HomeMy WebLinkAboutItem 4.4 - 1173 Kaiser Dublin Medical Center Project
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STAFF REPORT
CITY COUNCIL
DATE: October 4, 2016
TO: Honorable Mayor and City Councilmembers
FROM:
Christopher L. Foss, City Manager
SUBJECT:
Kaiser Dublin Medical Center Project
Prepared by: Kristi Bascom, Consulting Planner
EXECUTIVE SUMMARY:
On September 20, 2016, the City Council approved the Kaiser Dublin Medical Center
project, which is comprised of 950,000 square feet of medical campus uses in three
main buildings, 250,000 square feet of commercial uses, a parking structure, and
associated site, roadway frontage, and landscape improvements. The land use
approvals included a General Plan Amendment and Eastern Dublin Specific Plan
Amendment to create new land use districts, Site Development Review for the first
phase of development (a 220,000 square foot medical office building), and certification
of a Final Environmental Impact Report (EIR). In addition, two ordinances were
introduced, one amending the Zoning Map and approving a Planned Development
Zoning District with a related Stage 1 Development Plan for the whole Kaiser Dublin
Medical Center project site and a Stage 2 Development Plan for Phase 1A, and one
approving a Development Agreement between the City of Dublin and Kaiser Foundation
Hospitals related to the Kaiser Dublin Medical Center project. The City Council is
currently considering adoption of the two ordinances.
STAFF RECOMMENDATION:
Staff recommends that the City Council waive the reading and adopt the following two
Ordinances:
a) Amending the Zoning Map and approving a Planned Development Zoning District
with a related Stage 1 Development Plan for the whole Kaiser Dublin Medical Center
project site and a Stage 2 Development Plan for Phase 1A; and
b) Approving a Development Agreement between the City of Dublin an d Kaiser
Foundation Hospitals related to the Kaiser Dublin Medical Center project.
DESCRIPTION
Kaiser Foundation Health Plan, Inc. submitted an application for a medical campus and
commercial center on approximately 58 acres of land south of Dublin Boule vard
between Tassajara Road and Fallon Road.
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The project site is shown in the Vicinity Map below:
Figure 1: Project Vicinity
Kaiser Permanente acquired the property several years ago with the intent of eventually
constructing a medical campus to serve the greater Tri-Valley area. The project will be
developed in three phases over the course of up to 25 years, consisting of
approximately 1.2 million square feet of medical campus and commercial uses on the
project site, as follows:
Building/Use Size (in
square feet)
Building
Size
Estimated
Construction
Phase 1A Medical Office Building 1 -advanced
facilities including an urgent care
clinic, medical office space, and a
radiation/oncology center
220,000 3 stories <
60 feet tall
2016-2020
Phase 1B Commercial uses including retail,
office, ancillary health-related
facilities, and business park
250,000 Up to 4
stories 60
feet tall
2016-2020
Phase 2 High-Acuity Medical Services
building (possibly a hospital)
400,000 5 stories 85
feet tall
2025-2035
Phase 2 Energy Center 50,000 2 stories 40
feet tall
2025-2035
Phase 3 Medical Office Building 2 280,000 6 stories 90
feet tall
2035-2040
Phase 3 Parking Structure 6 stories <
70 feet tall
2035-2040
Total Project 1,200,000
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Project Applications
At a public hearing on September 20, 2016, the City Council approved the following:
1. General Plan and Eastern Dublin Specific Plan Amendment (Resolution 151 -16).
2. Site Development Review for the Phase 1A Medical Office Building and related
site improvements (Resolution 152-16).
3. Certification of the Final Environmental Impact Report (Resolution 153-16).
The City Council also waived the reading and introduced Ordinances related to Planned
Development Rezoning, and a Development Agreement, described in mo re detail
below.
Planned Development Rezoning
The Planned Development Rezoning for the property will establish the detailed
Development Plan (site plan) for the site, the specific uses that are permitted by right,
conditionally permitted, and prohibited, the overall development density and intensity
(e.g. FAR, building heights) for the site, and design guidelines for the future medical
center and commercial buildings. Kaiser is proposing that the Planned Development
Zoning District allow hospitals as a permitted use, whereas citywide, hospitals are
allowed with a Conditional Use Permit. The Planned Development Zoning District
contains development standards to address issues typically addressed through a
Conditional Use Permit that are related to hospitals such as noise and compatibility with
surrounding uses.
If approved, the Planned Development Zoning District will have a related Stage 1
Development Plan for the entire 58 -acre project area and a Stage 2 Development Plan
for Phase 1A. The details of the Planned Development Zoning District are provided in
Attachment 2 to the Staff Report.
The City Council is being asked to waive the second reading and adopt the Planned
Development Rezoning Ordinance.
Development Agreement
The Development Agreement outlines the obligations of the Applicant as it relates to
different phases of the development of the medical campus and the associated
commercial parcel. The specifics of the Development Agreement were agreed to by
both parties and further described the City Council Staff Report dated September 20
(Attachment 1). The Development Agreement is included as Exhibit A to Attachment 3
to the Staff Report.
The City Council is being asked to waive the second reading and adopt the
Development Agreement Ordinance.
ENVIRONMENTAL IMPACT REPORT
A Draft Environmental Impact Report (EIR) was prepared for the Kaiser project and was
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circulated for a 45-day public review period that closed on March 21, 2016. The EIR
concluded that the project will have significant impact s in several topic areas and
mitigation measures have been written to reduce the impacts to a level that is less than
significant. These impacts are primarily related to aesthetics, air quality, biology,
cultural resources, geology, hydrology, noise, and transportation.
The Draft and Final EIR were considered by the City Council on September 20, 2016.
At the public hearing, the City Council voted to certify the Final EIR.
NOTICING REQUIREMENTS/PUBLIC OUTREACH:
A notice of this public hearing was published in the East Bay Times. All persons who
have expressed an interest in being notified of actions related to this project were
notified via email. Notices were mailed to all property owners and tenants within 300
feet of the Kaiser site and also to an expanded area beyond 300 feet, as shown below:
Figure 2: Public Noticing
The total mailing list was over 2,000 addresses. The Staff Report for this public hearing
was also available on the City’s website. A copy of this Staff Report was provided to the
Project Applicant.
ATTACHMENTS:
1. City Council Staff Report 9.20.16 without attachments
2. Planned Development Ordinance
3. Development Agreement Odinance
3. Exhibit A - Kaiser Development Agreement
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STAFF REPORT
CITY COUNCIL
DATE: September 20, 2016
TO: Honorable Mayor and City Councilmembers
FROM:
Christopher L. Foss, City Manager
SUBJECT:
Kaiser Dublin Medical Center Project
Prepared by: Kristi Bascom, Consulting Planner
EXECUTIVE SUMMARY:
The City Council will consider the Kaiser Dublin Medical Center project, which allows up
to 950,000 square feet of medical campus uses in three main buildings, 250,000 square
feet of commercial uses, a parking structure, and associated site, roadway frontage,
and landscape improvements. Requested land use approvals include a General Plan
and Eastern Dublin Specific Plan Amendment to create new land use districts, Planned
Development Rezoning (Stage 1 and Stage 2), and Site Development Review for the
first phase of development (a 220,000 square foot medical office building). Certification
of a Final Environmental Impact Report (EIR) and approval of a project-specific
Development Agreement is also being considered.
STAFF RECOMMENDATION:
Staff recommends that the City Council conduct the public hearing; deliberate; and
adopt the following Resolutions:
a) Certifying an Environmental Impact Report, adopting Environmental Findings, a
Statement of Overriding Considerations, and a Mitigation Monitoring and Reporting
Program under CEQA for the Kaiser Dublin Medical Center Project;
b) Amending the General Plan and the Eastern Dublin Specific Plan related to the
Kaiser Dublin Medical Center project; and
c) Approving Site Development Review Permit for Phase 1A of the Kaiser Dublin
Medical Center project.
Staff further recommends that the City Council waive the readings, and INTRODUCE
the following Ordinances:
a) Amending the Zoning Map and approving a Planned Development Zoning District
with a related Stage 1 Development Plan for the whole project site and a Stage 2
Development Plan for Phase 1A of the Kaiser Dublin Medical Center; and
b) Approving a Development Agreement between the City of Dublin and Kaiser
Foundation Hospitals related to the Kaiser Dublin Medical Center project.
FINANCIAL IMPACT:
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The cost to process this application is borne by the applicant. Please refer to the
Development Agreement section of this staff report for additional information about
financial impacts.
DESCRIPTION
Kaiser Foundation Health Plan, Inc. has submitted an application to build a medical
campus and associated commercial center on approximately 58 acres of land south of
Dublin Boulevard between Tassajara Road and Fallon Road. The property currently
has a General Plan land use designation of Campus Office, which allows for the
development of a “campus-like setting for office and other non-retail commercial uses.”
Typical uses include professional and administrative offices (including medical),
research and development, business and commercial services, and limited light
manufacturing.
