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HomeMy WebLinkAbout6.4 Hansen Hill Ranch Dev Agreement CITY OF DUBLIN AGENDA STATEMENT CITY COUNCIL MEETING DATE: February 24, 1992 SUBJECT: Public Hearing PA 91-099 Hansen Hill Ranch Project Development Agreement REPORT PREPARED BY: Laurence L. Tong, Planning Director EXHIBITS ATTACHED: Exhibit A: Draft Ordinance approving Development Agreement for the Hansen Hill Ranch Project RECOMMENDATION: 1) Open public hearing and hear Staff presentation 2) Take testimony from Applicant and public 3) Question Staff, Applicant and public 4) Close public hearing and deliberate 5) Waive second reading and adopt Ordinance approving Development Agreement for the Hansen Hill Ranch Project FINANCIAL STATEMENT: (See Description Section) DESCRIPTION: On February 10, 1992, the City Council held a public hearing on the Hansen Hill Ranch Development Agreement. The City Council adopted a Negative Declaration for the project, waived the first reading and introduced the Ordinance approving the Development Agreement for the Hansen Hill Ranch project. The Donald L. Bren Company, represented by Michael Toohey, is the developer of the 180 unit Hansen Hill Ranch project. The proposed Development Agreement is a contract between the City and the Developer. In summary, the proposed Development Agreement would provide for the following: 1. The City would extend the project approval for eight (8) years from the date the agreement is recorded. 2 . The Developer would pay the City $150,000 for affordable housing purposes, subject to reduction should the City adopt a lower inclusionary housing in-lieu fee. The Developer would pay a $60,000 portion at the time the Final Map for Phase I, 72 units, is recorded. The Developer would pay the remaining $90,000 portion at the time the Final Map for Phase II, 108 units, is recorded, subject to Consumer Price Index increases . 3. The Developer would pay the City $190,728 for park dedication in-lieu fees for Phase I, 72 units, by April 1, 1992, or earlier. The Developer would pay the City the Phase II, 108 unit, park dedication in-lieu fees when the Final Map for Phase II is recorded. 4 . The Developer would construct and dedicate to the City a 12- foot access road along Martin Canyon Creek for public access and maintenance purposes. 5. The Developer would gravel a portion of the existing off- site fire/jeep trail that is adjacent to the project's northern property line. The complete details are contained in the proposed Development Agreement (see Exhibit A) . --------- -- ----------------------------------------------------- ITEM NO. COPIES TO: General/Agenda File Applicant/Owner Project Planner CITY CLERK D FILE D CITY OF DUBLIN Ordinance No. AN ORDINANCE APPROVING DEVELOPMENT AGREEMENT FOR THE HANSEN HILL RANCH PROJECT The City Council of the City of Dublin does ORDAIN as follows : Section 1 . RECITALS A. A Development Agreement between the City of Dublin and Donald L. Bren Company ( "Development Agreement" ) , owner of the property commonly known as the Hansen Hill Ranch has been presented to the City Council, a copy of which is attached hereto as Attachment 1 . B. A public hearing on the proposed Development Agreement was held before the Planning Commission on January 21, 1992, for which public notice was given as provided by law. C. The Planning Commission has made its recommendation to the City Council for approval of the Development Agreement, which recommendation includes the Planning Commission' s determinations with respect to the matters set forth in Section 8 . 12 . 080 of the Dublin Municipal Code. D. A public hearing on the proposed Development Agreement was held before the City Council on February 10, 1992 , for which public notice was given as provided by law. E. The City Council has considered the recommendation of the Planning Commission (Planning Commission Resolution No. 92-004 ) , including the Planning Commission' s reasons for its recommendation, the staff report, all comments received in writing and all testimony received at the public hearing. F. The City Council has adopted a resolution approving a Negative Declaration for the Development Agreement. Section 2 . FINDINGS AND DETERMINATIONS Therefore, on the basis of the foregoing Recitals, the City Council finds and determines for the reasons set forth in Planning Commission Resolution No. 92-004 that: 1 . The Development Agreement is consistent with the objectives, policies, general land uses and programs specified and contained in the City' s General 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. 