HomeMy WebLinkAbout4.8 SCS Dublin (PLPA-2022-00005)CELEBRATING
STAFF REPORT
CITY COUNCIL
DUBLIN
CALIFORNIA
Agenda Item 4.8
DATE: December 6, 2022
TO: Honorable Mayor and City Councilmembers
FROM: Linda Smith, City Manager
SU B,ECT : SCS Dublin (PLPA-2022-00005)
Prepared by: Amy Miiion, Principal Planner
EXECUTIVE SUMMARY:
On November 15, 2022, the City Council held a public hearing to consider the SCS Dublin project,
which includes development of up to 600 residential units and up to 265,000 square feet of retail
commercial development on a 76.9-acre parcel. Requested approvals include certification of a
Final Environmental Impact Report, General Plan and Eastern Dublin Specific Plan Amendments, a
Planned Development Rezone with Stage 1 and Stage 2 Development Plans, and a Development
Agreement. The City Council certified the Final Environmental Impact Report, approved the
General Plan and Eastern Dublin Specific Plan Amendments, and introduced the Planned
Development Ordinance and Development Agreement Ordinance. The City Council is now being
asked to waive the second reading of Ordinances approving the Planned Development Rezone and
Development Agreement for the SCS Dublin project.
STAFF RECOMMENDATION:
Waive the reading and: 1) adopt the Ordinance Amending the Zoning Map and Approving a
Planned Development Zoning District with Stage 1 and Stage 2 Development Plans for the SCS
Dublin Project; and 2) adopt the Ordinance Approving a Development Agreement Between the
City of Dublin and SCS Development Company Related to the SCS Dublin Project.
FINANCIAL IMPACT:
The project is estimated to generate approximately $3.6 million in annual tax revenues to the
City's General Fund and over $41 million in one-time construction -related revenues, which
includes $39.4 million in restricted development impact fees and $1.7 million in sales and transfer
taxes to the General Fund. All costs associated with the processing of the application are paid by
the applicant.
DESCRIPTION:
Page 1 of 3
126
Background
The subject 76.2-acre property, known as the SCS Property, is located north of I-580 between
Tassajara Road and Brannigan Street and extends to the north of Gleason Drive (refer to Figure 1).
Figure 1. Location Map
On February 15, 2022, the City Council approved the Preferred Plan for the SCS Property, which
stemmed from an extensive City -led community outreach process to engage the community in
appropriate land uses for the property. The Applicant subsequently submitted an application for a
General Plan and Eastern Dublin Specific Plan Amendment, Planned Development Zoning and
Development Agreement as the first step in implementing the Preferred Plan.
On November 15, 2022, the City Council held a public hearing and adopted Resolution No. 135-22
certifying the Final Environmental Impact Report and Resolution No. 136-22 approving General
Plan and Eastern Dublin Specific Plan Amendments, and waived the first reading and introduced
Ordinances amending the zoning map and approving the Planned Development Zoning District
with the Stage 1 and Stage 2 Development Plan for the project and approving a Development
Agreement. Please refer to Attachment 4 for a complete description of the proposed project.
The City Council is being asked to hold a second reading and adopt the Ordinances. The Ordinance
amending the Zoning Map and approving a Planned Development Zoning District with Stage 1 and
Stage 2 Development Plans is included as Attachment 1 and the Ordinance approving a
Development Agreement between the City of Dublin and SCS Development Company Related to
the SCS Dublin Project is included as Attachment 2 with the Development Agreement included as
Attachment 3.
ENVIRONMENTAL DETERMINATION:
Page 2 of 3
127
On April 2, 2022, the City issued a Notice of Preparation for an Environmental Impact Report
(EIR) and held a public scoping meeting on April 13, 2022. Subsequently, a Draft EIR was
prepared for the proposed project and circulated for a 45-day public review period. The comment
period was open from July 22, 2022, to September 6, 2022. The City received eight comment
letters during the public review period. Responses were prepared for each of the comments
received by the City. The Draft EIR, comments and associated responses, and changes and
clarifications to the Draft EIR constitute the Final EIR.
On November 15, 2022, the City Council adopted Resolution No. 135-22 certifying the Final
Environmental Impact Report.
STRATEGIC PLAN INITIATIVE:
None.
NOTICING REQUIREMENTS/PUBLIC OUTREACH:
The City Council Agenda was posted.
ATTACHMENTS:
1) Ordinance Amending the Zoning Map and Approving a Planned Development Zoning District
with Stage 1 and Stage 2 Development Plans for the SCS Dublin Project
2) Ordinance Approving a Development Agreement Between the City of Dublin and SCS
Development Company Related to the SCS Dublin Project
3) Exhibit A to the Ordinance - Development Agreement
4) City Council November 15, 2022 Staff Report, without attachments
Page 3 of 3
128
Attachment I
ORDINANCE NO. XX — 22
AN ORDINANCE OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
AMENDING THE ZONING MAP AND APPROVING A PLANNED DEVELOPMENT ZONING
DISTRICT WITH STAGE 1 AND STAGE 2 DEVELOPMENT PLANS FOR THE
SCS DUBLIN PROJECT
(PLPA-2022-00005)
(APNs 985-0051-004, 985-0051-005, 985-0051-006, 985-0052-024, and 985-0052-025)
The Dublin City Council does ordain as follows:
SECTION 1. RECITALS
A. The Property Owner, SCS Development Company, is requesting a Planned Development
Rezoning with Stage 1 and Stage 2 Development Plans. The proposed Project includes
up to 500 market rate residential units and up to 100 affordable units, up to 265,000 square
feet of retail commercial development, and related infrastructure and landscape
improvements. Requested land use approvals include a General Plan Amendment and
Eastern Dublin Specific Plan Amendment, a Planned Development Rezoning with Stage 1
and Stage 2 Development Plans, and a Development Agreement, among other related
actions. These planning and implementing actions are collectively known as the "SCS
Dublin Project" or the "Project."