The project site is shown in the Vicinity Map below:
Figure 1: Project Vicinity
Kaiser acquired the property several years ago with the intent of eventually constructing
a medical campus to serve the greater Tri-Valley area. If approved, the project will be
developed in three phases over the course of up to 25 years, consisting of
approximately 1.2 million square feet of medical campus and commercial uses on the
project site, as follows:
Building/Use Size (in
square feet)
Building Size Estimated
Construction
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Phase 1A “The Hub” medical office building with
advanced facilities including an urgent
care clinic, medical office space, and a
radiation/oncology center
220,000 3 stories < 60
feet tall
2016-2020
Phase 1B Commercial uses including retail, office,
ancillary health-related facilities, and
business park
250,000 Up to 4
stories 60
feet tall
2016-2020
Phase 2 High-Acuity Medical Services building
(possibly a hospital)
400,000 5 stories 85
feet tall
2025-2035
Phase 2 Energy Center 50,000 2 stories 40
feet tall
2025-2035
Phase 3 Medical Office Building 2 280,000 6 stories 90
feet tall
2035-2040
Phase 3 Parking Structure 6 stories < 70
feet tall
2035-2040
Total Project 1,200,000
The site plan (at full build out) is included as Attachment 1 to this Staff Report. On April
19, 2016, the City Council received a report on the status of the project and opportunity
for the City Council to provide feedback to the Applicant and Staff regarding the project
as described above.
ANALYSIS
Project Applications
Kaiser has applied for the following land use entitlements:
1. General Plan and Eastern Dublin Specific Plan Amendment.
2. Planned Development Rezone (with a related Stage 1 Development Plan for the
whole site and Stage 2 Development Plan for Phase 1A).
3. Site Development Review for the Phase 1A Medical Office Building and related
site improvements.
4. Certification of an Environmental Impact Report.
When the future phases of the project are ready to move forward, planning applications
at that time will include:
1. Planned Development Rezoning (with a related Stage 2 Development Plan) and
Site Development Review for each future development phase:
a. Phase 1B - Commercial Center
b. Phase 2 - High Acuity Medical Center and Energy Center
c. Phase 3 - Medical Office Building and parking garage
2. Conditional Use Permit(s) to establish any use that is required by the Planned
Development Zoning District to have one.
3. Vesting Tentative Parcel Map to subdivide the property, dedicate right of way,
and formalize easements.
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General Plan and Eastern Dublin Specific Plan Amendment
In order to accommodate the project as proposed, two new land use categories are
proposed to be created for inclusion in both the General Plan and the Eastern Dublin
Specific Plan. The existing land use designation is Campus Office, which allows a
variety of office uses (including medical), but which does not explicitly identify the
proposed medical-related uses to the extent desired by Kaiser. Therefore, two new
land use categories are proposed: “Medical Campus,” which applies to the Kaiser
Medical Center portion of the site, and “Medical Campus/Commercial,” which applies to
the commercially-designated portion of the site.
The proposed description for the Medical Campus land use category identifies the
range of outpatient primary and specialty care services that Kaiser intends to provide at
the future medical center (Phases 1A, 2, and 3). The proposed description for the
Medical Campus/Commercial land use category identifies the range of commercial uses
that are expected for the commercial parcel (Phase 1B) including retail, office, hotel,
and restaurants.
The language for both land use categories is provided in Attachment 2 to the Staff
Report.
Planned Development Rezoning
The Planned Development Rezoning for the property will establish the detailed
Development Plan (site plan) for the site, the specific uses that are permitted by right,
conditionally permitted, and prohibited, the overall development density and intensity
(e.g. FAR, building heights) for the site, and design guidelines for the future medical
center and commercial buildings. Kaiser is proposing that the Planned Development
Zoning District allow hospitals as a permitted use, whereas citywide, hospitals are
allowed with a Conditional Use Permit. The Planned Development Zoning District
contains development standards to address issues typically addressed through a
Conditional Use Permit that are related to hospitals such as noise and compatibility with
surrounding uses.
If approved, the Planned Development Zoning District will have a related Stage 1
Development Plan for the entire 58-acre project area and a Stage 2 Development Plan
for Phase 1A. The Planned Development Zoning District recognizes the phased
development of the Kaiser project and includes a Stage 1 Development Plan for Phase
1A only, Phases 1A and 2 combined, and the full campus with Phases 1A, 2, and 3
completed, which is the final buildout condition. The details of the Planned Development
Zoning District are provided in Attachment 3 to the Staff Report.
Phase 1A Site Development Review
The first phase of the Kaiser Dublin Medical Center is the 220,000 square foot medical
office building. This facility - referred to as “The Hub” - will contain advanced medical
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facilities, urgent care clinics, medical office spaces, and a connected radiation/oncology
center, along with surface parking for nearly 1,000 vehicles and associated site
improvements. The detailed Project Plans for Phase 1A are included as Exhibit A to
Attachment 4. Additional details on the key project components are provided below.
Site Plan
The site plan for Phase 1A includes the construction of the two main entry driveways
into the project site that align with Keegan Street and Lockhart Street, the 220,000
square foot medical office building, the associated parking field, perimeter landscaping
along the length of Dublin Boulevard and the medical campus portion of Interstate 580,
photovoltaic panels in the southern parking lot, and landscaping throughout the middle
portion of the site. Sheet A1.1 of the Project Plans (Exhibit A to Attachment 4) identifies
the physical limits of Phase 1A and those improvements that will be installed with the
first building in the medical campus.
Access, Circulation, and Parking
Vehicular access to the medical office building will be provided by both the Keegan and
Lockhart Street entry driveways. Parking lots exist on both the north and south sides of
the building, the patient drop-off point is on the north side of the building, the shuttle
drop off is on the north side of the building, and the loading dock/service area is on the
west side. There are clear, accessible pedestrian pathways from every parking area,
the bus stop on Dublin Boulevard, and from the public sidewalk to all building entry
points. Sheet A1.4 of the Project Plans (Exhibit A to Attachment 4) illustrates the
pedestrian pathways through and around the project site.
The Phase 1A site plan identifies 978 parking spaces for the medical office building,
including 100 accessible spaces, 50 spaces for fuel-efficient vehicles, and 29 spaces for
car/vanpools. The remainder of the parking stalls are regular and compact sizes as well
as motorcycle parking. All of the parking sizes and other requirements are in
conformance with the Dublin Zoning Ordinance. The Zoning Ordinance requires a total
of 880 parking spaces for a 220,000 square foot health clinic/medical office building (1
space per 250 square feet), so the project has 98 more vehicular spaces than is
required. The project also provides 28 long-term and 28 short term bicycle parking
spaces in both lockers and racks. The southern parking field is expected to be covered
with photovoltaics that will provide shade for parked cars, but included in the Project
Plans is an alternate plan that includes the tree planting plan in the event that the
photovoltaics are not feasible. Either the photovoltaics or the trees will be required to
be installed prior to occupancy of the building (Condition of Approval 49 noted in
Attachment 4)
Building Design/Architecture:
Kaiser has opened a number of new medical office buildings and hospitals in the Bay
Area in recent years. With each new facility, lessons are learned and design techniques
are improved. The design concept for the Dublin medical campus is to incorporate
materials, features, and an architectural statement that is compatible with the other
buildings in the vicinity while allowing for creative and imaginative design that will
provide amenities beyond those expected in conventional developments.
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The building is primarily oriented along an east-west axis with the medical offices and
urgent care at the western-most portion of the building and the cancer center on the
eastern side. The building is four stories and stands 58’6” tall to the peak of the roof
parapet. The building (and the rest of the future campus) has a contemporary aesthetic
with the main building materials being an aluminum and glass curtain wall system
blended with concrete panels in white and grey, accent metal panels with a horizontal
wood effect, corrugated metal panels for the roof screen, and perforated silver/grey
panels on the south side of the building serving as sunshades. Sheet A3.1 of the
Project Plans demonstrates the exterior material palette, and Sheet A7.1 illustrates the
location of the various colors and materials on the building elevations.
Sustainability
Kaiser serves a key role in developing nationally recognized health-based green
building strategies for the health care sector, and they intend to incorporate Kaiser’s
leading sustainable building standards and green initiatives into the Dublin Medical
Center Project. As part of its commitment to green building, Kaiser will pursue LEED
Gold certification or equivalent for the buildings that it develops on the Project Site. To
attain this goal, Kaiser anticipates implementing many of the following less-typical green
strategies:
· PVC-free materials (such as resilient flooring, carpet and roofs)
· Low or VOC-free paints
· CFC-free refrigerants
· Formaldehyde-free casework
· Cogeneration electricity production and heat recovery
· Permeable paving to reduce stormwater runoff in parking areas
· Thermal fluid heaters as a high-efficient water heating source
Landscape Concept:
The landscape concept for Phase 1A is “building within a garden.” Sheet L.1.2 most
clearly illustrates the various landscape and hardscape amenities that surround the
building - focused primarily on the southern and eastern sides of the building. There are
a variety of sitting areas (“rooms”) that are connected by pedestrian pathways
surrounded by generous amounts of landscaped spaces. The various materials and
finishes that are will be employed in the outdoor rooms and pathways are shown on
Sheet L.3.0 of the Project Plans and the tree and plant palettes are shown on Sheets
L.5.0, 5.1, and 5.2. Sheet L.6.0 of the Project Plans shows several precedent images
that demonstrate the design goals for the medical office building landscape concepts.