3 . The Development Agreement is in conformity with public convenience, general welfare and good land use policies . 1 EXHIBIT. 4 . The Development Agreement will not be detrimental to the health, safety and general welfare. 5 . The Development Agreement will not adversely affect the orderly development of property or the preservation of property values . Section 3 . APPROVAL The City Council hereby approves the Development Agreement and authorizes the Mayor to sign it. Section 4 . RECORDATION Within ten days after the Development Agreement is executed by the Mayor, the City Clerk shall submit the agreement to the County Recorder for recordation. Section 5 . EFFECTIVE DATE AND POSTING OF ORDINANCE This Ordinance shall take effect and be in force thirty (30) days from and after the date of its passage. The City Clerk of the City of Dublin shall cause this Ordinance to be posted in at least three ( 3) public places in the City of Dublin in accordance with Section 36933 of the Government Code of the State of California. PASSED, APPROVED AND ADOPTED by the City Council of the City of Dublin on this 24th day of February, 1992, by the following vote: AYES: NOES : ABSENT: ABSTAIN: Mayor ATTEST: City Clerk 2 RECORDING REQUESTED BY, AND WHEN RECORDED RETURN TO: City of Dublin, City Clerk 100 Civic Plaza Drive P. 0. Box 2340 Dublin, CA 94568 Space above this line for Recorder ' s Use DEVELOPMENT AGREEMENT CITY OF DUBLIN FOR THE HANSEN HILL RANCH PROJECT THIS DEVELOPMENT AGREEMENT is made and entered in the City of Dublin on this day of , 1992 , by and between the CITY OF DUBLIN, a Municipal Corporation (hereinafter referred to as "City") , and DONALD L. BREN COMPANY, a California corporation (hereinafter referred to as "Developer") , pursuant to the authority of §§ 65864 et sec . of the California Government Code and City of Dublin Ordinance No. 8-91. RECITALS A. California Government Code §§ 65864 et seq. and Dublin Ordinance No. 8-91 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. DEVELOPER desires to develop and holds legal interest in certain real property consisting of approximately 147 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 hereinafter called the "Property" ; and C. DEVELOPER proposes the development of the Property with 180 single-family homes (the "Project") ; and HANSEN AGREEMENT 1 February 11, 1992 ATTACHMENT 1 D. DEVELOPER has applied for, and CITY has approved, various land use approvals in connection with the development of the Project, including a general plan amendment (Res. No. 021-89) , a planned development prezoning (Res. No. 129-89) , a tentative map (Res. No. 130-89) , site development review, and a conditional use permit (Planning Commission Resolution No. -92) (collectively, together with any approvals or perm is now or hereafter issued with respect to the Project, the "Project Approvals") ; and E. On August 27 , 1990, the CITY duly ordered the annexation of the Project, formerly located in an unincorporated area, to the CITY' s jurisdiction, which annexation was effective on May 23 , 1991. F. CITY desires the timely, efficient, orderly and proper development of said Project; and G. The City Council has found that, among other things, this Development Agreement is consistent with its General Plan and has been reviewed and evaluated in accordance with Dublin Ordinance No. 8-91; and H. CITY and DEVELOPER have reached agreement and desire to express herein a Development Agreement that will facilitate development of the Project subject to conditions set forth herein. I. On , 1992 , the City Council of the City of Dublin adopted Ordinance No. approving this Development Agreement. The ordinance took effect on , 1992 ; J. An Environmental Impact Report and Addendum were prepared for a general plan amendment ("General Plan EIR") , which documents were certified by the City Council of CITY as being complete for the general plan amendment entitled the "Hansen Hill Ranch General Plan Amendment" by Resolution No. 19-89 on February 27 , 1989 . A mitigation monitoring program covering the general plan amendment was approved by the City Council on February 27 , 1989 by Resolution No. 20-89 . On November 27 , 1989 , the City Council adopted Resolution No. 127-89, approving a mitigated negative declaration for the Project, consisting of 180 residential lots on a 147-acre site. On , 1992 , the City Council adopted a negative declaration for this Development Agreement, by Resolution No. -92 . HANSEN AGREEMENT 2 February 6, 1992 NOW, THEREFORE, with reference to the foregoing recitals and in consideration of the mutual promises, obligations and covenants herein contained, CITY and DEVELOPER agree as follows: 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 title. 