B. The Project site is approximately 76.2 acres generally bounded by Tassajara Road,
Gleason Drive, Brannigan Street and 1-580 (APNs 985-0051-004, 985-0051-005, 985-
0051-006, 985-0052-024, and 985-0052-025).
C. The Project site is located within Planned Development Ordinance No. 104-94, which
states that development of the property is subject to the Interim Agricultural Designation
until a Planned Development Rezone with Stage 1 and Stage 2 Development Plans is
adopted.
D. The Project site is located within the Dublin Town Center Priority Development Area (PDA),
which includes a mix of housing types including single-family detached, townhomes,
condominiums and apartments. The Town Center PDA is envisioned as a walkable area
with locally serving businesses within walking distance or a short ride from residential
neighborhoods, conveniently served by transit.
E. The California Environmental Quality Act (CEQA), together with the CEQA Guidelines and
City of Dublin CEQA Guidelines and Procedures require that certain projects be reviewed
for environmental impacts and that environmental documents be prepared.
F Pursuant to the requirements of the CEQA, the CEQA Guidelines and City of Dublin CEQA
Guidelines and Procedures, the City prepared a Draft Environmental Impact Report (EIR)
dated July 2022, and a Final EIR dated October 2022, for the proposed Project, which
reflected the City's independent judgment and analysis of the potential environmental
impacts of the Project.
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 1 of 20
129
G. The Draft EIR identified potentially significant impacts to aesthetics, air quality, biological
resources, cultural and tribal resources, geology and soils, hazards and hazardous
materials, noise, and transportation, most of which can be substantially reduced through
mitigation measures.
H. The Draft EIR was circulated for 45 days for public comment from July 22, 2022, to
September 6, 2022. Comments received on the Draft EIR were responded to in the Final
EIR dated October 2022. The Draft EIR, comments and associated responses, and
changes and clarifications to the Draft EIR constitute the Final EIR.
I. Following a public hearing on October 25, 2022, the Planning Commission adopted
Resolution No. 22-13, recommending that the City Council certify the Final EIR and adopt
required CEQA Findings, and approve amendments to the General Plan and Eastern
Dublin Specific Plan, a Planned Development Zoning District with Stage 1 and Stage 2
Development Plans, and a Development Agreement related to the SCS Dublin Project,
which Resolution is incorporated herein by reference and available for review at City Hall
during normal business hours.
J. A Staff Report dated November 15, 2022, and incorporated herein by reference, described
and analyzed the Project, including the Planned Development Zoning District with Stage 1
and 2 Development Plans, for the City Council.
K. The City Council considered the Final EIR prepared for the Project, and all above
referenced reports, recommendations, and testimony prior to taking action on the Project.
L. On November 15, 2022, the City Council adopted Resolution No. 135-22 certifying the
Final EIR and adopting CEQA Findings, a Statement of Overriding Considerations and a
Mitigation Monitoring and Reporting Program for the Project.
M. On November 15, 2022, the City Council adopted Resolution No. 136-22 approving
General Plan and Eastern Dublin Specific Plan Amendments, which Resolution is
incorporated herein by reference and available for review at City Hall during normal
business hours.
SECTION 2: FINDINGS
A. Pursuant to Section 8.32.070 of the Dublin Municipal Code, the City Council finds as
follows.
1. The SCS Dublin Project ("the Project") PD-Planned Development zoning meets the
purpose and intent of Dublin Municipal Code Chapter 8.32 in that it provides a
comprehensive development plan that will be consistent with the General Plan and
Eastern Dublin Specific Plan, as amended, and protects the integrity and character of
the area by creating a desirable use of land that is sensitive to surrounding land uses
by virtue of the layout and design of the site plan. The Project places residents and
employment uses in areas planned for such uses, which promote preservation of
sensitive environmental areas, throughout the City. The development plan focuses
commercial uses south of Dublin Boulevard adjacent to 1-580 and provides for a
variety of housing opportunities north of Dublin Boulevard adjacent to existing
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 2 of 20
130
residential neighborhoods. As a result, the development plan creates a more
desirable use of the land, a more coherent and coordinated development, and a better
physical environment than would otherwise be possible under a single zoning district
or combination of zoning districts.
2. Development of the 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 a mix of housing types including single-family
detached homes, townhomes and apartments as well as a variety of neighborhood
and regional -serving commercial uses. The Project site is in an area that has similar
uses nearby including residential uses to the west, north and east, commercial to the
east and west, and a large public park to the west.
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 the 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 adjacent land uses and will provide a wide
range of amenities to and for the community within the development and the
surrounding neighborhoods.
2. The Project site conditions were documented in the 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, which
could not be mitigated, 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 commercial areas and
residential uses 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 development
regulations and standards and will implement all adopted mitigation measures.
4. The PD-Planned Development zoning is consistent with and in conformance with the
Dublin General Plan and Eastern Dublin Specific Plan, as amended, in that the
proposed uses of residential and commercial retail are consistent with the proposed
residential and mixed -use land use designations for the site.
C. Pursuant to the CEQA, the City Council certified a Final EIR on November 15, 2022, prior
to approving the Project.
SECTION 3: ZONING MAP AMENDMENT
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 Zoning
District and supersedes the previously adopted zoning (Resolution No. 104-94):
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 3 of 20
131
76.2 acres bounded by Tassajara Road on the west, by Brannigan Street on the east, by
1-580 on the south, and by a line approximately 150 feet north of Gleason Drive, primarily
composed of the following Assessor's Parcel Numbers: 985-52-24, 985-52-25 985-51-4,
and 985-51-6 (the "Property")
A map of the rezoning area is shown below:
SECTION 4. APPROVAL OF STAGE 1 AND STAGE 2 DEVELOPMENT PLAN
The regulations for the use, development, improvement, and maintenance of the Property are
set forth in the following Stage 1 and Stage 2 Development Plan for the entire 76.2-acre Project
area, which is hereby approved. Any amendments to the Stage 1/Stage 2 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
This is a Stage 1 and Stage 2 Development Plan pursuant to Chapter 8.32 of the Dublin
Municipal Code. 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 SCS Dublin Project (PLPA-2022-00005).