The Resolution approving a Site Development Review Permit for Phase 1A of the
Kaiser Dublin Medical Center is Attachment 4 to the Staff Report.
DEVELOPMENT AGREEMENT
The Applicant requested a Development Agreement for the Kaiser Dublin Medical
Center project. The proposed Development Agreement would give Kaiser a vested
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right to develop the proposed project for a period of 25 years. This is a long period of
time to vest development rights, but Staff feels it is reasonable for a master-planned
medical campus. In exchange, Kaiser has agreed to terms that benefit the City's
General Fund. In particular, Kaiser would commit to actively marketing the Commercial
Parcel (Phase 1B). The prompt development of that parcel would benefit the City's
General Fund by generating significant sales and property tax from a development that
would be largely tax exempt at build out. If Kaiser has not sold the Commercial Parcel
when it seeks a property tax exemption for any development on the site, the
Development Agreement would terminate unless Kaiser makes a payment equal to
$200,000 in today's dollars for each year it desires to extend the term. The proposed
Development Agreement also obligates Kaiser to take certain steps to ensure that sales
and use tax revenue associated with its construction and purchases is allocated to the
City of Dublin. Staff believes that the agreed-upon terms are reasonable in light of
Kaiser's non-profit status and the public benefits its services provide to the community.
An Ordinance approving the Development Agreement is included as Attachment 5 with
the Development Agreement included as Exhibit A to Attachment 5 to the Staff Report.
ENVIRONMENTAL IMPACT REPORT
A Draft Environmental Impact Report (FEIR) was prepared for the Kaiser project and
was circulated for a 45-day public review period that closed on March 21, 2016.
Comments were received from seven public agencies, one comment letter from the
Project Applicant, and one comment letter from a Dublin resident that does not support
the project. Responses to comments were incorporated into the Final EIR (FEIR). The
DEIR and FEIR are included as Exhibit A to Attachment 6 of this Staff Report. The EIR
examined potential environmental impacts resulting from the project at full build out in
the following topic areas:
· Aesthetics, Light, and Glare
· Air Quality/Greenhouse Gas Emissions
· Biological Resources
· Cultural Resources
· Geology, Soils, and Seismicity
· Hazards and Hazardous Materials
· Hydrology and Water Quality
· Land Use
· Noise
· Public Services and Utilities
· Transportation
In summary, the EIR concludes that the project will have significant impacts in several
topic areas and mitigation measures have been written to reduce the impacts to a level
that is less than significant. These impacts are primarily related to aesthetics, air
quality, biology, cultural resources, geology, hydrology, noise, and transportation.
As is typical for other projects of this size, several other impacts were identified where,
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even with the implementation of mitigation measures, the effects to the environment are
still expected to be significant. There are impacts to vehicular delays at certain street
intersections in the future, notable greenhouse gas emissions, and air pollution impacts
that cannot be mitigated. If the project receives support from the City Council, the
following components are part of the resolution (Attachment 6) certifying the EIR:
1. Exhibit B: The Findings on Impacts and Mitigation Measures outlines the
reasons which proposed mitigation measures are expected to be successful in
reducing the impacts of the project.
2. Exhibit C: The Findings Concerning the Infeasibility of Alternatives and Potential
Mitigation Measures outlines the reasons which measures that have the potential
to mitigate project-related impacts are not desirable or are not being proposed.
3. Exhibit D: A Statement of Overriding Considerations (SOC) that identifies all
environmental impacts that cannot be mitigated and explain why the project is
being approved. The SOC, is required in order to certify the EIR and, if desired
by a majority of the City Council, ultimately approve the project.
4. Exhibit E: The Mitigation Monitoring or Reporting Plan outlines those measures
needed to reduce the impacts of the proposed project, the timeline for
implementing the measures, and the agency/department responsible for
confirming their implementation.
PLANNING COMMISSION ACTION:
On May 10, 2016, a Study Session was held with the Planning Commission to receive a
report on the project status and provide feedback on the project design. The
Commission provided feedback for Kaiser’s consideration on the building and
site/landscape design.
On August 23, 2016, the Planning Commission reviewed the project applications in their
entirety. After discussion and deliberation, the Commission voted unanimously to
recommend approval of the project to the City Council, and the Planning Commission
adopted the following Resolutions:
1. Resolution 16-16 Recommending City Council certification of a Final
Environmental Impact Report and Adoption of Environmental Findings under
CEQA for the Kaiser Dublin Medical Center project
2. Resolution 16-17 Recommending that the City Council adopt a Resolution
amending the General Plan and the Eastern Dublin Specific Plan related to the
Kaiser Dublin Medical Center project;
3. Resolution 16-18 Recommending that the City Council Adopt an Ordinance
amending the Zoning Map and approving a Planned Development Zoning District
with a related Stage 1 Development Plan for the whole project site and a Stage 2
Development Plan for Phase 1A
4. Resolution 16-19 Recommending that the City Council adopt an Ordinance
approving a Development Agreement between the City of Dublin and Kaiser
Foundation Hospitals related to the Kaiser Dublin Medical Center project; and
5. Resolution 16-20 Recommending that the City Council adopt a Resolution
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approving Site Development Review for Phase 1A of the Kaiser Dublin Medical
Center project.
The resolutions are included as Attachments 7 to 11 of this staff report.
NOTICING REQUIREMENTS/PUBLIC OUTREACH:
A notice of this public hearing was published in the East Bay Times. All persons who
have expressed an interest in being notified of actions related to this project were
notified via email. Notices were mailed to all property owners and tenants within 300
feet of the Kaiser site and also to an expanded area beyond 300 feet, as shown below:
Figure 2: Public Noticing
The total mailing list was over 2,000 addresses. The Staff Report for this public hearing
was also available on the City’s website. A copy of this Staff Report was provided to the
Project Applicant.
ATTACHMENTS:
1. Kaiser Dublin Medical Center Site Plan
2. Resolution Specific Plan Amendment and General Plan Amendment
3. Ordinance Planned Development
4. Resolution Site Development Review
4. Exhibit A - Project Plans
5. Ordinance Development Agreement
5. Exhibit A - Kaiser Development Agreement
6. Resolution Certifying an Environmental Impact Report
6. Exhibit A - Draft EIR Kaiser
6. Exhibit A - Final EIR Kaiser
6. Exhibit B - Findings Concerning Significant Impacts and Mitigation Measures
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6. Exhibit C - Findings Concerning Infeasibility of Alternatives and Potential Additional
Mitigation Measures
6. Exhibit D - Statement of Overriding Considerations
6. Exhibit E - Mitigation Monitoring and Reporting Program
7. Planning Commission Resolution 16-16
8. Planning Commission Resolution 16-17
9. Planning Commission Resolution 16-18
10. Planning Commission Resolution 16-19
11. Planning Commission Resolution 16-20
1
ORDINANCE NO. xx – 16
AN ORDINANCE OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
* * * * * * * * * * * * * *
AMENDING THE ZONING MAP AND APPROVING A PLANNED DEVELOPMENT ZONING
DISTRICT WITH A RELATED STAGE 1 DEVELOPMENT PLAN FOR THE WHOLE PROJECT
SITE AND STAGE 2 DEVELOPMENT PLAN FOR PHASE 1A
OF THE KAISER DUBLIN MEDICAL CENTER PROJECT
PA 08-50 and PLPA 2016-00007
(APNs 985-0061-005-00 and 985-0027-009-02)
The Dublin City Council does ordain as follows:
SECTION 1: Findings
A. Pursuant to Section 8.32.070 of the Dublin Municipal Code, the City Council finds as follows.
1. The Kaiser Dublin Medical Center Project (“the Project”) PD-Planned Development
zoning meets the purpose and intent of Chapter 8.32 in that it provides a comprehensive
development plan that creates a desirable use of land that is sensitive to surrounding
land uses by virtue of the layout and design of the site plan.
2. Development of Kaiser Dublin Medical Center Project under the PD-Planned
Development zoning will be harmonious and compatible with existing and future
development in the surrounding area in that the site will provide new retail, restaurant,
and personal services to residents in an area that has similar uses nearby and is also
adjacent to existing and future workplaces and residential neighborhoods.
B. Pursuant to Sections 8.120.050.A and B of the Dublin Municipal Code, the City Council finds
as follows.
1. The PD-Planned Development zoning for Kaiser Dublin Medical Center Project will be
harmonious and compatible with existing and potential development in the surrounding
area in that the proposed Site Plan has taken into account sensitive adjacencies and will
provide a wide range of amenities to the surrounding neighborhoods.
2. The project site conditions were documented in the Environmental Impact Report
(EIR) that has been prepared, and the environmental impacts that have been identified
will be mitigated to the greatest degree possible. There are no site challenges that were
identified in the EIR that will present an impediment to utilization of the site for the
intended purposes. There are no major physical or topographic constraints and thus the
site is physically suitable for the type and intensity of the retail commercial center
approved through the PD zoning.
3. The PD-Planned Development zoning will not adversely affect the health or safety of
persons residing or working in the vicinity, or be detrimental to the public health, safety
and welfare in that the project will comply with all applicable developm ent regulations and
standards and will implement all adopted mitigation measures.