3 . Relationship of City and Developer. 3 . 1 It is understood that this Agreement is a contract that has been negotiated and voluntarily entered into by CITY and DEVELOPER and that the DEVELOPER is not an agent of CITY. 3 . 2 The CITY and DEVELOPER hereby renounce the existence of any form of joint venture or partnership between them, and agree that nothing contained herein or in any document executed in connection herewith shall be construed as making the CITY and DEVELOPER joint venturers or partners. 4 . Effective Date and Term. 4 . 1 The effective date of this Agreement shall be the date upon which this Agreement is recorded in the Office of the Alameda County Recorder. 4 . 2 The initial term of this Development Agreement shall commence on the effective date and extend eight (8) years thereafter, unless said term is otherwise terminated, modified or extended by circumstances set forth in this Agreement. This Agreement shall terminate upon completion of construction of all 180 units and the performance of the conditions set forth in Exhibit B. Upon request of DEVELOPER, CITY will record a document evidencing termination of this Agreement. 4 . 3 If Developer has exercised reasonable diligence to obtain, but has been unable to obtain, water hook-ups and sewer connections providing adequate water and HANSEN AGREEMENT 3 February 6, 1992 sewer service to the Project by the date that is one hundred eighty (180) days prior to the date of expiration of this Agreement, then, so long as Developer continues to exercise such reasonable diligence during such 180-day period, at the conclusion of the term of this Agreement, this Agreement shall automatically be extended one day for each additional day that Developer is unable to obtain such adequate water hook-ups and sewer connections, provided that in no event shall this Agreement be extended for more than two (2) years. 5. Use of the Property. 5. 1 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. 5. 2 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 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 Provisions for the following ("Additional Conditions") are set forth in Exhibit B attached hereto and incorporated herein by reference. 5. 3 . 1 Conditions, terms, 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. 5. 3 . 2 Additional or modified conditions agreed upon by the parties in-,order to eliminate or mitigate adverse environmental impacts of the Project or otherwise relating to development of the Project. 5. 3 . 3 Provisions that the Project be constructed in specified phases, that construction shall commence within a specified time, and that the Project or any phase thereof be completed within a specified time. HANSEN AGREEMENT 4 February 6, 1992 5. 3 . 4 Terms relating to subsequent reimbursement over time for financing of necessary public facilities. 5. 3 . 5 Terms relating to payment of fees. 6. Applicable Rules, Regulations and Official Policies. 6. 1 For the term of this Agreement, the City's ordinances, resolutions, rules, regulations and official policies governing the permitted uses of the Property, governing density and intensity of use of the Property and the maximum height, bulk and size of proposed buildings shall be those in force and effect on the effective date of this Agreement. 6. 2 Unless expressly provided in Paragraphs 5 and/or 6. 1 of this Agreement, the ordinances, resolutions, rules, regulations and official policies governing design, improvement and construction standards and specifications applicable to the Project, including but not limited to, all public improvements, shall be those in force and effect at the time of the applicable permit approval. 6. 3 Unless expressly provided in Paragraph 5 of this Agreement, the Project shall be constructed in accordance with the provisions of -the -Uniform Building, Mechanical, Plumbing, and Electrical 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 The CITY may, hereafter, during the term of this Agreement, apply such newer enacted or modified ordinances, resolutions, rules, regulations and official policies of the City which are not in conflict with those applicable to the Property as set forth in this Agreement and application of which would not prevent or materially delay development of the Property as contemplated by this Agreement and the Project Approvals. 7 . 2 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 HANSEN AGREEMENT 5 February 6, 1992 actions shall be subject to any conditions, terms, restrictions, and requirements expressly set forth herein. 