The PD-Planned Development is divided into four Planning Areas (PA-1, PA-2, PA-3 and PA-4),
with PA-2 subdivided into three subareas and PA-3 divided into two subareas. A map of the
Planning Areas and subareas is shown below. The final location and configuration of PA-2a,
shall be determined by the Site Development Review Permit and Tentative Parcel Map and shall
be located north of Dublin Boulevard and south of PA-2c.
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 4 of 20
132
•
•
--
n
•o
i
PA-3b 111 PA-3b
PA-3
Tassajara Road
0
•
PA-2b PA-2b
PA-2c
PA-2�
PA-2b PA-2a
Dublin Boulevard
•
PA-1
N --
PLANNING AREA 1 (PAS
1. Statement of Uses (as defined by the Zoning Ordinance).
Permitted Uses':
1. Animal Sales and Services
2. Arcade, accessory to primary use
3. Automobile/Vehicle Brokerage
4. Banks and Financial Services
5. Billiard/Pool Hall, accessory to primary use
6. Building Materials Sales
7. Comedy Club
8. Copying and Blueprinting
9. Dance Floor
10. Eating and Drinking Establishment
11. Eating and Drinking Establishment - Specialty
12. Eating and Drinking Establishment - Take Out
13. Health Club/Fitness Center
14. Health Services/Clinics
15. Hotel/Motel
16. Laboratory
17. Massage Establishment
18. Mobile Food Truck2
19. Mobile Retail Cart3
20. Office - Professional/Administrative
21. Outdoor Sale by Established On -site Business
22. Outdoor Seating
23. Outdoor Permanent Vendor
24. Personal Services
25. Plant Nursery
26. Recording Studio
27. Recreational Facility Indoor
28. Recreational Facility Outdoor
29. Retail - General
30. Retail Kiosk4
31. Retail - Neighborhood
32. Retail - Outdoor Storage
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 5 of 20
133
33. Retail — Service
34. Service Station
35. School — Commercial
36. Theater
37. Tobacco Retailer
Conditionally Permitted Uses:
1. Animal Hospital, Veterinarian
2. Car Wash/Detailing (Zoning Administrator Approval)
3. Community Facility (Zoning Administrator Approval)
4. Nightclub
5. Repair Shop
Temporary Uses5:
1. Arts and Crafts Fair
2. Christmas Tree Sales Lot
3. Construction -Related Temporary Uses
4. Farmer's Market
5. Festival/Street Fair
6. Office — Trailer Commercial
7. Pumpkin Sales Lot
8. Outdoor Event by an Established Business
9. Outdoor Sale Not Related to On -Site Established Business
Notes:
1. A Zoning Clearance is required for those uses which are subject to a Zoning
Clearance in the Zoning Ordinance.
2. Mobile Food Truck use shall comply with the following:
a. A Site Development Review Waiver approving the location of a food truck is
required. Applications for multiple food trucks may be combined into one Site
Development Review Waiver application. The application shall include a site plan
demonstrating compliance with the following:
1. The location of a mobile food truck is limited to the parking area and shall not
be located within a pedestrian plaza or public right-of-way.
2. The area used for all mobile food truck operations, including but not limited to
customer queuing, trash, and dining, shall not impede the traffic visibility area
at any driveway or intersection, emergency access, pedestrian and vehicular
ingress or egress through the remainder of the parking, or the adjacent public
right of way.
3. The area used for all mobile food truck operations, including but not limited to
customer queuing, trash, and dining, shall not occupy more than 25 percent of
the parking area.
4. If more than one mobile food truck is on the site at one time, they shall be
located within the same vicinity, not more than 25 feet apart.
b. In addition to the Site Development Review Waiver, the following operational
standards apply:
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 6 of 20
134
1. Hours of operation are limited to 7:00 a.m. to 10:00 p.m. daily.
2. The mobile food truck must be stationary for a minimum of two (2) hours. No
trolling allowed.
3. Provision of at least one trash receptacle, one recycling receptacle and one
compost receptacle for use by patrons and in a convenient location that does
not impede pedestrian or vehicular traffic.
4. Collection and removal of all litter and debris generated within a minimum 25-
foot radius of the mobile food truck.
5. No signs other than those exhibited on or in the mobile food truck.
6. Adequate lighting must be provided to ensure customer safety and shall be
directed downwards and away from public streets and adjacent properties.
7. Maintenance of a valid business license from the City of Dublin.
8. Maintenance of a valid health permit from the Alameda County Department of
Environmental Health.
3. Mobile Retail Cart. This includes small outdoor retail carts for the sale of any type of
merchandise not constructed on a permanent foundation. The location is limited to the
plaza areas. Up to a maximum of five mobile retail carts are permitted.
4. Retail Kiosk. This is a fixed structure constructed on a permanent foundation for the
sale of any type of merchandise, including food and beverages. The location is limited
to the plaza areas and subject to approval of a Site Development Review Waiver. Up
to a maximum of five retail kiosks are permitted.
5. Subject to the Temporary Use Permit standards of the Zoning Ordinance.
2. Development Regulations.
Standard
PA 1
Minimum Lot Area
None
Minimum Lot Width/Frontage
None
Minimum Lot Depth
None
Maximum Building Height'
74 ft.
Maximum Floor Area Ratio
0.21
Maximum Building Areal° 3, 4
225,000 s.f.
Setbacks
Pursuant to Dublin Municipal Code Chapter 8.36
Development Regulations unless otherwise noted
Minimum Setback
15 ft. at Dublin Blvd., Tassajara Rd. and Brannigan St.
15 ft. at 1-580 Right -of -Way
5 ft. at Private Drives
Required Parking5
Per Dublin Municipal Code
Signage
Pursuant to an approved Master Sign Program
Notes:
1. Protective netting (including support poles) for an outdoor golf facility may extend beyond the
height limit up to a maximum height 190'.
2. Allows up to two hotels of a total of 75,000 square feet with a total maximum of 140 rooms.
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 7 of 20
135
3. Square footage for enclosed trash rooms or building electrical rooms shall not be counted
toward the maximum building area.