2
4. The PD-Planned Development zoning is consistent with and in conformance with the
Dublin General Plan, as amended, in that the proposed use as a medical campus and
adjacent commercial shopping center is consistent with the proposed Medical Campus
and Medical Campus/Commercial land use designations for the site.
C. Pursuant to the California Environmental Quality Act, the City Council adopted a Final EIR
via Resolution 153-16 on September 20, 2016, prior to approving the Project.
SECTION 2:
Pursuant to Chapter 8.32, Title 8 of the City of Dublin Municipal Code the City of Dublin Zoning
Map is amended to rezone the property described below to a Planned Development Zo ning
District:
58 acres south of Dublin Blvd. between Grafton Station and Fallon Gateway. Interstate
580 forms the southern boundary of the site. (Assessor Parcel Numbers 985 -0061-005-
00 and 985-0027-009-02) (“the Property”).
A map of the rezoning area with a related Stage 1 Development Plan is shown below (entire
project site and outlined in red):
A map of the rezoning area with a related Stage 2 Development Plan for Phase 1A only is
shown below:
3
SECTION 3.
The regulations for the use, development, improvement, and maintenance of the Property are
set forth in the following Stage 1 Development Plan for the entire 58 acre Project area, which is
hereby approved. Any amendments to the Stage 1 Development Plan shall be in accordance
with section 8.32.080 of the Dublin Municipal Code or its successors.
Stage 1 and Stage 2 Development Plan for the Kaiser Dublin Medical Center Project
This is a Stage 1 and Stage 2 Development Plan pursuant to Chapter 8.32 of the Dublin Zoning
Ordinance. This Development Plan meets all the requirements for both a Stage 1 and Stage 2
Development Plan and is adopted as part of the PD-Planned Development rezoning for the
Kaiser Dublin Medical Center Project, PA 08-50 and PLPA-2016-00007.
The PD-Planned Development District and this Stage 1/Stage 2 Development Plan provides
flexibility to encourage innovative development while ensuring that the goals, policies, and
action programs of the General Plan and provisions of Chapter 8.32 of the Zoning Ordinance
are satisfied.
The following Stage 1 Development Plan applies to the entire 58 -acre project site and the
Zoning District for the project site is PD-Planned Development (PA 08-050).
1. Statement of Permitted Uses.
Permitted Uses (as defined by the Zoning Ordinance) for the Medical Campus (identified
as Phases 1A, 2, and 3):
Health Services/Clinics—including, without limitation, a comprehensive range of
outpatient primary and specialty care services, urgent care, radiation/oncology
4
services, outpatient surgery, diagnostic services including radiology and telemedicine,
women’s services, inpatient care, including diagnostic and treatment services,
surgical services and emergency care, and supporting ancillary health care services
such as optical, pharmacy, laboratory, education and training
Medical Offices and Medical Office Buildings
High-Acuity Medical Centers/Hospitals (including full service High-Acuity Medical
Centers/Hospitals with 24-hour operations)
Central Utility Plants, including renewable energy facilities, and ancillary structures to
serve the project site
Parking Structures ancillary to medical uses
Skilled Nursing, Assisted Living, or Licensed Care Facilities
Day Care Facilities
Permitted Uses (as defined by the Zoning Ordinance) for the Commercial parcel
(identified as Phase 1B):
Hotel or resort
Eating and drinking establishments1
Entertainment (including movie theater, performance venue, or similar)
Automotive sales (outdoor display/storage area limited to 10% of the subject parcel)
The following retail uses:
o Home Furnishings
o Clothing/Fashion
o Office Supplies
o Home Appliance/Electronics
o Hardware
o Jewelry
o Bookstore
o Sporting Goods
o Grocery2
o Other retail establishments determined by the Community Development Director to
be similar (in terms of City revenue generation and use type) to the foregoing3
Conditionally Permitted Uses for the Commercial parcel (identified as Phase 1B)
Membership-based warehouse retail store4
Professional and Administrative Offices
Research and Development
Automotive sales (outdoor display/storage area more than 10% of the subject parcel)
Fitness/Health Club2
Notes:
1. Up to a maximum of 20% of the total building square footage on the commercial parcel. Drive -through
or traditional fast-food chain restaurants shall not be permitted.
2. Up to a maximum of 30% of the total building square footage on the commercial parcel
3. Tobacco Retail uses shall not be permitted.
4. CUP analysis will require a trip generation assessment/site plan review and potentially a supplemental
analysis to determine if the use generates traffic more than what was assumed in the EIR
5
2. Stage 1 Site Plan.
3. Site area, proposed densities, and development regulations.
Maximum Building Height: 90 feet
Signage Pursuant to an approved Master Sign Program
Minimum Lot Size None
Maximum lot coverage None
Maximum Building Area 1.2 million square feet
Maximum Floor Area
Ratio
.80
Parking Stall Dimensions
Standards
Per Chapter 8.76 Off-Street Parking And Loading Regulations of
the Dublin Zoning Ordinance
Minimum Setbacks None
Parking Spaces Required: Per Chapter 8.76 Off-Street Parking And Loading Regulations of
the Dublin Zoning Ordinance
4. Phasing Plan.
Building/Use Size (SF) Estimated
construction
timeframe
Phase 1A “The Hub” medical office building 220,000 2016-2020
6
Phase 1B Commercial parcel 250,000 2016-2020
Phase 2 High-Acuity Medical Services building
(possibly a hospital)
400,000 2025-2035
Phase 2 Energy Center 50,000 2025-2035
Phase 3 2nd Medical Office Building 280,000 2035-2040
Phase 3 Parking Structure 2035-2040
Total Project Size 1,200,000 SF
5. Concept Landscape Plan. The landscape design concept is being established with the
detailed designs for Phase 1A, which are included in the Project Plans associated with
the Phase 1A SDR application. The same plant palette and design vocabulary approved
for Phase 1A shall continue through the remainder of the project site.
6. Consistency with General Plan and any applicable Specific Plan. The proposed
project is consistent with the General Plan and Eastern Dublin Specific Plan (as
amended).
7. Inclusionary Zoning Regulations. The Inclusionary Zoning Regulations do not regulate
non-residential projects, so therefore this is not applicable.
8. Aerial Photo. An aerial photo is on file with the Community Development Department.
The following Stage 2 Development Plan applies to Phase 1A only. The Zoning District for the
project site is PD-Planned Development (PLPA-2016-00007).
1. Statement of Compatibility with Stage 1 Development Plan. The Phase 1A portion of
the Kaiser Dublin Medical Center Project is wholly consistent with the Stage 1
Development Plan.
2. Statement of Permitted Uses. Same as Stage 1 Development Plan.
3. Stage 2 Site Plan
7
4. Site area, proposed densities
a. Gross area: 22.2 acres
b. Net area: 22.1 acres
5. Development Regulations
Maximum Building Height: 60 feet
Signage Pursuant to an approved Master Sign Program
Minimum Lot Size None
Maximum lot coverage None
Maximum Building Area 220,000 square feet
Maximum Floor Area
Ratio
.80
Parking Stall Dimensions
Standards
Per Chapter 8.76 Off-Street Parking And Loading Regulations of
the Dublin Zoning Ordinance
Minimum Setbacks None
Parking Spaces Required: Per Chapter 8.76 Off-Street Parking And Loading Regulations of
the Dublin Zoning Ordinance
6. Architectural Standards. The conceptual architectural design of the project shall reflect
the following standards as illustrated in the Project Plans. The architectural design shall:
Employ a variety of materials, textures and colors to provide visual interest in the
project and to complement its surroundings.
Use diversity of colors and textures in the building finishes to provide a varied and
interesting base form for the buildings.
Incorporate features such as different wall planes, heights, wall textures, roof e lements,
storefront designs, awnings, canopies, trellises, base treatments, signs, light fixtures
and landscaping to contribute layers of detail at the pedestrian level.
Provide functional outdoor plazas where people will gather and socialize, with
landscaping, outdoor seating, enhanced paving treatment, and other features to
provide an appropriate urban scale for the center.
8
7. Preliminary Landscaping Plan.
8. Compliance with adopted Mitigation Measures. The Applicant/Developer shall comply
with all applicable action programs and mitigation measures of the Eastern Dublin
Specific Plan and General Plan Amendment EIR and the Kaiser Dublin Medical Center
Project EIR.
SECTION 4.
The City Clerk of the City of Dublin shall cause this Ordinance to be po sted 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.
SECTION 5.
This ordinance shall take effect and be enforced thirty (30) days from and after its passage.