7 . 3 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 otherwise, that imposes a building moratorium which affects the Project on all or any part of the Property, 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 § 8558. 8 . Subsequently Enacted or Revised Fees and Taxes. No fees imposed on new development, such as traffic impact fees, fees for the provision of affordable housing, inclusionary housing in-lieu fees, child care fees or other similar development fees, adopted by the CITY subsequent to the effective date of this Agreement, shall be applicable to the Project. , However, any existing application, processing and inspection fees that are revised during the term of this Agreement and any subsequently enacted city-wide fees or taxes shall apply to the Project provided that: (1) such fees or taxes have general applicability to all residential property in the City; (2) the application of such fees or taxes to the subject property is prospective; and (3) their application would not prevent development in accordance with this Agreement. 9. Amendment or Cancellation. 9 . 1 Modification Because of Conflict with 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 in 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 Dublin Ordinance No. 8-91. HANSEN AGREEMENT 6 February 6, 1992 9. 2 Amendment by Mutual Consent. This Agreement may be amended in writing from time to time by mutual consent of the parties hereto and in accordance with the provisions of Dublin Ordinance No. 8- 91. Any amendment to this Agreement which does not relate to (1) the term, permitted uses, density or intensity of land use, (2) conditions, terms, restrictions and requirements relating to subsequent discretionary actions, or (3) any conditions- or covenants relating to the use of the Property, shall not require a public hearing before the parties may execute an amendment. 9 . 3 Amendment Exemptions. Any amendment of any of the Project Approvals, any resubdivision of the Property except a resubdivision that increases the number of lots over 180 lots, or any filing of an amended subdivision map that creates new legal lots or that reflects a merger of lots shall not require an amendment to this Agreement. Instead, any such amendment; resubdivision (except a resubdivision that increases the number of lots over 180 lots) , or filing shall be deemed to be incorporated into and vested under this Agreement at the time that such amendment, resubdivision, or filing is approved as provided in this Agreement. 9 . 4 Amendment of Project Approvals. Any Project Approval may, from time to time, be amended or modified in the following manner: (1) Upon the written request of Developer for an .amendment or modification of a Project Approval including, but not limited to, (a) the location of buildings, streets and roadways and other physical facilities, or (b) the configuration of the parcels, lots or development areas, the Planning Director of the CITY shall determine whether the requested amendment or modification is minor and whether the requested amendment or modification is consistent with this Agreement, the General Plan and applicable provisions of the CITY 's zoning and subdivision ordinance in effect as of the effective date of this Agreement. For purposes of this Agreement, the determination whether such amendment or modification is minor shall refer to whether the amendment or modification is minor in the context of the overall Project. If the Planning Director finds that the proposed amendment is both minor and consistent with this Agreement, the General Plan, and the applicable provisions of the CITY' s zoning and HANSEN AGREEMENT 7 February 6, 1992 subdivision ordinance, the Planning Director may approve the proposed amendment without notice and public hearing. (2) Except as provided in subparagraph (1) above, any amendment or modification of any Project Approval shall be subject to the applicable substantive and procedural provisions of CITY' s applicable zoning, subdivision, and other land use ordinances. 9 . 5 Cancellation by Mutual Consent. Except as otherwise permitted herein, this Agreement may be cancelled in whole or in part only by the mutual consent of the parties or their successors in interest, in accordance with the provisions of Dublin Ordinance No. 8-91. Any fees paid pursuant to Subparagraph 5. 3 . 5 of Exhibit B of this Agreement prior to the date of cancellation shall be retained by CITY. 10. Term of Project Approvals. Pursuant to California Government Code Section 66452 . 