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HomeMy WebLinkAbout8.2 HansenRnchDevAgmt -. . . . CITY CLERK File # n~fOlfDl-f6lrol AGENDA STATEMENT CITY COUNCIL MEETING DATE: October 7, 1997 SUBJECT: Third Amendment to the Hansen Ranch Development Agreement (Hansen Hill Project ~PA 91-099) regarding timing of public improvements and assignment of the Development Agreement (Report prepared by Eddie Peabody, Jr., Commwrity Development Director) EXHIBITS ATTACHED:. 1. Resolution approving third amendment to the Hansen Ranch Development Agreement Resolution approving Assignment of Development Agreement for Hansen Ranch to Warmington Homes Third Amendment to the Hansen Ranch Development Assignment letters (Warmington Homes, California Pacific Homes) 2. 3. 4. RECOMMENDATION: / Review amendment, take testimony from proposed new assignee (J 1\.~ (Warmington Homes) and adopt Resolution approving the third amendment . \v v to the Hansen Ranch Development Agreement and 2) Resolution approving assignment of Hansen Ranch Development Agreement to Warmington Homes . FINANCIAL STATEMENT: None DESCRIPTION: This Development Agreement was originally adopted in 1992 between Donald L. Bren Company and the City. Amendments regarding the timing of improvements to Martin Canyon Creek and the number of writs to be constructed in relation to anticipated creek improvements were done in 1995 and 1996. At the present time, under the provisions of the second amendment, the developer is entitled to build 93 units before constructing Martin Canyon Creek improvements. State and Federal concurrence of creek plans was anticipated to be obtained and construction completed by the end of 1997. For the past several years, the applicant has been unable to secure approvals due to agency rejection of Development Plans for creek improvements. The present status of the project is as follows: . 93 building permits have or will be issued by October, 1997 . Staff and the applicant have together sought Federal and State approvals for Martin Creek improvements throughout 1997 ----------------------------- COPIES TO: Mike McLelland, Warmington Homes Craige Page ITEM NO. ~.,2 g:agenda/971hansen3 . It is now anticipated that these agencies will approve plans on or before July 1, 1998 and construction- is anticipated for July-October, 1998 on the Creek Improvements . The original developer (Donald Bren/Califomia Pacific Homes) has entered into an agreement to sell the rest of the property to Warmington Homes . The City Council needs to consider the assignment of responsibilities from California Pacific to . Warmington . No more building permits beyond 93 are available given the present agreement The applicant, Warmington Homes, has asked for approval of the new assignment, the release of 42 new permits (up to a total of 135) and special assurances to the City that the Creek improvements will be done in 1998. They are: . Creek improvement plans will be approved by the State and Federal agencies by July 1, 1998 . A signed creek improvement contract to build the improvements will be executed by July 1, 1998 In return for the two items above, the City would authorize release of the remainder of the permits, given appropriate submittal and building plan check. At staff s insistence, several other safeguards have been added: . Ifno approvals or contract for construction occurs by July 1, 1998, Warmington will provide cash or a letter of credit for all required Creek Improvements instead of bonds. Ibis is to insure that the City or the HanSen Hill Homeowners Association can make the improvements in the future as a last resort . No building permits beyond the 135th permit would be allowed . Mandatory referral of the Development Agreement to the City Council for future action after July 1, 1998 . Given the long history of outside agency difficulties with the Creek improvement plans, the desires of the developer to complete his project and the City's concerns that these improvements are done before the project is completed; the compromise third amendment and assignment has considerable merit. It will, in summary, accomplish the following: . Allow some continued building by the developer (42 units more) . Give financial assurance to the City should the necessary creek improvements not materialize in 1998 (cash, letter of credit) . Place the Development Agreement back in the hands of the City Council if these improvements are not underway by July 1, 1998 or are uncompleted by January 1, 1999. . Approve the assignment of the agreement to Wannington Homes The City Attorney has reviewed and approved the amended agreement All parties are united in the thought that it is essential to get the requisite State and Federal approvals done as soon as possible. . 