PASSED AND ADOPTED BY the City Council of the City of Dublin, on this _________
day of _____________ 2016, by the following votes:
AYES:
NOES:
ABSENT:
ABSTAIN:
_____________________________
Mayor
ATTEST:
_____________________________
City Clerk
ORDINANCE NO. XX - 16
AN ORDINANCE OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
* * * * * * * * * * * * * * * * * * * * * * * * * * * * *
APPROVING A DEVELOPMENT AGREEMENT BETWEEN THE CITY OF DUBLIN AND
KAISER FOUNDATION HOSPITALS RELATED TO THE
KAISER DUBLIN MEDICAL CENTER PROJECT
PA 08-50 and PLPA 2016-00007
(APNs 985-0061-005-00 and 985-0027-009-02)
WHEREAS, THE CITY COUNCIL OF THE CITY OF DUBLIN DOES HEREBY ORDAIN
AS FOLLOWS:
Section 1. RECITALS
A. A request has been made by Kaiser Foundation Hospitals (“Applicant”) to enter
into a Development Agreement with the City of Dublin for the property known as the Kaiser site,
which includes properties identified by Assessor Parcel Numbers 985-0061-005-00 and 985-
0027-009-02, an approximately 58 acre site; and
B. The Applicant, Kaiser Foundation Hospitals, submitted a Planning Application for,
and is proposing to obtain approvals for, the Kaiser Dublin Medical Center project, which is
comprised of 950,000 square feet of medical campus uses in three main buildings, 250,000
square feet of commercial uses, a parking structure, and associated site, roadway frontage, and
landscape improvements. Requested land use approvals include a General Plan Amendment
and Eastern Dublin Specific Plan to create two new land use districts, Planned Development
Rezoning (Stage 1 and Stage 2), and Site Development Review for Phase 1A (a 220,000
square foot medical office building), a request for a Development Agreement , and certification of
a Final Environmental Impact Report, among other related actions. These planning and
implementing actions are collectively known as the “Kaiser Dublin Medical Center Project” or the
“Project”; and
C. The project is the subject of an Environmental Impact Report (EIR), State
Clearinghouse number 2015012018. On August 23, 2016, the Planning Commission approved
Resolution No. 16-16, recommending that the City Council certify the Kaiser Dublin Medical
Center Final EIR and adopt CEQA findings, a Statement of Overriding Considerations, and
Mitigation Monitoring and Reporting Program for the Project. The Development Agreement was
part of the Project analyzed in the EIR and the impacts of the activities under the Developme nt
Agreement were analyzed in the EIR; and
D. The Applicant has applied for a Development Agreement which will vest the
Project Approvals.
E. The Planning Commission held a public hearing on the proposed Development
Agreement on August 23, 2016, for which public notice was given by law; and
F. The Planning Commission made its recommendation to the City Council for
approval of the Development Agreement by Resolution.
2
G. A public hearing on the proposed Development Agreement was held before the
City Council on September 20, 2016 for which public notice was given as provided by law.
H. The City Council has considered the recommendation of the Planning
Commission, including the Planning Commission’s reasons for its recommendation, the Agenda
Statement, all comments received in writing, and all testimony received at the public hearing.
Section 2. FINDINGS AND DETERMINATIONS
Therefore, on the basis of: (a) the foregoing Recitals which are incorporated herein, (b)
the City of Dublin General Plan; (c) the Eastern Dublin Specific Plan, (d) the Kaiser Dublin
Medical Center Project EIR; (e) the Staff Report; (f) information in the entire record of
proceeding for the Project, and on the basis of the specific conclusions set forth below, the City
Council finds and determines that:
1. The Development Agreement is consistent with the objectives, policies, general
land uses and programs specified and contained in the City’s General Pl an, and in the Eastern
Dublin Specific Plan in that: (a) the Development Agreement incorporates the objectives
policies, general land uses and programs in the General Plan and Specific Plan and does not
amend or modify them; and (b) the project is consistent with the fiscal policies of the General
Plan and Specific Plan with respect to the provision of infrastructure and public services.
2. The Development Agreement is compatible with the uses authorized in, and the
regulations prescribed for, the land use districts in which the real property is located because the
Development Agreement does not amend the uses or regulations in the applicable land use
district.
3. The Development Agreement is in conformity with public convenience, general
welfare, and good land use policies in that the Developer’s project will implement land use
guidelines set forth in the Eastern Dublin Specific Plan and the General Plan as articulated in
Resolution No. 151-16, amending the General Plan and the Eastern Dublin Specific Plan,
adopted by the City Council on September 20, 2016.
4. The Development Agreement will not be detrimental to the health, safety , and
general welfare in that the Developer’s proposed project will proceed in accordance with all the
programs and policies of the General Plan, Eastern Dublin Specific Plan, and future Project
Approvals and any Conditions of Approval.
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, the Eastern Dublin Specific Plan, and future Project Approvals.
6. The Development Agreement specifies the duration of the agreement, the
permitted uses of the property, and the obligations of the Applicant. The Development
Agreement contains an indemnity and insurance clause requiring the developer to indemnify
and hold the City harmless against claims arising out of the development process, including all
legal fees and costs.
3
Section 3. APPROVAL
The City Council hereby approves the Development Agreement (Exhibit A to the
Ordinance) and authorizes the City Manager to execute it.
Section 4. RECORDATION
Within ten (10) days after the Development Agreement is fully executed by all parties, the
City Clerk shall submit the Agreement to the County Recorder for recordation.
Section 5. EFFECTIVE DATE AND POSTING OF ORDINANCE
This Ordinance shall take effect and be in force thirty (30) days from and after the date of
its passage. The City Clerk of the City of Dublin shall cause the Ordinance to be posted in at
least three (3) public places in the City of Dublin in accordance with Section 36933 of the
Government Code of the State of California.
PASSED AND ADOPTED BY the City Council of the City of Dublin, on this _____ day of
______, 2016 by the following votes:
AYES:
NOES:
ABSENT:
ABSTAIN:
_____________________________________
Mayor
ATTEST:
________________________________
City Clerk
RECORDING REQUESTED BY:
CITY OF DUBLIN
W HEN RECORDED MAIL TO:
City Clerk
City of Dublin
100 Civic Plaza
Dublin, CA 94568
Fee Waived per GC 27383
Space above this line for Recorder’s use
DEVELOPMENT AGREEMENT
BETW EEN THE
CITY OF DUBLIN
AND
KAISER FOUNDATION HOSPITALS
FOR THE KAISER DUBLIN MEDICAL CENTER PROJECT
THIS DEVELOPMENT AGREEMENT (this “Agreement” or this “Development
Agreement”) is made and entered in the City of Dublin on this day of ,
2016, by and between the City of Dublin, a Municipal Corporation (hereafter “City”) and
Kaiser Foundation Hospitals, a California nonprofit public benefit corporation (hereafter
referred to as “Kaiser”) pursuant to the authority of §§ 65864 et seq. of the California
Government Code and Dublin Municipal Code, Chapter 8.56. City and Kaiser are, from
time-to-time, individually referred to in this Agreement as a “Party,” and are collectively
referred to as “Parties.”
RECITALS
A. Calif ornia Government Code §§ 65864 et seq. (“Development Agreement
Statute”) and Chapter 8.56 of the Dublin Municipal Code (hereafter “Chapter 8.56”)
authorize the City to enter into a Development 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.
B. Kaiser owns certain real property (the “Property”) consisting of
approximately 58.7 acres of land and that is more particularly described in Exhibit A
attached hereto and is incorporated herein by reference.
C. Kaiser has applied for, and City has approved or is processing, various
land use approvals in connection with the development of the Project, including, without
limitation, a General Plan Amendment (Resolution No. adopted on , 2016), an
Eastern Dublin Specific Plan Amendment (Resolution No. adopted on , 2016), a
Stage 1 Planned Development Zoning and Development Plan (Ord. No. adopted by
the City Council on _, 2016); a Stage 2 Planned Development Rezoning and
Development Plan for Medical Center Phase 1A (Ord. No. adopted by the City
Council on , 2016), Site Development Review (SDR) approval for Phase 1A
(Resolution No. adopted on , 2016), and the DA Approving Ordinance
(def ined below), which collectively are referred to herein as the “Existing Project
Approvals” and together with any Subsequent Project Approvals defined below are
referred to herein as the “Project Approvals.”
D. On , 2016, the City Council again considered and approved the
DA Approving Ordinance and the other ordinances described above.
E. Development of the Property as currently anticipated by Kaiser will be
subject to other future discretionary and non-discretionary City approvals and permits
(collectively, the “Subsequent Project Approvals”) including Stage 2 Planned
Development Plans, a vesting tentative parcel map (an application for which was
submitted to the City by Kaiser on July 28, 2016), and site development review
approvals, which if granted by the City in accordance with this Agreement, shall
automatically become part of the Project Approvals, except as otherwise specified
herein.
Page 2
F. City desires the timely, efficient, orderly and proper development of the
Project.
G. The City Council has found that, among other things, this Development
Agreement is consistent with its General Plan and the Eastern Dublin Specific Plan
(“Specific Plan”), as both have been amended by the Project Approvals, and has been
reviewed and evaluated in accordance with the Development Agreement Statute and
Chapter 8.56.
H. City and Kaiser 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. City has undertaken, pursuant to the California Environmental Quality Act
(Public Resources Code Section 21000 et seq., hereinafter “CEQA”), the required
analysis of the environmental effects that would be caused by the Project and has
determined those feasible mitigation measures which will eliminate, or reduce to an
acceptable level, the adverse environmental impacts of the Project. The environmental
effects of the proposed development of the Property were analyzed by the Final
Environmental Impact Report (the “FEIR”) certified by City on , 20 .
City has also adopted a mitigation monitoring and reporting program (the “MMRP”) to
ensure that those mitigation measures incorporated as part of, or imposed on, the
Project are enforced and completed. Those mitigation measures for which Kaiser is
responsible are incorporated into, and required by, the Project Approvals.