6 (a) , the term of the tentative map described in Recital D above (the "Tentative Map") , or any resubdivision or amendment to the Tentative Map (including any lot line adjustment or merger of lots within the Tentative Map) ,- or any other tentative map filed and approved prior to the termination of this Agreement, shall automatically be extended for the term of this Agreement. The term of any other Project Approval shall automatically be extended for the term of this Agreement. 11. Annual Review Date. 11. 1 The annual review date for this Agreement shall be March 1. 11. 2 The CITY' s Planning Director shall initiate the annual review, as required under Section 8 . 12 . 140 of Dublin Ordinance No. 8-91, by giving to DEVELOPER thirty (30) days' written notice that the,. CITY intends to undertake such review. DEVELOPER shall provide evidence to the Planning Director prior to the hearing on the annual review, as and when reasonably determined necessary by the Planning 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 To the extent practical, CITY shall deposit in the mail and fax to DEVELOPER a copy of all staff reports, HANSEN AGREEMENT 8 February 6, 1992 and related exhibits concerning contract performance at least five (5) days prior to any annual review. 11. 4 Costs reasonably incurred by CITY in connection with the annual review shall be paid by DEVELOPER in accordance with the City's schedule of fees in effect at the time of review. 12 . Default. 12 . 1 Upon the occurrence of an event of default, the parties may pursue all other remedies at law or in equity which are not otherwise provided for in this Agreement or in City' s regulations governing development agreements, expressly including the remedy of specific performance of this Agreement. 12 . 2 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 within thirty (30) days after service of such notice of default, the nondefaulting party may then commence any legal or equitable action to enforce its rights under this Agreement; provided, however, that if the default cannot be cured within such thirty (30) day period, the nondefaulting 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. 13 . Estoppel Certificate. Either party may, at any time, and from time to time, request written notice from the other party requesting such party to certify in writing that, to the knowledge of the certifying party, (a) this Agreement is in full force and effect and a binding obligation of the parties, (b) this Agreement has not been amended or modified either orally or in writing, or if so amended, identifying the amendments, and (c) 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 certificate within thirty (30) days following 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. Failure to execute an estoppel certificate shall not be deemed a default. HANSEN AGREEMENT 9 February 6, 1992 14 . Severability. 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. 15. Attorneys' Fees and Costs. If CITY or DEVELOPER initiates any action at law or in equity to enforce or interpret the terms and conditions of this Agreement, the prevailing party shall be entitled to recover 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 shall bear its own costs of defense as a real party in interest in any such action, and shall reimburse CITY for all reasonable court costs and attorneys ' fees expended by CITY in defense of any such action or other proceeding. 16. Transfers and Assignments. 16. 1 Right to Assign. DEVELOPER'S rights hereunder may be transferred, sold or assigned in conjunction with the transfer, sale, or assignment of all or a portion 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 hereunder shall occur without the prior written notice to CITY and approval by the City Council, which approval shall not be unreasonably withheld or delayed. The City Council shall consider the matter within 60 days after DEVELOPER' s notice. Notwithstanding the foregoing, DEVELOPER shall have the right to transfer, sell or assign its rights hereunder to any "affiliate" without the prior approval of CITY. As used herein, "affiliate" shall mean any person or entity controlling, controlled by, or under common control with DEVELOPER. "Control" and related forms of the word shall mean the ability to direct the management and operations of another entity such as a partnership or corporation. HANSEN AGREEMENT 10 February 6, 1992 16.2 Release Upon Transfer. Upon the transfer, sale, or assignment of DEVELOPER' s rights and interests hereunder pursuant to paragraph 16. 