4. Outdoor Mobile Vendors (i.e., retail kiosks and mobile retail carts) are not included in the
maximum building area.
5. So long as they comply with the development standards in the notes above, no parking is
required for mobile food trucks, mobile retail carts, retail kiosks, and undesignated outdoor
seating located in common areas for informal seating and dining.
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 8 of 20
136
PLANNING AREA 2 (PA-2) including subareas PA-2a, PA-2b and PA-2c
1. Statement of Uses PA-2 (as defined by the Zoning Ordinance).
PA-2a Permitted Uses':
1. Multi -Family Residential2
2. Accessory Structures and Uses
3. Home Occupations
4. Accessory Dwelling Units
5. Junior Accessory Dwelling Units
6. Community Facility
7. Community Care Facility/Small
8. Community Care Facility/ Large
9. Family Day Care Home (up to 14 children)
PA-2b Permitted Uses1:
1. Multi -Family Residential
2. Accessory Structures and Uses
3. Home Occupations
4. Accessory Dwelling Units
5. Junior Accessory Dwelling Units
6. Community Care Facility/Small
7. Family Day Care Home (up to 14 children)
PA-2a and 2b Conditional Uses:
1. Bed and Breakfast
PA-2a and 2b Temporary Uses:
1. Construction -Related Temporary Uses
PA-2c Permitted Uses':
1. Multi -Family Residential3
2. Arcade, accessory use only
3. Banks and Financial Services
4. Billiard/Pool Hall, accessory use only
5. Copying and Blueprinting
6. Eating and Drinking Establishment
7. Eating and Drinking Establishment - Specialty
8. Eating and Drinking Establishment - Take Out
9. Massage Establishment
10. Mobile Retail Cart4
11. Office - Professional/Administrative
12. Outdoor Permanent Vendor
13. Outdoor Sale by Established On -site Business
14. Outdoor Seating
15. Personal Services
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 9 of 20
137
16. Recording Studio
17. Recreational Facility/Indoor
18. Recreational Facility/Outdoor
19. Retail - General
20. Retail Kiosks
21. Retail - Neighborhood
22. Retail - Service
23. Day Care Center (15+ persons)
PA-2c Conditionally Permitted Uses:
1. Animal Hospital, Veterinarian
2. Comedy Club
PA-2c Temporary Uses:
1. Arts and Crafts Fair
2. Christmas Tree Sales Lot
3. Construction -Related Temporary Uses.
4. Farmer's Market
5. Festival/Street Fair
6. Office - Trailer Commercial
7. Outdoor Event by an Established Business
8. Outdoor Sale Not Related to On -Site Established Business
9. Outdoor Skating Rink
10. Pumpkin Sales Lot
PA-2c Prohibited Uses:
1. Building Materials Sales
2. Car Wash/Detailing
3. Health Services/Clinics
4. Hotel/Motel
5. Laboratory
6. Plant Nursery
7. Repair Shop
8. Retail - Outdoor Storage
9. Service Station
10. School - Commercial
11. Tobacco Retailer
Notes:
1. A Zoning Clearance is required for those uses which are subject to a Zoning
Clearance by the Zoning Ordinance.
2. Multi -family residential limited to that developed by a non-profit entity and serves to
meet affordable housing needs or the housing needs of an underserved economic
segment of the community
3. Multi -family residential along Finnian Way is limited to above and/or behind ground
floor commercial uses.
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 10 of 20
138
4. Mobile Retail Cart. This includes small outdoor retail carts for the sale of any type of
merchandise not constructed on a permanent foundation. The location is limited to the
plaza areas. Up to a maximum of two mobile retail carts are permitted.
5. Retail Kiosk. This is a fixed structure constructed on a permanent foundation for the
sale of any type of merchandise, including food and beverages. The location is limited
to the plaza areas and subject to approval of a Site Development Review Waiver. Up
to a maximum of two retail kiosks are permitted.
6. Subject to the Temporary Use Permit standards of the Zoning Ordinance.
2. Development Regulations: Planning Area 2a (PA-2a)
Standard
PA-2a Public/Semi-Public
Minimum Lot Area
None
Minimum Lot Width/Frontage
None
Minimum Lot Depth
None
Maximum Building Height
65 ft.
5 stories
Maximum Density
50 du/ac
Setbacks
Pursuant to Dublin Municipal Code Chapter 8.36
Development Regulations unless otherwise noted
Minimum Setbacks
10 ft. at Tassajara Road,
20 ft. at Dublin Boulevard
4 ft. at Private Drives and alleys
Common Usable Open Space
200 sf/unit
Required Parking3
Per Dublin Municipal Code Chapter 8.76 Off -Street
Parking and Loading Regulations
3. Development Regulations: Planning Area 2b (PA-2b)
Standard
PA-2b Medium High Density Residential
Minimum Lot Area
None
Minimum Lot Width/Frontage
None
Minimum Lot Depth
None
Maximum Building Height
50 ft.
4 stories
Maximum Density
16.29 du/ac
Minimum Street Setbacks
20 ft. at Tassajara Road,
10 ft. at Central Parkway
10 ft. at Brannigan Street
20 ft. at Dublin Boulevard
Minimum Setbacks'
Front
Living Area
10 ft. from back of curb
20 ft. building to building
Porch/Deck
5 ft. from back of curb
10 ft. building to building
Encroachments 2
2 ft. max into required setback
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 11 of 20
139
Side
Corner Lot —Living
Area
3 ft. to back of curb
Corner Lot -
Porch/Deck
3 ft. to back of curb
Encroachments 2
2 ft. max into required setback
Rear
Building to Drive
Aisle
4 ft. first floor from back of curb
2 ft. upper floors from back of curb
Garage Door
4.5 ft. from back of curb
Encroachments 2
2 ft. max into required setback
Minimum Building Separation
Garage Door to Garage Door3
29 ft.
Building to Building (sides)
10 ft.