J. The City is aware that the State of California, through its Office of
Statewide Health, Planning and Development, regulates health, safety and internal
design aspects of hospitals and related facilities for public health and safety.
K. On , 2016, the City Council of the City of Dublin adopted
Ordinance No. approving this Development Agreement (“the DA Approving
Ordinance”). The DA Approving Ordinance took effect on (“the
Effective Date”).
NOW , THEREFORE, with reference to the foregoing recitals and in consideration
of the mutual promises, obligations and covenants herein contained, City and Kaiser
agree as follows:
AGREEMENT
1. Description of Property. The Property that is the subject of this
Agreement is described in Exhibit A attached hereto (“Property”).
2. Interest of Kaiser. Kaiser has a legal interest in the Property in that it is
the owner of the Property.
3. Relationship of City and Kaiser. It is understood that this Agreement is a
contract that has been negotiated and voluntarily entered into by the City and Kaiser
Page 3
and that Kaiser is not an agent of the City. The City and Kaiser hereby renounce the
existence of any f orm 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 Kaiser joint venturers or partners.
4. Effective Date and Term
4.1 Eff ective Date. The effective date of this Agreement (“Effective
Date”) is (as defined in Recital K).
4.2 Term. The term of this Agreement shall commence on the Effective
Date and shall continue for twenty-five (25) years thereafter, unless said term is
otherwise extended or terminated as provided in this Agreement. In the event that any
third-party lawsuit is f iled challenging the City’s issuance of the Project Approvals or its
compliance with CEQA, the term of this Agreement shall be automatically extended for
a duration equal to the time from the filing of such lawsuit to the entry of an order
dismissing or otherwise terminating such lawsuit, which duration shall include any
appeals.
4.3 Term of Project Approvals. Pursuant to the Subdivision Map Act
(Government Code § 66410 et seq.), and in particular, Government Code Section
66452.6(a), the term of any tentative or vesting tentative map, parcel map or vesting
parcel map for the Property or any Portion thereof, shall be extended automatically for
the Term of this Agreement, such that such tentative or vesting tentative maps or parcel
maps remain in effect for no less than the Term, and shall also be extended by any
other extension(s) granted under the Subdivision Map Act and/or City ordinance
consistent with the Subdivision Map Act.
5. Vested Rights/Use of the Property/Applicable Law/Processing.
5.1 Right to Develop. Kaiser 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, f rom time to time, be approved pursuant to this Agreement, and the City’s
ordinances, codes, resolutions, rules, regulations and official policies governing the
development, construction, subdivision, occupancy and use of the Project and the
Property including, without limitation, the General Plan, the Dublin Municipal Code, and
the Specific Plan, the permitted uses of the Property, density and intensity of use of the
Property and the maximum height, bulk and size of proposed buildings, and the
provisions for reservation or dedication of land for public purposes that are in force and
effect on the Effective Date of this Agreement (collectively, “Applicable Law”). In
exercising its discretion when acting upon Subsequent Project Approvals, City shall
apply the Applicable Law as the controlling body of law (within which Applicable Law
such discretion shall be exercised). Notwithstanding the foregoing or anything to the
contrary herein, any amendment to the Existing Project Approvals shall not become part
of the law Kaiser is vested into under this Agreement unless an additional amendment
of this Agreement is entered into between Kaiser and City in accordance with this
Page 4
Agreement. In the event that such amendments to the Existing Project Approvals are
sought for any distinct portion of the Property or Project (for example, for the
Commercial Parcel as defined herein), such amendments shall not require amendment
of this Agreement with respect to any other portion of the Property or Project, except to
the extent set f orth in such amendment.
5.1 Fees, Exactions, Dedications. The City shall not apply to the
Project any development impact fee that the City first enacts after the Effective Date.
Except as otherwise set forth in this Agreement, City and Kaiser agree that this
Agreement does not limit the City’s discretion to impose or require (a) payment of any
fees in connection with the issuance of any Subsequent Project Approvals for purposes
of mitigating environmental and other impacts of the Project, (b) dedication of any land,
or (c) construction of any public improvement or facilities (collectively “Exactions”),
unless the Exactions could have been imposed on the Existing Project Approvals, in
which case the City shall be prohibited from imposing them. Notwithstanding the
foregoing, the City shall be permitted to impose any Exaction on the vesting tentative
parcel map application submitted on July 28, 2016 and on a Subsequent Project
Approval that requires an amendment to the Existing Project Approvals. Nothing in this
Agreement shall limit the City’s ability to impose existing development impact fees at
rates that are increased beyond the amounts in effect on the Effective Date or limit
Kaiser’s ability to challenge any such increases under state or local law.
5.2 Construction Codes. Notwithstanding the provisions of Section 5.1
above, to the extent Applicable Law includes requirements under the state or locally
adopted building, plumbing, mechanical, electrical and fire codes (collectively the
“Codes”), the Codes included shall be those in force and effect at the time Kaiser
submits its application for the relevant building, grading, or other construction permits to
City, unless governed by the State of California as referenced in Recital J. In the event
of a conf lict between such Codes and the Project Approvals, the Project Approvals
shall, to the maximum extent allowed by law, prevail. For construction of public
inf rastructure, the Codes applicable to such construction shall be those in force and
effect at the time of execution of an improvement agreement between City and Kaiser
pursuant to Chapter 9.16 of the Dublin Municipal Code.
5.3 Rights Under Vesting Tentative Map. Notwithstanding anything to
the contrary contained herein, this Agreement shall not supersede any rights Kaiser
may obtain pursuant to City’s approval of the vesting tentative map for the Project. The
parties agree that the vesting tentative map shall confer a vested right to proceed with
development in accordance with the Project Approvals for the life of the vesting
tentative map.
5.4 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
Eff ective Date only to the extent they are not in conflict with the vested rights granted
by this Agreement, the Applicable Law, the Project Approvals or this Agreement. In
addition to any other conflicts that may occur, each of the following new or modified
Page 5
ordinances, resolutions, rules, regulations or official policies shall be considered a per
se conflict with the Applicable Law:
5.4.1 Any application or requirement of such new or modified
ordinances, resolutions, rules, regulations or official policies that would (i) cause or
impose a substantial financial burden on, or materially delay development of the
Property as otherwise contemplated by this Agreement or the Existing Project
Approvals, (ii) frustrate in a more than insignificant way the intent or purpose of the
Existing Project Approvals or preclude compliance therewith including, without
limitation, by preventing or imposing limits or controls in the rate, timing, phasing or
sequencing of development of the Project; (iii) prevent or limit the processing or
procuring of Subsequent Project Approvals; or (iv) reduce the density or intensity of use
of the Property as a whole, or otherwise requiring any reduction in the square footage
of, or total number of , proposed buildings, structures and other improvements, in a
manner that is inconsistent with or more restrictive than the limitations included in this
Agreement and the Project Approvals; and/or
5.4.2 If any of such ordinances, resolutions, rules, regulations or
official policies do not have general (City-wide) applicability.
Kaiser specif ically acknowledges that it will be subject to new or modified ordinances,
resolutions, rules, regulations or official policies that implement the Municipal Regional
Stormwater NPDES Permit issued by the Regional W ater Quality Control Board for the
San Francisco Bay Region from time to time (the “MRP”) to the extent that the permit
does not include exemptions that apply to the Project.
5.5 Moratorium Not Applicable. Notwithstanding anything to the
contrary contained herein, if a City ordinance, resolution, policy, directive, or other
measure is enacted or becomes effective, whether by action of the City or by initiative,
and if it imposes a building moratorium which affects all or any part of the Project, 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 section 8558, provided that to the extent a moratorium applies to
all or any part of the Project then the Term shall automatically be extended for a period
of time equal to the period of the moratorium.
5.6 Revised Application Fees. Notwithstanding section 5.1 above5.2
above, any existing application, processing and inspection fees that are revised during
the term of this Agreement shall apply to the Project provided that (1) such fees have
general applicability and are consistent with State law limitations that processing fees
not exceed the estimated reasonable cost of providing the service for which they are
charged; (2) the application of such fees to the Property is prospective; and (3) the
application of such fees would not prevent, impose a substantial financial burden on, or
materially delay development in accordance with this Agreement. By so agreeing,
Kaiser does not waive its rights to challenge the legality of any such application,
processing and/or inspection fees.
Page 6
5.7 New Taxes. This Agreement shall not prohibit the application of
any subsequently enacted city-wide taxes to the Project provided that (1) 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, Kaiser
does not waive its rights to challenge the legality of any such taxes, facially or as
applied to its Project or Property, or to claim exemption from any taxes to the extent
allowed by law.
5.8 Development of the Project; Phasing, Timing. Since the California
Supreme Court held in Pardee Construction Co. v. City of Camarillo (1984) 37 Cal. 3d
465, that the failure of the parties therein to provide for the timing of development
resulted in a later adopted initiative restricting the timing of development to prevail over
such parties’ agreement, it is the Parties’ intent to cure that deficiency by acknowledging
and providing that this Agreement contains no requirements that Kaiser must initiate or
complete any action, including without limitation, development of the Project within any
period of time set by City. Nothing in this Agreement is intended to create nor shall it be
construed to create any affirmative development obligations to develop the Project at all
or in any particular order or manner, or liability in Kaiser under this Agreement if the
development f ails to occur. It is the intention of this provision that Kaiser be able to
develop the Property in accordance with its own time schedules and the Project
Approvals.