1 of this Agreement, DEVELOPER shall be released from the obligations under this Agreement, with respect to the Property transferred, sold, or assigned, arising subsequent to the date of City Council approval of such transfer, sale, or assignment; provided, however, that if any transferee, purchaser, or assignee approved by the City Council expressly assumes the obligations of DEVELOPER under this Agreement, DEVELOPER shall be released with respect to all such 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 Council approval. 17. 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 whatsoever. All of the provisions of this Agreement shall be enforceable as equitable servitudes 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. Notwithstanding the foregoing, this Agreement shall cease to be binding upon any parcel in the Project (i.e. , any bf Lots 1 through 180) when such parcel is acquired by a person or persons with the intent to reside in the home constructed or to be constructed upon such parcel or by a person or persons for the benefit of a family member intending to reside in such home (provided, however, that the benefits of this Agreement shall continue to accrue to any such parcel until the City has issued a certificate of occupancy for such parcel) . HANSEN AGREEMENT 11 February 6, 1992 18 . Bankruptcy. The obligations of this Agreement shall not be dischargeable in bankruptcy. 19 . Indemnification. DEVELOPER agrees to indemnify and hold harmless CITY, and its elected and appointed councils, boards, commissions, officers, agents, employees, and representatives from any and all claims, 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 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. 20. Insurance. 20. 1 Public Liability and Property Damage Insurance. During the term of this Agreement , DEVELOPER shall maintain in effect a policy of comprehensive general liability insurance with a per-occurrence combined single limit of not less than one million dollars ($1, 000, 000) and a deductible of not more than two-hundred and . fifty thousand dollars ($250, 000) 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. In the event that DEVELOPER exercises its right to assign pursuant to paragraph 16. 1, CITY shall have the right to determine the amount of the deductible, provided that the deductible shall not be less than $1, 000 per claim. 20. 2 Workers Compensation Insurance. During the term of this Agreement and any extension thereof 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. HANSEN AGREEMENT 12 February 6, 1992 20. 3 Evidence of Insurance. Prior to City Council approval of this Agreement, DEVELOPER shall furnish CITY satisfactory evidence of the insurance required in Sections 20. 1 and 20 . 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 extend to the CITY, its elective and appointive boards, commissions, officers, agents, employees and representatives and to DEVELOPER and each contractor and subcontractor performing work on the Project. 21. Notices. All notices required or provided for under this Agreement shall be in writing and delivered in person or sent by certified mail, postage prepaid. Notices required to be given to CITY shall be addressed as follows: City Manager City of Dublin P.O. Box 2340 Dublin, CA 94568 Notices required to be given to DEVELOPER shall be addressed as follows: Donald L. Bren Company 6601 Owens Drive, . Suite 105 Pleasanton, California 94566-9736 Att'n: Michael Toohey A party 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 expiration of 48 hours after being deposited in the United States Mail. 22 . Agreement is Entire Understanding. This Agreement is executed in three duplicate originals, each of which is deemed to be an original. This Agreement consists of (_) pages and ( ) exhibits totalling (_) pages which constitute the entire understanding and agreement of the parties. HANSEN AGREEMENT 13 February 11, 1992 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date and year first above written. CITY OF DUBLIN: DONALD L. BREN COMPANY: By: By: Name: Name: Its: Its: APPROVED AS TO FORM: City Attorney (NOTARIZATION ATTACHED) HANSEN AGREEMENT 14 February 11, 1992 EXHIBIT A Description of the Property HANSEN AGREEMENT 15 February 6, 1992 • j ti HANSEN HILL RANCH ALL THAT L. - 4140 SITUATE IN THE STATE OF CALIFORNIA, COUNTY OF ALAMEDA) , MORE PARTICULARLI' DE;CRIBED AS FOLLOWS: COh414E,ICING AT A CONCRETE VcNUMENT AS SIIOWN ON THE MAP OF TRACT 4859, FILED If�lP BOOK I47, PAGE 56, ALAMEDA COUNTY RE NI 1 CORDS, SAID MONUMENT BEARING NORTH 3° Z'-' 00" EAST, 215.36 FEET FROM THAT CERTAIN! CONCRETE MONUMENT BEINiG THE INTERSECTION OF THE hIONIUMENTED LINE5 OF SILVERG, DRIVE AND HANSEN DRIVE AS SHOW11 