash. COUNTY further agrees that it (and its assignee) will use the 1991 Credits and/or Prior Agreement Credits against at least one-half (lh) of the "Section '1" portion of the Traffic Impact Fee for Eastern Dublin for the Project provided that it has sufficient such credits. CITY shall determine which of the 1991 Credits and/or Prior Agreement Credits shall be us~d pursuant to this paragraph. Not'ivithstanding anything herein to the contrary, DEVELOPER further agrees that it will pay at. least seven percent (7%) of the "Section 1" portion of the Traffic Impact Fee for Eastern Dublin in cash. Subsection b. Traffic Impact Fee to Reimburse Pleasanton for Free,'vay Interchan~es. DEVELOPER shall pay the Eastern Dublin 1-580 Interchange Fee established by City of Dublin Resolution No. 11-96 as amended by Resolution No. 155-98 and by any subsequent resolution which revises such Fee. DEVELOPER will . Dublin! Alameda Development Agreement for Tassajara Meadows II (County Site 1) Project - Exhibit B Page 7 of 11 March 30, 1999 . . . . ~... .' + .. . ... .. . ,.. 33 ~ "3 i pay such fees no later than the time of issuance of building pemlits and in the then- current amount of the impact fee. Subsection c. Public Facilities Fees. DEVELOPER shall pay a Public Facilities Fee in the amounts and at the times set fonh in City of Dublin ,Resolution No. 32-96, adopted by the City Council on March 26, 1996, or in the amounts and at the times set fonh in any resolution revising the amount of the Public Facilities Fee. DEVELOPER will pay such fees no later than the time of issuance of building permits and in the then-current amount of the impact fee. Non\ithstanding the preceding sentence, the amount of the Public Facilities Fee shall be reduced by the "Commw1ity Parks, Land" and "Neighborhood Parks, Land" component of the Public Facilities Fee, as follows. The amount of the "Conmlunity Parks, Land" and "Neighborhood Parks, Land" dedication for the Project is .95 acres. DEVELOPER shall satisfy such obligation by using COUNTI's eristing credit of 2.84 acres to 'which DEVELOPER is entitled under the "Development Agreement Between the City of Dublin and the Surplus Property Authority of the County of Alameda for the Jefferson at Dublin Project" (recorded July 17, 1998), which Vi'ill leave a credit balance for COUNTY of 1.89 acres. The credit balance of 1.89 acres may be used by COUNTY as a credit against its obligation under Dublin Municipal Code Chapter 9.28 for community park land and neighborhood park land and the portion of the Public Facilities Fees for "Community Parks, Land" and "Neighborhood Parks, Land" for future projects on its remaining Santa Rita property. . i Subsection d. Noise Mitigation Fee. DEVELOPER shall pay a Noise Mitigation Fee in the amounts and at the times set fonh in City of Dublin Resolution No. 33-96, adopted by the City Council on March 26, 1996, and any amendments thereto. DEVELOPER 'will pay such fees no later than the time of issuance of building permits and in the then-current amount of the impact fee. Subsection e. School Impact Fees. School impact fees shall be paid by DEVELOPER in accordance with Dublin/Nameda Development Agreement for Tassajara Meadows II (COWl!)' Site 1) Project. Exhibit B Page 8 of 11 March 30, 1999 . " . . .' , "" ,':: :. .:':.":",::":' .... .... . '..::. :. :- - ~. . .... . )t/ ~ 5 '1 . Government Code section 53080 and the existing agreement between COUNTI, as DEVELOPER:s predecessor in interest, and the Dublin Unified School District. Subsection f. Fire Impact Fees. DEVELOPER shall pay a fire facilities fee in the amounts and at the times set fonh in City of Dublin Resolution No.3 7 -97 or any subsequent resolution which revises such fee. DEVELOPER will pay such fees no later than the time of issuance of building pernlits and in the then-current amount of the impact fee. Subsection g. Tn-Valley Transportation Development Fee. DEVELOPER shall pay the Tri-Valley Transportation Development Fee in u1e amount and at the times set forth in City of Dublin Resolution No. 89-98 or any subsequent resolution which revises 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 impact fee. Subparagraph 5.3,6 -- Credit . Subsection a. Traffic Impact Fee Improvements .- Credit CITI shall provide a credit to COUNTY for those improvements described in the resolution establishing the Eastern Dublin Traffic Impact Fee if such improvements are constructed by the DEVELOPER in their ultimate location pursuant this Agreement. All aspects of use of the cr~dits shall be governed by CITY's Administrative Guidelines governing traffic fee credits and reimbursements (Resolution No. 23-99). Subsection b. Traffic Impact Fee Ri~ht-of.Way Dedications .