5.9 Processing. Nothing in this Agreement shall be construed to limit
the authority or obligation of City to hold necessary public hearings, nor to limit the
discretion of City or any of its officers or officials with regard to those Subsequent
Project Approvals that require the exercise of discretion by City, provided that such
discretion shall be exercised consistent with the vested rights granted by this
Agreement, the Applicable Law and this Agreement.
6. Community Benefits.
6.1 Kaiser’s Obligation to Allocate Sales and Use Tax Revenue. The
Landowner shall use its best efforts to maximize the City’s allocation of sales and use
taxes associated with Project construction and operation as follows:
6.1.1 The parties understand that state law gives construction
contractors the option to allow certain use tax revenues derived from contracts of
$5,000,000 or more to be allocated to the jurisdiction in which the jobsite is located,
rather than to the countywide pool. (See California State Board of Equalization [“BOE”],
Compliance Policy and Procedures Manual, Contractors, 260.020.) In order to ensure
that such revenues accrue to the City, Kaiser will include in any construction contracts a
provision that requires qualifying general contractors and subcontractors to exercise
their option to obtain a Board of Equalization sub-permit for the jobsite and allocate all
eligible use tax payments to the City. Prior to commencement of any construction
activit y onsite, Kaiser will require that the contractor or subcontractor provide the City
with either a copy of their BOE account number and sub-permit or a statement either
Page 7
that use tax does not apply to their portion of the project or that the contractor is not
eligible for a permit and the reason why.
6.1.2 Kaiser will take commercially reasonable steps to ensure
that its purchases of tangible personal property subject to use tax or its making of
qualified leases of tangible property are completed in a manner that allocates local
taxes f rom such purchases to City.
6.2 Development of the Commercial Parcel.
6.2.1 Kaiser will promptly begin marketing the commercial site
(designated as “Commercial Parcel” on the Stage 1 Site Plan) (the “Commercial
Parcel”) f or sale to a buyer intending to develop the Commercial Parcel in a manner
consistent with the uses approved for the Commercial Parcel in the Stage 1
Development Plan. Kaiser shall have an obligation to attempt in good faith to sell the
Commercial Parcel to a reputable developer on reasonable commercial terms,
consistent with the then-current values in the real estate market. The parties recognize
that values will vary depending on the specific development the buyer intends to pursue
on the Commercial Parcel, and that nothing herein obligates Kaiser to establish a
certain sale price for the Commercial Parcel.
6.2.2 In furtherance of its obligation to actively and diligently
market the Commercial Parcel, Kaiser shall engage a commercial real estate broker
that specializes in marketing retail sites, update the City Manager and Economic
Development Director on a monthly basis on the status of its efforts, and update the City
as part of its annual review. The City agrees to assist and cooperate with Kaiser with its
efforts to market the site. City recognizes that aside from simple use categories or
considerations, Kaiser’s decision to sell to a particular buyer that will be a long term
neighbor to its investment in the Project will necessarily consider numerous variables
other than use or price.
6.2.3 Notwithstanding the Term set forth in Section 4, the
Agreement shall terminate upon Kaiser submitting to the applicable tax authority a
Claim f or W elfare Exemption (“Claim for Exemption”) for any development on the
Property, unless Kaiser has completed the sale of the Commercial Parcel consistent
with the requirements of this Section 6.2.
(a) Notwithstanding the foregoing, Kaiser may elect to
continue the Term beyond the termination arising from the filing of the Claim for
Exemption (a “Continuation Period”) by making a payment of Two-Hundred Thousand
Dollars ($200,000), adjusted based on the change between the then-most recently
published the CPI-U index for the SF Bay Area and the same index most recently
published on the Eff ective Date (“Annual Pa yment”) for each one-year period it desires
to continue the Term beyond the submittal of the Claim for Exemption. Thereafter,
Kaiser may continue the Term by making an Annual Payment for each one-year
Continuation Period it desires to continue the Term. The Annual Payments shall be
made, as the case may be, prior to the submission of the Claim for Exemption or the
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end of the Continuation Period. If, at the time a Claim for Exemption is filed, Kaiser has
entered an agreement for the sale of the Commercial Parcel to a qualified purchaser,
Kaiser may elect to extend the Term beyond the termination date by making a payment
of Fif ty Thousand Dollars, adjusted based on the change between the then-most
recently published the CPI-U index for the SF Bay Area and the same index most
recently published on the Effective Date, for each three-month period it desires to
continue the Term beyond the submittal of the Claim for Exemption, not to exceed one
year.
(b) If Kaiser sells the Commercial Parcel consistent with
the requirements of this Section 6.2 at any point prior to submitting the Claim for
Exemption or during any Continuation Period, the Term for the remainder of the
Property shall be as set forth Section 4.
7. Amendment or Cancellation.
7.1 Modification Because of Conflict with State or Federal Laws. The
Project and Property shall be subject to state and federal laws and regulations and this
Agreement does not create any vested right in state and federal laws and regulations in
effect on the Effective Date. 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 subject to approval by
the City Council (in accordance with Chapter 8.56). Each Party agrees to extend to the
other its prompt and reasonable cooperation in so modifying this Agreement or
approved plans.
7.2 Amendment by Mutual Consent. This Agreement may be amended
in writing f rom time to time by mutual consent of the parties hereto and in accordance
with the procedures of State law and Chapter 8.56. W hen a Party seeking such an
amendment owns or has an equitable right to only a portion of the whole of the Property
(“Portion”), then such Party may only seek amendment of this Agreement as directly
relates to the Portion, and the Party owning any other Portion shall not be required or
entitled to be a signatory or to consent to an amendment that affects only the other
Party’s Portion. If any Portion of the Property is subject to a document which creates an
association which oversees common areas and any construction or reconstruction on or
of the same, then the association shall be deemed to be the “owner” of that Portion of
the Property for the purpose of amending this Agreement.
7.3 Major Amendments. Any amendments to this Agreement which
relate to (a) the Term; (b) the permitted uses of the Property as provided in paragraph
5.1; (c) provisions for “significant” reservation or dedication of land; (d) conditions,
terms, restrictions or requirements for subsequent discretionary actions; (e) an increase
in the density or intensity of use of the overall Project; (f) the maximum height or size of
proposed buildings; or (g) monetary contributions by Kaiser as provided in this
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Agreement, shall be deemed a “Major Amendment” and shall require notice or public
hearing before the Planning Commission and the City Council before the parties may
execute an amendment hereto. The City’s Public W orks Director shall determine
whether a reservation or dedication is “significant” in the context of the overall Project.
7.4 Minor Amendments. Any amendment that is not a Major
Amendment shall be deemed a “Minor Amendment” and shall not, except to the extent
otherwise required by law, require notice or public hearing before the parties may
execute an amendment hereto. The City Manager or his or her designee shall have the
authority to determine if an amendment is a Major Amendment subject to Section 7.3
above or a Minor Amendment subject to this Section 7.4. The City Manager shall have
the authority to review and approve amendments to this Agreement provided that such
amendments are not Major Amendments.
7.5 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 f ees paid pursuant to this Agreement prior to the date of cancellation
shall be retained by the City.
8. Annual Review .
8.1 Review Date. The annual review date for this Agreement shall be
between July 15 and August 15, 2017 and thereafter between each July 15 and August
15 during the Term.
8.2 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 Kaiser thirty (30) days’ written notice that the City intends to undertake such
review. Kaiser shall provide evidence to the Community Development Director prior to
the hearing 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 Agreement. The burden of proof by substantial evidence of
compliance is upon Kaiser.
8.3 Staff Reports. To the extent practical, the City shall deposit in the
mail to Kaiser a copy of all staff reports, and related exhibits concerning contract
perf ormance at least five (5) days prior to any public hearing addressing annual review.
8.4 Costs. Costs reasonably incurred by the City in connection with the
annual review shall be paid by Kaiser in accordance with the City’s schedule of fees in
effect at the time of review.
9. Default.
9.1 Remedies Available. Upon the occurrence of an event of default,
the parties may pursue all remedies at law or in equity which are not otherwise provided
for in this Agreement or in the City’s regulations governing development agreements,
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expressly including, but not limited to, the remedy of specific performance of this
Agreement.
9.2 Notice and Cure. 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 ref rain 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.
9.3 No Damages against City. Notwithstanding anything to the
contrary contained herein, in no event shall damages be awarded against the City upon
an event of default or upon termination of this Agreement.
9.4 Commercial Parcel. In no event shall Kaiser’s failure to complete a
sale of the Commercial Parcel, after diligent and good faith efforts in accordance with
Section 6 of this Agreement, be deemed a default subject to this Section 9. Should
Kaiser partially assign this Agreement as to any portion of the Property, the City shall
not deem a default by Kaiser or its assignee a default by the other.
10. 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,
(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, identif ying the amendments, and (c) to the knowledge of the certifying party,
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. The City Manager of the City shall be
authorized to execute any certificate requested by Kaiser. 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.
11. Mortgagee Protection; Certain Rights of Cure.
11.1 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 the foregoing, 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
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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.