Encroachments 2
2 ft. max into required setback
Required Parking
Per Dublin Municipal Code Chapter 8.76 Off -
Street Parking and Loading Regulations
Notes:
1. Setbacks are measured from property line unless otherwise noted.
2. Encroachments may include window bays, chimneys, and other architectural projections.
3. Measurement is for garage doors which are across street/drive aisle from each other.
4. Development Regulations: Planning Area 2c (PA-2c)
Standard
PA 2c — Commercial
Minimum Lot Area
None
Minimum Lot Width/Frontage
None
Minimum Lot Depth
None
Maximum Building Height
55 ft.
Maximum Floor Area Ratio'
0.38
Maximum Building Areal, s, a, 5
40,000 sf of commercial uses
80,000 sf of residential uses
Setbacks
Pursuant to Dublin Municipal Code Chapter 8.36
Development Regulations unless otherwise noted
Minimum Street Setbacks
10 ft. at Tassajara Road
0 ft. at Finnian Way
5 ft. corner street side
Rear
Building to
Drive Aisle
4 ft. first floor from back of curb
2 ft. upper floors from back of curb
Garage Door
4.5 ft. from back of curb
Private Street
Encroachments
2 ft. max into required setback
Required Parking6
Per Dublin Municipal Code Chapter 8.76 Off -Street
Parking and Loading Regulations
Minimum Parking Setback
10 ft. from property line along public streets
10 ft. from property line along main entry road
Notes:
1. Floor area ratio includes commercial and residential square footage.
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 12 of 20
140
2. 80,000 sf of residential excludes parking garage.
3. Square footage for enclosed trash rooms or building electrical rooms shall not be counted
toward the maximum building area.
4 Outdoor Mobile Vendors (i.e., retail kiosks and mobile retail carts) are not included in the
maximum building area.
5 Minimum commercial space for each shophouse unit is 350 square feet.
6 No parking is required for Outdoor Mobile Vendors, and undesignated outdoor seating located
in common areas for informal seating and dining.
PLANNING AREA 3 AND PLANNING AREA 4 (PA-3A and PA-4) including subareas PA-3a
and PA-3b
1. Statement of Uses (as defined by the Zoning Ordinance).
Permitted Uses':
1. Multi -Family Residential (PA-3a only)
2. Single -Family Residential (PA-3b & PA-4 only)
3. Accessory Structures and Uses
4. Home Occupations
5. Accessory Dwelling Units
6. Junior Accessory Dwelling Units
7. Community Facility
8. Community Care Facility/Small
9. Family Day Care Home (up to 14 children)
Conditionally Permitted Uses:
1. Bed and Breakfast Inn
Temporary Uses2:
1. Construction -Related Temporary Uses
2. Tract and Sales Office/Model Home Complex
Notes:
1. A Zoning Clearance is required for those uses which are subject to a Zoning
Clearance by the Zoning Ordinance.
2. Subject to the Temporary Use Permit standards of the Zoning Ordinance.
2. Development Regulations: Planning Area 3a (PA-3a)
Standard
PA-3a Medium High Density
Residential
Minimum Lot Area
None
Minimum Lot Width/Frontage
None
Minimum Lot Depth
None
Maximum Building Height
50 ft.
4 stories
Maximum Density
16.29 du/ac
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 13 of 20
141
Minimum Street Setbacks
20 ft. at Tassajara Road,
10 ft. at Central Parkway
10 ft. at Brannigan Street
20 ft. at Dublin Boulevard
Minimum Setbacks'
Front
Living Area
10 ft. from back of curb
20 ft. building to building
Porch/Deck
5 ft. from back of curb
10 ft. building to building
Encroachments 2
2 ft. max into required setback
Side
Corner Lot — Living Area
5 ft. to back of curb
I Corner Lot - Porch/Deck
3 ft. to back of curb
Encroachments 2
2 ft. max into required setback
Rear
Building to Drive Aisle
4 ft. first floor from back of curb
2 ft. upper floors from back of curb
Garage Door
4.5 ft. from back of curb
Encroachments 2
2 ft. max into required setback
Minimum Building Separation
Garage Door to Garage Door'
29 ft.
Building to Building (sides)
10 ft.
Encroachments 2
2 ft. max into required setback
Required Parking
Per Dublin Municipal Code Chapter
8.76 Off -Street Parking and Loading
Regulations
Notes:
1. Setbacks are measured from property line
2. Encroachments may include window bays, chimneys, and other architectural projections.
3. Measurement is for garage doors which are across street/drive aisle from each other.
3. Development Regulations: Planning Area 3b and 4 (PA-3b and PA-4)
Standard
PA-3b and PA-4
Medium -Density Residential
Minimum Lot Area
1,600 sf
Minimum Lot Width
30 ft.
Minimum Lot Depth
40 ft.
Maximum Building Height
Primary Residence
45 ft.
3 stories
ADU/Garage
27 ft.
2 stories
Maximum Density
8.8 du/ac
Minimum Setbacks1,3
Front
Living Area
8 ft. to back of curb
Porch/Deck
5 ft. from back of curb
Garage Door
3 ft. from back of curb
Encroachments 2
2 ft. max into required setback
Side3
Interior
3 ft. for main residence
10 ft. on one side/0 ft. on other side for
Ord. No. XX-22, Item X.X, Adopted XX/XX/22
Page 14 of 20
142
detached garage/ADU
Corner
4 ft.
Encroachments2
2 ft. max into required setback
Rear
Living Area
4 ft. from back of curb
ADU/Garage
4 ft. first floor from back of curb
2 ft. upper floors from back of curb
4.5 ft. from back of curb (garage door)
Encroachments 2
2 ft. max into required setback
Usable Private Yard Space
200 sf min. for primary residence
10 ft. min dimension
Required Parking
Per Dublin Municipal Code Chapter
8.76 Off -Street Parking and Loading
Regulations
Notes:
1. Setbacks are measured from property line.
2. Encroachments may include window bays, chimneys, and other architectural projections.
3. Zero lot line configuration are permitted provided a minimum building separation of an aggregate
6 feet is provided. Articulated lot lines and Reciprocal Use Easements are allowed.