- Credit CITY shall provide a credit to DEVELOPER for any TIF area right-of-v\"ay dedicated by DEVELOPER to CITY which is required for roadway improvements which are described in the resolution establishing the Eastern Dublin Traffic Impact Fee. All aspects of use of the credits shall be governed by CITY's Administrative . Guidelines governing traffic fee credits and reimbursements (Resolution No. 23-99). Dublin/Alameda Development Agreement for Tassajara Meadows II (County Site 1) Project - Exhibit B Page 9 of 11 March 30, 1999 . . . ,-. 35 ~ 51 Subparagraph 5.3.7 -- Miscellaneous Subsection a. Landscaping Maintenance Along Streets and Creek Pursuant to Conditions 2.12, 14.2, 14.3 and 16.1 of Resolution 98-43, the Homeovvners .Association to be formed by recorded Covenants, Conditions, and Restrictions (CC&R's) ,'vill maintain the landscaping within the public right-of-way along Tassajara Road and Gleason Drive. The CC&R's will require the Homem'\'I1ers Associate to obtain an on-going encroachment permit from CITY for such maintenance and to defend and indemnify the CITY against any claims arising out of the maintenance of such landscaping and to name the CITY as an additional insured on the Homeowners .Assoc.iation's policy of liability insurance. CITY will institute proceedings to detach the Property from "Landscape I\1aintenance i\ssessment District No. 97-1 (Santa Rita Area)" to be effective when the Homeovvners i\ssociation begins to maintain such areas. Subsection b. One-time Increase in Credits and TIF Fees It is contemplated that CITY will amend the TIF to increase the amount of the TIF fee due to increases in construction costs and land values. In the event that CITY so amends the TIF in 1999, and notwithstanding CITY's Administrative Guidelines, CITY 'will make a one-time adjustment to the amount of any credit which COUNTY has previously been given pursuant to this agreement so that the amount of the credit shall be based on the construction costs used by CITY in its updated TIF if the credit is for constructing improvements and/or on the land values used by CITY in its updated TIF if the credit is fa! dedicating land. The revised credit shall not be increased for inflation nor shall interest accrue on it. If DEVELOPER has paid any TIF fees prior to the date the credit is increased, DEVELOPER will pay to CITY the difference between the TIF fees previously paid and the amount that DEVELOPER would have paid if the revised TIF fees had been in effect at the time of payment. DEVELOPER may use TIF credits purchased from COUNTY for such payment. The following example illustrates the provisions of the preceding paragraphs. i\ssume that COUNTY dedicated land for Dublin Boulevard (a Section 1 improvement) on May I, 1999 and that the amount of credit COUNTY received was $2,000,000, which amount was based on the land value included in the TIF as of Dublinl.Alameda Development Agreement for Tassajara Meadows II (COWlty Site 1) Project - Exhibit B Page 10 of 11 March 30, 1999 ", . . .'"w.' - ..... -'1 3~ ct 3"1 · 1\1ay I, 1999. Assume funher than on May 15, 1999, the City Council amends the . TIF, to'be effective on July 15, 1999, to increase land values. Assume funher that the land value for the dedicated land in the revised TIF is $3,000,000. On July 15, 1999, CITY will increase the amount of credits for COUNTY from $2,000,000 to $3,000,000. 111 this example, DEVELOPER pulled 100 building pemlits on 1\1ay 5, 1999 and had paid Section 1 TIF fees in the total amount of $300,000 ($3000 per unit). If the Section 1 TIF fee is increased to $4000 per unit effective July 15, 1999, DEVELOPER will Q'\'Ve CITY an additional $100,000 on July 15. . ):\,^iPD\MNRS\V\114\113V1-GREE\TASS EXB.330 EHS:rja - . Dublin/Alameda Development Agreement for Tassajara Meadows II (County Site 1) Project - Exhibit B Page 11 of 11 March 30, 1999 l~. ' ORDINANCE NO. 5;Jof5( . AN ORDINANCE OF THE CITY OF DUBLIN APPROVING THE DEVELOPMENT AGREEMENT BETWEEN THE CITY OF DUBLIN, MISSION PEAK HOMES, INC. (P A 98-035) and ALAMEDA COUNTY SURPLUS PROPERTY AUTHORITY FOR THE TASSAJARA MEADOWS II (COUNTY SITE 1) PROJECT THE CITY COUNCIL OF THE CITY OF DUBLIN DOES HEREBY ORDAIN AS FOLLOWS: Section 1. RECITALS A. The proposed Tassajara Meadows II Project (P A 98-035) is located within the boundaries of the Eastern Dublin Specific Plan ("Specific Plan") in an area which is designated on the General Plan Land Use Element Map and Eastern Dublin Specific Plan Land Use