2 . . .1. RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN -~---------------------------------------------------------------~--- APPROVING THE THIRD AMENDMENT TO THE HANSEN RANCH PROJECT DEVELOPMENT AGREEMENT (P A 91-009) AND AUTHORIZING MAYOR TO EXECUTE AMENDMENT WHEREAS, The City of Dublin and California Pacific Homes, Inc., formerly known as the Donald L. Bren Company, previously entered into a Development Agreement for the Hansen Hill Ranch project dated March 25, 1992; and as amended on February 27, 1995 and September 17, 1996, and WHEREAS, California Pacific Homes, Inc., requests approval of a Development Agreement Amendment to modify Condition No. (a.) of Subparagraph 5.3.2. of Exhibit "B" of City of Dublin Development Agreement for the Hansen Hill Ranch project. The proposed modification will allow occupancy ofa limited number of homes in Phase II and for issuance of building permits up to the 135th unit prior to the completion of creek improvements, construction of the access road, and access trail referred to in the Conditions below; and will give the City certain financial assurances should the necessary creek improvements not be underway by July 1, 1998, and WHEREAS, California Pacific Homes, Inc. has notified the City of its intent to sell its interest in the property to Warmington Homes, and WHEREAS, A copy of the proposed Development Agreement Amendment is attached hereto as Attachment A; and WHEREAS, Public hearings on the proposed Development Agreement amendment are not required as the proposed amendment to conditions relates to timing of construction and is therefore determined to be minor in the context of the project as a whole; and WHEREAS, a staff report was submitted recommending approval of the proposed Development Agreement Amendment; and WHEREAS, The City Council has considered the staff recommendation, the Agenda Statement, and all testimony received at the City Council meeting; and WHEREAS, the application has been reviewed in accordance with the provisions of the California Environmental Quality Act (CEQA) and it has been determined that there would be no possible environmental impacts resulting from the proposed change in the Development Agreement condition, and therefore a Notice of Exemption has been prepared pursuant to the State CEQA Guidelines, and the City of Dublin Environmental Guidelines; and NOW, THEREFORE, BE IT RESOLVED THAT THE Dublin City Council does hereby find that: Said Agreement is consistent with the objectives, policies, general land uses and programs specified in the General Plan in that a) the project approvals of said Agreement include a General Plan Amendment adopted specifically for the Hansen Hill Ranch project, and b) said Agreement furthers the affordable housing, parks, and open space policies of the General Plan; 1 2. Said 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 adopted specifically for the Hansen Hill Ranch Project; 3. Approval of this Development Agreement amendment is subject to the applicant securing administrative approval from the Community Development Director for the proposed amendment to related Tentative Map conditions, as provided in Section 9.4 of the Development Agreement. . BE IT FURTHER RESOLVED THAT THE Dublin City Council does hereby approve P A 96-035 Hansen Ranch Development Agreement Amendment as shown in Attachment A, dated September 17, 1996, and authorizes the Mayor to sign it, subject to the following condition: 1. Continued Effect of Development Agreement. Except as expressly modified in this Third Amendment, the Development Agreement remains unmodified and in full force and effect. 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. PASSED, APPROVED AND ADOPTED by the City Council of the City of Dublin on this 7th day of October, 1997, by vote as follows: AYES: NOES: . ABSENT: ABSTAIN: MAYOR ATTEST: CITY CLERK . 2 G :\agenda/97/hansen3 RESOLUTION NO. -97 . A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN --_.-----~.-------_.-------~-------~-------------~---------------_.-- A RESOLUTION OF THE CITY OF DUBLIN APPROVING ASSIGNMENT OF HANSEN HILL RANCH DEVELOPMENT AGREEMENT Recitals WHEREAS, the City of Dublin and California Pacific Homes, Inc. are parties to a Development Agreement; and WHEREAS, California Pacific Homes desires to assign its rights and obligations under the Development Agreement to Warmington Homes, a corporation; and WHEREAS, Section 16 of the Development Agreement allows for an assignment subject to approval of the City Council; and WHEREAS, the City Council has considered the proposed assignment, as described in the September 22, 1997 letter from California Pacific Homes' President to the City Manager and Warmington Homes' September 25, 1997 letter to the City Manager. . NOW THEREFORE, THE CITY COUNCIL DOES RESOLVE AS FOLLOWS: The assignment ofCalifomia Pacific Homes' rights and obligations under the Development Agreement, as amended, to Warmington Homes is approved and all obligations of the "Developer" under the Development Agreement, as amended, from the Effective Date of the Development Agreement shall become obligations of Warmington Homes from the date the assignment becomes effective. BE IT FURTHER RESOLVED THAT this approval shall be conditioned upon (1) Warmington Homes providing City with written notice of the date of the assignment and (2) Warmington Homes providing City with insurance certificates as required by the Development Agreement prior to the effective date of the assignment. PASSED, APPROVED AND ADOPTED by the City Council of the City of Dublin on this 7th day of October, 1997, by vote as follows: AYES: NOES: ABSENT: ABSTAIN: MAYOR . A TrEST: CITY CLERK G :\agenda/97/hansen3 RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: . City of Dublin, City Clerk 100 Civic Plaza Drive P.O. Box 2340 Dublin, CA 94568 Space Above This Line Reserved For Recorder's Use THIRD AMENDMENT TO AGREEMENT BETWEEN THE CITY OF DUBLIN AND CALIFORNIA PACIFIC HOMES, INC. REGARDING THE HANSEN HILL PROJECT THIS AMENDMENT ("Amendment") dated for identification as of , 1997, is entered into by and between the City of Dublin, a municipal corporation ("City"), and California Pacific Homes, Inc., successor in interest to the Donald L. Bren Company, and its successors and assigns ("Developer") . RECITALS A. On or about March 25, 1992, City and Developer's predecessor in interest, the Donald L. Bren Company, entered into that certain Development Agreement/City of Dublin for the Hansen Hill Ranch Project, as amended on February 27, 1995, and September 17, 1996 (the "Development Agreement"). B. The Development Agreement contains certain provisions relating to the timing of public improvements to Martin Canyon Creek, the fulfillment of which have been delayed due to ongoing discussions with the Regional Water Quality Control Board, San Francisco Bay Region ("RWQCB"), relating to the final design of such public improvements previously approved by City. C. Because such delays are and have been beyond the reasonable control of Developer, the parties now wish to amend the Development Agreement to ensure that (i) adequate security is provided for the construction and dedication of such public improvements and (ii) Developer may proceed with construction of the Hansen Hill Ranch subdivision. . . . . AGREEMENT NOW THEREFORE, in consideration of the mutual covenants and promises set forth herein, the receipt and adequacy of which are hereby acknowledged, the parties hereto hereby agree to amend the Development Agreement as follows: 1. Modification of Subparag;raph 5.3 .2 (a). Condition (a) of Subparagraph 5.3.2 of Exhibit B of the Development Agreement is hereby modified to read as follows: "DEVELOPER" shall construct an 8-foot wide aggregate base access trail (the "Access Trail") over the Property along Martin Canyon Creek as described in Condition No. 76 to the CITY'S approval of the Tentative Map for PA 89-062 ("Condition 76"), and as modified in various conditions of the CITY'S approval of Tentative Map Amendment for PA 94-054 and for Tentative Map Amendment PA 95-007. The aggregate-base access road (the "Access Road") proposed along the north side of the creek and east of Martin Canyon Road shall be 12 feet wide. The width of the Access Road may be reduced in some limited areas where needed for tree preservation, but the Access Road shall be no less than 8 feet wide in these limited segments. The improvements to Martin Canyon Creek (the "Creek Improvements"), and those portions of the Access Road affecting same, shall be designed and constructed in compliance with the requirements of the R WQCB and other state and federal agencies with relevant jurisdiction. DEVELOPER shall offer to dedicate to CITY (i) the Access Trail, 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, and (ii) any and all portions of the Access Road (to the northern boundary of the Property) and the Creek Improvements that may have been constructed by DEVELOPER at the time of dedication. All such property offered to be dedicated is referred to below as the "Dedication Property". The Dedication Property shall be offered to be dedicated to CITY upon (i) completion of construction by DEVELOPER of the Access Trail, the Access Road and the Creek Improvements or, (ii) if DEVELOPER has not by July I, 1998 received the "Required Creek Approvals" (defined below) and executed the "Creek Improvement Contract" (defined below), such later date as may be determined by the parties as set forth more fully below. When the Dedication Property is accepted by CITY, CITY will be fully responsible for the ownership, operation and maintenance of all improvements therein. DEVELOPER and CITY acknowledge and agree that the design and construction of the Access Road, the Access Trail and the Creek Improvements are or may be subject to the approval of the RWQCB (as required by Section 401 of the Clean Water Act) and the United States Fish and Wildlife Service (pursuant to Section 7 ofthe federal Endangered Species Act). DEVELOPER and CITY acknowledge and agree that from and after the date hereof through July I, 1998, while DEVELOPER is seeking such approvals (collectively, the "Required Creek Approvals"), DEVELOPER shall have the right to the issuance of building permits for the Hansen Hill Ranch project up to and including the 135th building permit (i.e., the 63rd unit in Phase II). If at any time on or before July 1, 1998, DEVELOPER has (i) obtained the Required Creek Approvals and (ii) delivered to CITY a copy of an executed contract for the construction of the Creek Improvements (the "Creek Improvement Contract"), then thereafter CITY immediately shall process the remaining building permits for the Hansen Hill Ranch project as submitted and CITY'S building department shall, provided applicable legal requirements are satisfied, issue such permits as and when requested by DEVELOPER. If DEVELOPER has not obtained the Required Creek Approvals and delivered