ON THE MAP OF TRACT 2405, FILED n, AUGUST °, 1863 I11 MAP BOOK 46, PAGE 73 TO 7E, 11-IC LUSIVE, ALAMEDA COUNTY RECORDS; THENCE ALONG THE MONUMENT LINE OF SILVERGATE DRIVE AS SHOWN ON THE AFGREM,cNiTICIIED MAP OF TRACT 4359 NORTH 12' 44' 36" WEST, 554 .50 FEET; THENCE LEAVING SAID hONUMENT LINE SOUTH 77' 15 24" WEST, 34 .00 FEET TO THE TRUE POIN:T OF BEGINNING) SAID POINT BEING ON . BEING T'HE MOST WESTERLY RIrHT-OF-WA'! LIrIE OF -SiLVERGAT� DRIVE AND ALSO 5E .. ORNER OF PARCEL 'B' AS SHOWN ON TEE MAP. OF TRACT 5410 SOUTHEASTERLY C 11I MAP E OOK 163 AT FADES 32 THROUGH 42> INCLUSIVE, ALAMEDA .COUNTY RECORDS; THENCE ALONG THE SOUTHERLY BOUNDARY OF SAID PARCEL 'B' OF TRACT 5410 SOUTH 610 34' 52" WEST, 307 . 14 FEET; THENCE RTu, 54 ° 39' 05" �IEST 474 .40 FEET TO THE SOUTHWESTERLY CORNER OF 1i0 SAID PARCEL 'B' , SAID POINT ALSO BEINu THE SOUTHEASTERLY CORNER OF TRACT ACT 49_ .3, FILED IN MAP BOOM, 148, PAGE I TO 4, INCLUSIVE, ALAMEDA COUNTY RECORDS; THENCE ALONG THE GENERALLY SOUTHWESTCRN BOUNDARY OF SAID TRACT 4:43 NOP.TH 64° 39'05" WEST, 493.20 FEET; THENCE NORTH 48 IS' 50" WEST, 251 .80 FEET; THENCE NORTH 57° 33' 04" WEST, 228.71 FEET; THENCE NORTH 28° '35' 14" WEST, 7.3.99 FEET TO THE SOUTH'iIESTERLY CORNER OF TRACT 4943; THENCE LEAVING SAID TRACT 4943 NORTH 81 ' 43' 41 WEST, 214 .01 FEET; THENCE NORTH 57° 24' 05" 'TEST, 421 .05 FEET; THENCE NORTH 76' 39' 05" , WEST, 224 .40 FEET; THENCE SOUTu 8 9' 50' `K" WEST, 53.46 FEET; THENCE NORTH 70' 09' 05" WEST, 52 FEET; THENCE SOUTH 64' 50' 55" WEST, 151.80 FEET; THENCE NORTH 57' 09' 05" �h'EST, 778. 14 FEET; THE��CE NORTH 58° 24' 05" 41EST, 2x4 ,00 FEET; THENCE NORTH 37.' 54' 05" 4iEST, 426.36 FEET; THENCE II 11�� SOUTH 01 ' S5' SS" 'NEST, 1174 ,80 FEET; THENCE SOl1TH 01' 05' 55 ,EST, 1356.30 FEET; THE SOUTH 55' 49' 05" EAST, 1075.80 FEET; THE��aCE SOUTH E?° EAST, 407.88 FEET; THENCE NORTh 01 ' 20' 55" EAST, h 1 .24 FEET; THENCE SOUTH 88' 54' 05" EAST, 1328.58 FEET; THENCE „3 SOUTH 01 ' 05' 55" EAST, 131 .32 FEET TO A POINT ON THE WESTERLY pROLOHGAT10N OF THE NORTHERLY LINE OF PARCEL 'A' AS SHOWN ON PARCEL MAP 11639 AS FILED M MAP BOOK '80, PAGE 21 , ALA`1EDA COUNTY REC.0in THENCE ALOiIC THE NORTHERLY EOUNDARY OF SAID PARCEL 'A' SOUTH E1` O8' 00" EAST, 164.01 FEET TO THE �,ORTH'rJESTERLY COuiIER OF TRACT 4988, FILED IN MAP BOOK 139, PAGE 69,- ALAIMEDA COUNTY RECORDS; - THENCE ALONG THE NORTHERLY BOUNDARY OF SAID TRACT 4988 SOUTH 81 ' 08' 00" EAST, 181 .07 ; THENCE NORTH 88' 23' 00" EAST, 58.75 FEET; THENCE NORTH 77' 57' 00" EAST, 66.63 FEET TO THE NORTHWESTERLY CORNER OF TRACT 2534, AS FILED IN BOOK 49, PAGES 6 TO �IEDA COUNTY RECORDS; THENCIE ALONG THE NORTHERLY 9, INCLUSIVE, ALA -.OUt!DARY OF TRACT 2534 14ORTH 67* 27' 00" EAST. 59.63 FEET; THENCE. NORTH 62° 12' 00" EAST, 427 .06 FEET; THENCE NORTH 71 ' 08' 30" EAST, 87.40 FEET ; THENCE NORTH 77' 2:' 30" EAST; 87 .40 FEET; THENCE t-IOPTH 83' 29 40 EAST, 158. 17 FEET; THENCE SOUTH 60° 58' 00" EAST, 250.00 FEET ; THENCE NORTH 74' 29' 12" EAST, 1 . 18 FEET TO THE tIORTHVIESTERLY CORNER OF SAID TRACT 2534 SAID CORNER BEING ON THE WESTERLY RIGHT-OF-WAY LINE OF SILVERGATE DRIVE; 'THENCE ALONG SAID WESTERLY RIGHT-OF- WAY LINE OF SILVERGATE DRIVE 139.74 FEET ALONG A ;"ON-TAt{GENT CURVE CONCAVE WESTERLY HAVING A CENTRAL ANGLE OF 11° 26' 2F" A RADIUS OF 800.00 FEET, THE RADIUS POINT FOR, WHICH BEARS '{CE ;'ORT 1 i'° 44' 36" WEST, 454 ,48 FEET THEE NORTH 88' 411 EAST; . TO THE TRUE POINT OF BEGINNING. CONTAINING 146.840 ACRES, MORE OR LESS. EXHIBIT B Additional Conditions The following Additional Conditions are hereby imposed pursuant to Paragraph 5. 3 above. 1. Subparagraph 5. 3 . 1: DEVELOPER must obtain all necessary building, grading and other construction permits as set forth in Paragraph 6. 3 of this Agreement. 2 . Subparagraph 5. 3 . 2 : a. DEVELOPER shall construct a 12-foot access road (the "Access Road") over the Property along Martin Canyon Creek as described in Condition No. 76 to the CITY ' s approval of the Tentative Map ("Condition 7611) . The Access Road, together with that portion of the Property lying between the fence to be constructed by Developer pursuant to Condition 76 and the northern boundary of the Property, shall be dedicated to the CITY for public access and maintenance purposes. The construction and dedication required by this subparagraph shall occur as part of Phase I of the Project. Upon dedication, DEVELOPER shall be released from all liability for the maintenance of the property so dedicated. b. DEVELOPER shall grade and rock the area shown on Attachment 1 hereto to allow CITY to extend the Access Road over such area, which extension shall