Map as Medium Density Residential (M) uses. B. This project is within the scope of the Eastern Dublin Specific Plan and General Plan Amendment, for which a Program EIR was certified (SCH 91103064). A Mitigated Negative Declaration (SCH 86082092) has been approved for the Santa Rita Specific Plan Amendment of which this project is a part. That Mitigated Negative Declaration together with the Program EIR adequately describes the total . project for the purposes of CEQA. The analysis indicated that no new effects could occur and no new mitigation measures would be required for the Tassajara Meadows II Project that were not addressed in the FEIR or Mitigated Negative Declaration. Further, that analysis found that the project is in conformity with the Eastern Dublin Specific Plan. C. Implementing actions ofthe Specific Plan, including Chapter 11 thereof, require that all projects within the Specific Plan area enter into development agreements with the City. D. Mission Peak Homes, Inc. has filed an application requesting approval of a development agreement for the Tassajara Meadows II Project. E. A Development Agreement between the City of Dublin, Mission Peak Homes, Inc., and Alameda County Surplus Property Authority has been presented to the City Council, a copy of which is attached to the Staff Report as Attachment 1. F. A public hearing on the proposed Development Agreement was held before the Planning Commission on April 13, 1999, for which public notice was given as provided by law. G. The Planning Commission has made its recommendation to the City Council for approval of the Development Agreement. . H. A public hearing on the proposed Development Agreement was held before the City Council on April 20, 1999, for which public notice was given as provided by law. ATTACHMENT 2 -;% ~. 99. 1. The City Council has considered the recommendation of the Planning Commission at the April 20, 1999 meeting, including the Planning Commission's reasons for its recommendation, the Agenda Statement, all comments received in writing and all testimony received at the public hearing, . Section 2. FINDINGS AND DETERMINA nONS 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, (t) the Agenda Statement, and on the basis of the specific conclusions set forth below, the City Council finds and determines that: I. The Development Agreement is consistent with the objectives, 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 designation for the site is Medium Density Residential (M) and the proposed project is 95 unit medium density residential development project consistent with that land use, (b) the project is consistent with the fiscal policies of the General Plan and Specific Plan with respect to provision of infrastructure and public services, and (c) the Development Agreement includes provisions relating to financing, construction and maintenance of public facilities, and similar provisions set forth in the Specific Plan. 2. The Development Agreement is compatible with the uses authorized in, and the regulations prescribed for, the land use district in which the real property is located in that the project approvals include a Planned Development Rezoning, Vesting Tentative Tract Map and Site Design Review adopted . specifically for the Tassajara Meadows II Project. 3. The Development Agreement is in conformity with public convenience, general welfare and good land use policies in that the Tassajara Meadows II Project will implement land use guidelines set forth in the Specific Plan and the General Plan which have planned for office uses at this location. 4. The Development Agreement will not be detrimental to the health, safety and general welfare in that the project will proceed in accordance with all the programs and policies of the Eastern Dublin Specific Plan. 5. The Development Agreement will not adversely affect the orderly development of property or the preservation of property values in that the project will be consistent with the General Plan and with the Specific Plan. Section 3. APPROVAL The City Council hereby approves the Development Agreement (Attachment 1 to the Staff Report) and authorizes the Mayor to sign it. Section 4. RECORDATION Within ten (10) days after the Development Agreement is executed by the Mayor, the City Clerk shall submit the Agreement to the County Recorder for recordation. . :3'1 ~ 37 . 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 AND ADOPTED BY the City Council of the City of Dublin, on this 4th day of May 1999, by the following votes: AYES: NOES: ABSENT: ABSTAIN: MAYOR ATTEST: . CITY CLERK A:tassameaddaord .