PLANNING AREAS - ALL
1. Maximum Residential Units. A maximum of 500 market rate units are allowed in PA-2b,
PA-2c, PA-3 and PA-4 combined. A maximum of 100 affordable units are allowed in PA-
2a.
2. Phasing Plan. The Project will be constructed in phases and ultimately subject to market
conditions. Notwithstanding, the following conditions on Project phasing shall apply:
a. Phase 1 will consist of site preparation and mass grading of the entire Project site.
b. Phase 2 is composed of the horizontal development (e.g., construction of streets,
utilities, etc.) and vertical construction of the Project, which will happen in sub -phases
across all of the Project's Planning Areas. However, to ensure that the residential
portions of the Project do not wholly develop in advance of the retail/commercial
portions, the following restrictions are imposed on the issuance of permits:
No building permits shall be issued for a for -sale, market rate residential unit on
any portion of the Project site until improvement plans have been approved, bonds
posted, and a building permit has been issued for construction of a non-residential
building within the Finnian Way Commercial area in Planning Area 2c.
3. General Plan and Eastern Dublin Specific Plan Consistency. The Project is consistent
with the General Plan and Eastern Dublin Specific Plan, as amended by the Project. The
land use designations for the Project site are General Commercial for PA-1 and PA-2c,
Public/Semi-Public for PA-2a, Medium -High Density Residential for PA-2b and PA-3a, and
Medium Density Residential for PA-3b and PA-4. The development permitted by the PD
zoning for each PA is consistent with that PA's land use designation. The Project also
includes a Park/Public Recreation land use designation within PA-2 and PA-3.
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 15 of 20
143
4. Inclusionary Zoning Regulations. The Project shall comply with the Inclusionary Zoning
Regulations (Chapter 8.68) for the provision of affordable housing as a residential
development of 20 units or more.
5. Aerial Photo.
rl
i
6. Site Plan. The following Stage 1 and Stage 2 Site Plan is conceptual. Final site design
shall be determined by the Site Development Review Permit, including, but not limited to,
the placement of the Public/Semi-Public affordable housing project.
t R.,•
_ _::,. ■ .... fir.; ..,
7-• .. &Baleen Street . -_._
1,1
TassajaraRoad
7. Architectural Standards. The architecture of the development is characterized by clean,
modern lines, using natural materials and a neutral color palette. Buildings are designed
and situated to create a blend of formal and casual spaces across the site. The Project's
materials, landscapes and architecture work together to create welcoming neighborhoods
and public gathering spaces.
The architectural design shall reflect the following standards:
• Employ high quality materials to provide visual interest in the Project and to
complement its surroundings.
• Use diversity of textures in the building finishes providing a varied and interesting base
form for the buildings.
• Incorporate features such as different wall planes, heights, wall textures, roof
elements, roof forms, light fixtures and landscaping to contribute layers of detail at the
pedestrian level.
• Architectural details shall extend around all sides of building, including rear elevations
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 16 of 20
144
when visible to perimeter public streets.
Planning Area 1 (PA-1) is characterized by larger building footprints and is organized into
a modified urban street grid, geared towards regional visitors. It is anticipated to contain a
hotel, community room, and various retail typologies. PA-1 contains the Tassajara Place
Entertainment District, which is located at the intersection of Dublin Boulevard and
Tassajara Road, and an indoor/outdoor recreation facility (e.g., Top Golf) located on the
southern half of the parcel.
Planning Area 2 (PA-2c) is characterized by a mix of building footprint sizes and a series
of interconnected pedestrian -friendly public spaces. These include a linear park (Grand
Paseo) leading to a primary gathering space (Finnian Square and Finnian Way retail
street), which connects small shops, boutiques, and restaurants to Waterford Shops to the
west, and to the new high school to the east. The linear park (Grand Paseo) then extends
south of Finnian Square to Dublin Boulevard to a bus stop.
Planning Area 3 (PA-3) is characterized by the north extension of the Grand Paseo,
preserving the view corridor to Mount Diablo, as well as enhanced sidewalks along
Central Avenue connecting the paseo to Emerald Glen Park. PA-3 is also characterized
by the Aviano Way extension, creating a bike and pedestrian friendly corridor to Piazza
Sorrento and Kolb Elementary School beyond.
Residential (PA-2, 3 and 4)
The goal of the architecture in the residential areas is to complement that of the
commercial areas and provide design continuity within the Project as a whole. The
objective is to allow flexibility within each neighborhood while maintaining a cohesive
design theme throughout the Project. The architecture design shall employ a variety of
colors and high -quality materials.
Commercial (PA-1 and PA-2c)
The goal of the architecture in the commercial areas is promote distinct storefronts. The
objective is to allow the maximum expression of a store's individual personality and
character while maintaining a cohesive design theme throughout the Project. The
architecture design shall employ a variety of colors and high -quality materials so that the
buildings make a statement on their own.
8. Preliminary Landscape Plan.
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 17 of 20
145
The conceptual landscape design of the Project shall reflect the following standards. The
landscape design shall:
• Create a linear park -like environment that is accessible to the public linking Gleason
Drive all the way to Dublin Boulevard, leading bikes and pedestrians to Finnian Square
retail district, and preserving views of Mount Diablo.
• Create a regional retail and entertainment destination at the richly landscaped
Tassajara Place Entertainment District on PA-1. The plaza will be designed for
customer experience, children's play and extended stay times.
• Provide interpretive and educational components to enrich visitor's experience on the
site.
• Treat the site's storm water in a set of basins throughout the site that are linked to the
site's water infrastructure, or for areas where regional treatment was previously
approved, treat the site's stormwater in a regional stormwater treatment basin.
• Create a visual buffer and soften the edge between the public realm and the site.
• Utilize plants that provide a year-round vegetated landscape with seasonality, color,
and interest for an attractive visual environment.
• Incorporate landscape design intended to screen large, gathered parking areas within
PA-1 to reduce the visual impact of such parking from Interstate 580 and Tassajara
Road while maintaining visibility to the buildings and businesses.
Finnian Square Landscape Design Criteria
The landscape of Finnian Square shall focus on quality, and intimate gathering spaces.