be constructed to the standards set forth in Condition 76 and as a part of Phase I . CITY shall obtain or provide all permits, easements and licenses necessary to permit DEVELOPER to so grade and rock such area. C. DEVELOPER' s obligation to pay its 23 .7% proportionate share of the cost of the improvements prior to the release of occupancy, as described in Condition No. 47 to the CITY ' s approval of the Tentative Map ("Condition 47") , shall be based on CITY ' s cost of performing the improvements to the "T" intersection of Dublin Boulevard and Silvergate Drive, adjusted for inflation, at the time of payment. d. The improvements to be constructed or performed by DEVELOPER pursuant to Subparagraphs (a) and (b) shall be included within the scope of the subdivision improvement agreement to be entered into by and between DEVELOPER and CITY as described in Condition No. 65 to the HANSEN AGREEMENT 16 February 6, 1992 CITY ' s approval of the Tentative Map (the "Tract Developer Agreement") . 3 . Subparagraph 5. 3 . 3 : Except as imposed pursuant to any building, grading or other construction permits required pursuant to Paragraph 6. 3 of the Agreement, the Project shall not be subject to requirements relating to timing or commencement or completion of construction. The Project shall, however, be constructed in two phases. Phase I shall consist of the recordation of a final map for Lots 1 - 72 and shall include construction of the Access Road and dedication of the area specified in subparagraph 2 (a) , performance of the work described in subparagraph 2 (b) , and completion of the road across the Valley Christian Center property, as shown on the tentative map. Phase II shall consist of the recordation of a final map for Lots 73 - 180. 4 . Subparagraph 5. 3 . 4 : Not applicable. 5. Subparagraph 5. 3 . 5: a. DEVELOPER shall pay to CITY the total sum of One Hundred Fifty Thousand Dollars ($150, 000) for use by CITY to provide affordable housing, to be paid as follows: the sum of $60, 000 shall be paid to CITY at the time the final map for Phase I, consisting of 72 units, is approved and recorded and the sum of $90, 000 shall be paid to CITY at the time the final map for Phase II, consisting of 108 units, is approved and recorded, provided that if the final map for Phase II is not approved and recorded within one year from the date the Phase I final map is recorded, then the sum of $90, 000 shall be increased by the percentage increase in the Consumers Price Index for the San Francisco Bay Area (Wage Earners Index) for each year or fraction thereof, until the final map for Phase II is approved and recorded. Notwithstanding the foregoing, if CITY should subsequent to the effective date of this Agreement adopt an inclusionary housing ordinance generally applicable to new residential development within the CITY that provides for the option of paying a "fee in lieu of providing affordable housing ("City's In-Lieu Housing Fee") which is lower on a per-unit basis than the fee to be paid by DEVELOPER pursuant to this subparagraph ("Developer' s Housing Fee") , then the per-unit amount of Developer' s Housing Fee shall be reduced to an amount equal to the per-unit amount of City' s In-Lieu Housing Fee. In no event shall DEVELOPER be entitled to a reduction in Developer's Housing Fee to the extent that such fee has already been paid with respect to Phase I or HANSEN AGREEMENT 17 February 6, 1992 Phase II of the Project at the time of the effective date of the inclusionary housing ordinance. b. Park In-Lieu fees shall be paid as follows: 180 D.U. x 0. 016 AC/D.0 = 2 . 88 AC. 2 . 88 AC. x $165, 548/AC. _ $476, 778 or $2 , 649/D.U. Park In-Lieu fees for Phase I, in the amount of One Hundred Ninety Thousand Seven Hundred Twenty Eight Dollars ($190,728) , shall be paid by DEVELOPER to CITY when the final map for Phase I is approved and recorded or by April 1, 1992, whichever is earlier. Park In-Lieu fees for Phase II shall be paid by DEVELOPER to CITY when the final map for Phase II is approved and recorded and shall be calculated in accordance with the provisions of CITY' s ordinance then in effect and current market values of the land as of the date of payment. HANSEN AGREEMENT 18 February 6, 1992 STATE OF CALIFORNIA ) COUNTY OF ) On before me, personally appeared PETER W. SNYDER, personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS by hand and official seal . .t -19- HANSEN AGREEMENT February 5, 1992 STATE OF CALIFORNIA ) COUNTY OF ) On before me, , personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS by hand and official seal. HANSEN AGREEMENT 20 February 6, 1992