to CITY a copy of an executed Creek Improvement Contract on or before July 1, 1998, then DEVELOPER shall, on July 1, 1998, replace the bond for the Access Road, the Access Trail and the Creek Improvements previously provided to CITY with a letter of credit, bank deposit or other cash security in a fonn acceptable to the Public Works Director and in an amount equal to one hundred thirty percent (130%) of the projected cost of constructing the Access Road, the Access Trail and the Creek Improvements in accordance with the last set of plans for such improvements submitted before July I, 1998 to the agencies from which . DEVELOPER is seeking the Required Creek Approvals. No building pennits beyond the 135th building pennit shall be released or issued by CITY until such time as DEVELOPER and CITY have met to develop a mutual understanding as to the most appropriate means of ensuring the construction of the Access Road, the Access Trail and the Creek Improvements. City Council approval of any such understanding shall be required prior to the release or issuance of building permits beyond the 135th building permit. If the Required Creek Approvals are issued and the Creek Improvement Contract is executed on or before July 1, 1998, but Developer fails to complete construction of the Access Road and the Creek Improvements by January 1, 1999, the City shall stop issuance of any building permits as of that date and then CITY may (i) serve written notice to DEVELOPER that CITY has elected to complete such construction, (ii) demand the offer of dedication of the Dedication Property and (Hi) draw down or otherwise avail itself of the full amount of the security currently held by CITY for the work, and upon dedication and acceptance of the Dedication Property, complete construction of the Access Road, the Access Trail and the Creek Improvements. The City Council shall then approve any Resolution of this failure to complete the project and shall decide what further action is required. All work associated with the Access Road, the Access Trail and the Creek Improvements shall be performed in accordance with the requirements of the Exhibit B to the Development Agreement. 2. Continued Effect of Development A~reement. Except as expressly modified in this Third . Amendment, the Development Agreement remains unmodified and in full force and effect. IN WIlNESS WHEREOF, the parties hereto have cause this Agreement to be executed as of the date and year first above written.. CITY OF DUBLIN CALIFORNIA PACIFIC HOMES, INC. By: By: Guy S. Houston, Mayor (Notarization Attached) Name: Attest: Its: - Kay Keck, City 'Clerk (Notarization Attached) Approved as to fonn: . Elizabeth H. Silver, City Attorney . INGTON HOMES September 25, 1997 Mr. Richard Ambrose City of Dublin 100 Civic Plaza Drive P.O. Box 2340 Dublin, CA 94568 Re: Assignment of Development Agreement Dear Mr. Ambrose: . On behalf of Warmington Homes ('Warmington"), I am writing to confirm that, upon its acquisition of [phase II oj] the Hansen Hill Ranch property in the City of Dublin. Warmington will assume any and all obligations of "DEVELOPER" under that certain Development Agreement, dated February 28, 1992. as amended, by and between California Pacific Homes and the City of Dublin (the "Development Agreement"). Warmington's assumption will include any and all obligations under the Development Agreement regardless of whether such obligations arise prior or subsequent to the date that Warmington acquires the property from California Pacific Homes. If the foregoing is acceptable to you. please indicate your agreement by signing this letter in the space provided below and delivering a signed original to me at the above address. Very truly yours, ~~~tlO1- Michael W. McClellan President MWM:lj . 3160 Crow Canyon Place, Suite 200 . San Ramon, CA 94583 . Telephone (510) 866-6700 . FAX (510) 866-6744 CAIlFORNIA PACIFIC HOMES . September 22, 1997 ~. FUchardAunbrose City of Dublin 100 Civic Plaza Drive P.O. Box 2340 Dublin, CA 94568 RE: Assignment of Development Agreement Dear Mr. Ambrose: On behalf of California Pacific Homes ("CPH"), I am writing to confirm our prior notice to the City of Dublin ("City") that CPH intends to assign to Warmington Homes ("Warmington") all ofCPH's right, title and interest in that certain . Development Agreement, dated February 28, 1992, as amended, by and between CPH and the City and relating to the Hansen Hill Ranch development project (the "Development Agreement"). We would appreciate your acknowledgment that, upon execution by the City and Wannington of an assumption agreement in the form attached hereto as Exhibit A and the sale to Warmington of [Phase II on the Hansen Hill property, CPH will be released from any and all obligations arising under the Development Agreement with respect to all of the Hansen Hill property including, without limitation, any obligations arising prior to the date of such sale. If the foregoing is acceptable to you, please indicate your agreement by signing this letter in the space provided below and delivering a signed original to me at the address below. Very truly yours, ~~ President JAS/kjk . I CIVIC PLAZA, SUITE ~75 NEWPORT BEACH, CALIFOR:\IA 9z66o 714/719-3000 FAX 7141644-0419