Outdoor seating for restaurants is key and shall be integral to the overall design of the
square. The square shall provide a number of different seating options. The placement of
shrubs, built-in seating, and planters shall be low so as not to obstruct sight -lines to retail
spaces and activity in the plaza. Trees shall be placed to compliment seating areas and
provide shade. In the square itself, trees shall represent a variety of species with varied
characteristics for visual interest. Landscaping should be used to provide some buffer to
vehicular traffic on Finnian Way, but not obstruct circulation into the square. In dedicated
seating areas, special pavers or other materials shall be used to create an enhanced
environment encouraging longer stay times. Flexible seating can be used to provide
greater choice (hard, soft, short, tall, reclining, etc.) accommodating different user needs
and preferences. A small, low, water feature will provide acoustic and visual calming.
Tassajara Place Entertainment District Landscape Design Criteria
The landscaped plaza will be richly detailed, and programmed for different activities such
as live music, fitness, social gaming such as bocce ball, and experiential diversity. Trees
and plants will be designed to create greater outdoor comfort with color, texture and
shade. The central plaza at Tassajara Place will provide a variety of tree species
introducing variation in texture, size and color. Shade and ornamental trees will populate
the central plaza and will be carefully positioned to maintain view corridors to shops and
signage. Shrubs and other plantings will be a combination of decorative floral and low
water use native species where appropriate. It is important that the hard-scape design at
Tassajara Place is not utilitarian. The focus of the materials should reflect a high level of
craft and material richness. Careful and strategic use of high -quality materials such as
brick pavers, stone, and hardwood will elevate customer experience over nearby
competing centers. Part of the plaza will accommodate live music, with sound and
electricity provided. Accommodations for seasonal decorations will also be provided.
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 18 of 20
146
The Grand Paseo Concept
The Grand Paseo ties together the SCS Dublin site from Dublin Boulevard all the way to
Gleason Drive. Along the paseo it varies in size and experience to provide users a
dynamic environment with much to offer. From south to north, the paseo widens towards
views of Mount Diablo. From north to south, the paseo narrows coinciding with Finnian
Square bring the energy of the retail shops and the recreational promenade together. A
generous multi -use path, with distinctive paving shall run the full length of the Grand
Paseo from Gleason Drive to Dublin Boulevard. The paving on the multi -use path should
clearly delineate bike and pedestrian lanes.
The Grand Paseo should embrace bio-diversity in tree and shrub plantings and low
water/drought tolerant plantings. Shade trees should be placed strategically in areas with
longer stay times and regular pedestrian and bike circulation. A distinctive signature tree
species should accentuate the paseo. Community gardens, if included, should be located
close to Central Parkway, convenient to Emerald Glen Park. The final design of the Grand
Paseo is subject to the City's park planning and community input process.
9. Applicable Requirements of the Dublin Zoning Ordinance. Except as specifically
provided in this Stage 1 and Stage 2 Development Plan, the use, development,
improvement, and maintenance of the property shall be subject to the regulations of the
closest comparable zoning district as determined by the Community Development Director
and the Dublin Zoning Ordinance.
10. Statement of Compatibility with Stage 1 Development Plan. The Stage 2 portion of
this Development Plan is consistent with the Stage 1 portion of this Development Plan.
SECTION 5. SEVERABILITY
The provisions of this Ordinance are severable and if any provision, clause, sentence, word or
part thereof is held illegal, invalid, unconstitutional, or inapplicable to any person or
circumstances, such illegality, invalidity, unconstitutionality, or inapplicability shall not affect or
impair any of the remaining provisions, clauses, sentences, sections, words or parts thereof of
the ordinance or their applicability to other persons or circumstances.
SECTION 6. POSTING OF ORDINANCE
The City Clerk of the City of Dublin shall cause this Ordinance to be posted in at least three (3)
public spaces in the City of Dublin in accordance with Section 36933 of the Government Code of
the State of California.
SECTION 7. EFFECTIVE DATE
This Ordinance shall take effect thirty (30) days following its adoption.
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 19 of 20
147
PASSED AND ADOPTED BY the City Council of the City of Dublin, on this 6th day of
December, by the following votes:
AYES:
NOES:
ABSENT:
ABSTAIN:
Mayor
ATTEST:
City Clerk
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 20 of 20
148
Attachment 2
ORDINANCE NO. xx - 22
AN ORDINANCE OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
APPROVING A DEVELOPMENT AGREEMENT BETWEEN THE CITY OF DUBLIN AND SCS
DEVELOPMENT COMPANY RELATED TO THE SCS DUBLIN PROJECT
(PLPA-2022-00005)
(APNs 985-0051-004, 985-0051-005, 985-0051-006, 985-0052-024, and 985-0052-025)
The Dublin City Council does ordain as follows:
SECTION 1. RECITALS
A. A request has been made by SCS Development Company to enter into a Development
Agreement with the City of Dublin for the property known as the SCS Dublin Project site,
which includes properties identified by Assessor Parcel Numbers 985-0051-004, 985-
0051-005, 985-0051-006, 985-0052-024, and 985-0052-025, an approximately 76.2-acre
site.
B. The Property Owner, SCS Development Company, is requesting a Planned Development
Rezoning with Stage 1 and Stage 2 Development Plans. The proposed Project includes up
to 500 market rate residential units and up to 100 affordable units, up to 265,000 square feet
of retail commercial development, and related infrastructure and landscape improvements.
Requested land use approvals include a General Plan Amendment and Eastern Dublin
Specific Plan Amendment, a Planned Development Rezoning with Stage 1 and Stage 2
Development Plans, and a Development Agreement, among other related actions. These
planning and implementing actions are collectively known as the "SCS Dublin Project" or the
"Project."
C. The Project site is approximately 76.2 acres generally bounded by Tassajara Road, Gleason
Drive, Brannigan Street and 1-580 (APNs 985-0051-004, 985-0051-005, 985-0051-006, 985-
0052-024, and 985-0052-025).