11.2 Mortgagee Not Obligated. Notwithstanding the provisions of
Section 11.1 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
improvements, or to guarantee such construction or completion, or to pay, perform or
provide any fee, dedication, improvements or other exaction or imposition; provided,
however, 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.
11.3 Notice of Default to Mortgagee and Extension of Right to Cure. If
the City receives notice from a Mortgagee requesting a copy of any notice of default
given Kaiser hereunder and specifying the address for service thereof, then the City
shall deliver to such Mortgagee, concurrently with service thereon to Kaiser, any notice
given to Kaiser with respect to any claim by the City that Kaiser has committed an event
of def ault. Each Mortgagee shall have the right during the same period available to
Kaiser to cure or remedy, or to commence to cure or remedy, the event of default
claimed set forth in the City’s notice. The City, through its City Manager, may extend
the thirty-day cure period provided in paragraph 12.2 for not more than an additional
sixty (60) days upon request of Kaiser or a Mortgagee.
12. Severabilit y. 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.
13. Attorne ys’ Fees and Costs.
13.1 Prevailing Party. If the City or Kaiser 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.
13.2 Third Party Challenge. 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. Kaiser shall bear its own costs of defense as a real party in interest in any
such action, and shall reimburse the City for all reasonable court costs and attorneys’
fees expended by the City in defense of any such action or other proceeding.
14. Transfers and Assignments.
14.1 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,
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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 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.
14.2 Right to Assign. Kaiser may wish to sell, transfer or assign all or
portions of its Property to other developers (each such other developer is referred to as
a “Transferee”). In connection with any such sale, transfer or assignment to a
Transferee, Kaiser may sell, transfer or assign to such Transferee any or all rights,
interests and obligations of Kaiser arising hereunder and that pertain to the portion of
the Property being sold or transferred, to such Transferee, provided, however, that:
except as provided herein, no such transfer, sale or assignment of Kaiser’s rights,
interests and obligations hereunder shall occur without prior written notice to City and
approval by the City Manager, which approval shall not be unreasonably withheld or
delayed.
14.3 Approval and Notice of Sale, Transfer or Assignment. The City
Manager shall consider and decide on any transfer, sale or assignment within ten (10)
days af ter Kaiser’s notice, provided all necessary documents, certifications and other
information are provided to the City Manager to enable the City Manager to determine
whether the proposed Transferee can perform Kaiser’s obligations hereunder. Notice of
any such approved sale, transfer or assignment (which includes a description of all
rights, interests and obligations that have been transferred and those which have been
retained by Kaiser) shall be recorded in the official records of Alameda County, in a
form acceptable to the City Manager, concurrently with such sale, transfer or
assignment.
14.4 Considerations for Approval of Sale, Transfer or Assignment. In
considering the request, the City Manager shall base the decision upon the proposed
assignee's reputation, experience, financial resources and access to credit and
capability to successfully carry out the development of the Property to completion. The
City Manager's approval shall be for the purposes of: a) providing notice to City; b)
assuring that all obligations of Kaiser are allocated as between Kaiser and the proposed
purchaser, transferee or assignee as provided by this Agreement; and c) assuring City
that the proposed purchaser, transferee or assignee is financially capable of performing
Kaiser's obligations hereunder not withheld by Kaiser. Notwithstanding the foregoing,
the City Manager’s approval shall not be required for (i) an assignment in conjunction
with a sale of the Commercial Parcel consistent with Section 6.2 above, provided that
Kaiser shall provide notice of the sale to the City, or (ii) an assignment to an entity or
entities controlling Kaiser, controlled by Kaiser, or under common control with Kaiser,
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provided that Kaiser owns and controls no less than fifty percent (50%) of such
successor entity.
14.5 Release upon Transfer. Upon the transfer, sale, or assignment of
all of Kaiser’s rights, interests and obligations hereunder pursuant to Section 14.2 of this
Agreement, Kaiser 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 Manager approval of such transfer, sale, or assignment; provided, however, that if
any transf eree, purchaser, or assignee approved by the City Manager expressly
assumes all of the rights, interests and obligations of Kaiser under this Agreement,
Kaiser shall be released with respect to all such rights, interests and assumed
obligations. Notwithstanding the foregoing, such release shall be automatic with
respect to a sale of the Commercial Parcel upon Kaiser’s provision of notice to the City
Manager pursuant to Section 14.4. 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.
14.6 Kaiser’s Right to Retain Specified Rights or Obligations. Kaiser may
withhold f rom a sale, transfer or assignment of this Agreement or any portion of the
Property transferred, certain rights, interests and/or obligations which Kaiser wishes to
retain, provided that Kaiser specifies such rights, interests and/or obligations in a written
document to be appended to this Agreement and recorded with the Alameda County
Recorder prior to the sale, transfer or assignment of the Property. Kaiser’s purchaser,
transf eree or assignee shall then have no interest or obligations for such rights,
interests and obligations and this Agreement shall remain applicable to Kaiser with
respect to such retained rights, interests and/or obligations.
14.7 Omitted.
15. Bankruptcy. The obligations of this Agreement shall not be dischargeable
in bankruptcy.
16. Indemnification. Kaiser agrees to indemnify, defend and hold harmless
the 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 which may arise directly
or indirectly as a result of any actions or inactions by Kaiser, or any actions or inactions
of Kaiser’s contractors, subcontractors, agents, or employees in connection with the
construction, improvement, operation, or maintenance of the Project, provided that
Kaiser shall have no indemnification obligation with respect to negligence or wrongful
conduct of the 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). If City is named as a party to any legal
action, City shall cooperate with Kaiser, shall appear in such action and shall not
unreasonably withhold approval of a settlement otherwise acceptable to Kaiser.
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17. Insurance.
17.1 Commercial General Liability Insurance. During the term of this
Agreement, Kaiser shall maintain in effect a policy of commercial general liability
insurance with a per-occurrence combined single limit of not less than one million
dollars ($1,000,000.00). The policy so maintained by Kaiser shall name the City as an
additional insured and shall include either a severability of interest clause or cross-
liability endorsement. City and Kaiser agree that such insurance may include alternative
risk management programs, including self-insurance or a combination of self-insurance
and insurance, provided that such alternative risk management programs provide
protection equivalent to that specified under this Agreement.
17.2 W orkers Compensation Insurance. During the term of this
Agreement Kaiser shall maintain W orker’s Compensation insurance for all persons
employed by Kaiser for work at the Project site. Kaiser shall require each contractor
and subcontractor similarly to provide W orker’s Compensation insurance for its
respective employees. Kaiser agrees to indemnify the City for any damage resulting
f rom Kaiser’s failure to maintain any such insurance.
17.3 Evidence of Insurance. Prior to issuance of any permits for the
Project, including grading permits, Kaiser shall furnish the City satisfactory evidence of
the insurance required in Sections 17.1 and 17.2 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 unless replaced with similar coverage. The insurance
shall extend to the City, its elective and appointive boards, commissions, officers,
agents, employees and representatives and to Kaiser performing work on the Project.
18. Sew er and Water. Kaiser acknowledges that it must obtain water and
sewer permits f rom the Dublin San Ramon Services District (“DSRSD”) which is another
public agency not within the control of the City. City agrees that it shall not take any
action with DSRSD opposing Kaiser’s efforts to reserve water and sewer capacity
sufficient to serve the Project described herein.
19. Notices. All notices required or provided for under this Agreement shall be
in writing. Notices required to be given to the City shall be addressed as follows:
City Manager
City of Dublin
100 Civic Plaza
Dublin, CA 94568
Fax No. (925) 833-6651
Notices required to be given to Kaiser shall be addressed as follows:
Kaiser Health Foundation
Real Estate Department
1800 Harrison St.
Oakland, CA 94612
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W ith a copy to:
Kaiser Health Foundation
Legal Department
Attn: Christopher Alonzi
One Kaiser Plaza, 19 Bayside
Oakland, CA 94612
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. 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.
20. Agreement is Entire Understanding. This Agreement constitutes the
entire understanding and agreement of the parties.
21. Exhibits. The following document is referred to in this Agreement and is
attached hereto and incorporated herein as though set forth in full:
Exhibit A Legal Description of Property
22. Recitals. The foregoing Recitals are true and correct and are made a part
hereof.
23. Counterparts. This Agreement is executed in two (2) duplicate originals,
each of which is deemed to be an original.
24. Recordation. The City shall record a copy of this Agreement within ten
(10) days following execution by all parties.
25. No Third Party Beneficiaries. Nothing contained in this Agreement is
intended to or shall be deemed to confer upon any person, other than the Parties and
their respective permitted successors and assigns, any rights or remedies hereunder.
[Execution Page Follow s]
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IN W ITNESS W HEREOF, the parties hereto have caused this Agreement to be
executed as of the date and year first above written.
CITY OF DUBLIN
By:
Chris Foss, City Manager
Attest:
KAISER
Kaiser Foundation Hospitals, a California
nonprofit public benefit corporation
By:
Caroline Soto, City Clerk
Approved as to form
John Bakker, City Attorney
2690303.3
(NOTARIZATION ATTACHED)
Page 17
Exhibit A
Legal Description of Property
Real property in the County of Alameda, State of California, described as follows:
[ADD]