D. The project is the subject of an Environmental Impact Report (EIR), State Clearinghouse No.
2022040022. The activities under the Development Agreement do not result in any impacts
beyond what was previously analyzed in the EIR.
E. The proposed Development Agreement is attached to this Resolution as Exhibit A.
F. The Planning Commission held a public hearing on the proposed Development Agreement
on October 25, 2022, for which public notice was given by law.
G. The Planning Commission recommended that the City Council approve the SCS Dublin
Project including the Development Agreement by Resolution No. 22-13.
H. A public hearing on the proposed Development Agreement was held before the City Council
on November 15, 2022, for which public notice was given as provided by law.
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 1 of 3
149
I. 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 SCS Dublin 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:
A. The Development Agreement is consistent with the objectives, policies, general land uses
and programs specified and contained in the City's General Plan, 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.
B. 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.
C. 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. 136-22, amending the General Plan and the Eastern Dublin Specific Plan, adopted by
the City Council on November 15, 2022.
D. 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.
E. 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.
F. 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.
SECTION 3. APPROVAL
The City Council hereby approves the Development Agreement (Exhibit A to the Ordinance) and
authorizes the City Manager to execute it.
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 2 of 3
150
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 6th day of
December, 2022 by the following votes:
AYES:
NOES:
ABSENT:
ABSTAIN:
Mayor
ATTEST:
City Clerk
Ord. No. XX-22, Item X.X, Adopted XX/XX/22 Page 3 of 3
151
RECORDING REQUESTED BY:
CITY OF DUBLIN
WHEN RECORDED MAIL TO:
City Clerk
City of Dublin
100 Civic Plaza
Dublin, CA
Fee Waived per GC 27383
Space above this line for Recorder's use
DEVELOPMENT AGREEMENT
FOR THE SCS DUBLIN PROJECT
152
THIS DEVELOPMENT AGREEMENT (this "Agreement" or this
"Development Agreement") is made and entered into for reference purposes on
this day of , 2022, by and between the City of Dublin, a Municipal
Corporation (hereafter "City") and AWARD HOMES, INC., a California
corporation ("Award"), SCS DEVELOPMENT COMPANY, a California corporation
("SCS Development"), and SANTA CLARA VALLEY HOUSING GROUP, INC., a
California corporation ("SCV Housing") (Award, SCS Development, and SCV
Housing are collectively referred to herein as "Developer") pursuant to the
authority of §§ et seq. of the California Government Code and Dublin
Municipal Code, Chapter . . City and Developer are, from time -to -time,
individually referred to in this Agreement as a "Party," and are collectively
referred to as "Parties."
RECITALS
A. California Government Code §§ et seq. ("Development
Agreement Statute") and Chapter . of the Dublin Municipal Code (hereafter
"Chapter . ") 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. Developer owns certain real property (the "Property") consisting of
approximately . acres of land, as more particularly described in Exhibit A,
Legal Description of Property, attached hereto and incorporated herein by
reference.
C. Developer has applied for, and City has approved, various land use
approvals in connection with a project consisting of up to 0o market rate
residential units, up to 100 affordable units, and up to 2 ,000 square feet of
retail commercial development (the "Project"), including, without limitation, a
General Plan and Eastern Dublin Specific Plan Amendment for the SCS Dublin
Project (Resolution No. 1 -22 adopted on November 1 , 2022) and a Stage 1 and
Stage 2 Planned Development Rezoning and Development Plan for the SCS
Dublin Project (Ord. No. __-22 adopted by the City Council on , 2022) (the
"PD"), and this Agreement (approved by the DA Approving Ordinance (defined
below)) (collectively the "Project Approvals").
D. Development of the Project will require additional approvals from
the City, including but not limited to a subdivision map or maps and Site
-2-
153
Development Review approval or approvals (the "Subsequent Project
Approvals").
E. City desires the timely, efficient, orderly and proper development of
the Project.
F. City and Developer have reached agreement and desire to express
herein a Development Agreement that will facilitate development of the Project
subject to conditions set forth herein.
G. 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 and certified
by the City Council on November 1 , 2022. City has also adopted a mitigation
monitoring and reporting program to ensure that those mitigation measures
incorporated as part of, or imposed on, the Project are enforced and completed.
Those mitigation measures for which Developer is responsible are incorporated
into, and required by, the Project Approvals. City also has adopted findings of
fact and statements of overriding considerations for those adverse
environmental impacts of the Project that may not or cannot be mitigated to a
less than significant level.
H. City has given the required notice of its intention to adopt this
Development Agreement and has conducted public hearings thereon pursuant to
Government Code Section and Chapter . . As required by Government
Code Section . , City has found that the provisions of this Development
Agreement and its purposes are consistent with the goals, policies, standards
and land use designations specified in City's General Plan.
I. On October 2 , 2022, the City of Dublin Planning Commission, the
initial hearing body for purposes of development agreement review,
recommended approval of this Development Agreement pursuant to Resolution
No. 22-1 .
J. On , 2022, 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 , 2022.
154
NOW, THEREFORE, with reference to the foregoing recitals and in
consideration of the mutual promises, obligations and covenants herein
contained, City and Developer agree as follows:
AGREEMENT
1. Description of Property. The Property that is the subject of this
Agreement is described in Exhibit A. Upon the City's vacation of the Northside
Drive PAi Property (as defined in Section .1 herein) pursuant to Section .1, the
Northside Drive PA1 Property automatically shall become part of the Property
and City and Developer shall execute and record a Clarification (as defined in
Section . ) of this Agreement in accordance with Section . to amend the legal
description of the Property attached hereto as Exhibit A to add such Northside
Drive PAi Property.
2. Interest of Developer. Developer has a legal interest in the Property
in that it is the owner of the Property.
Relationship of City and Developer. It is understood that this
Agreement is a contract that has been negotiated and voluntarily entered into by
the City and Developer and that neither City nor Developer is an agent of the
other. The City and Developer hereby renounce the existence of any form of joint
venture or partnership between them, and agree that nothing contained herein
or in any document executed in connection herewith shall be construed as
making the City and Developer joint venturers or partners.
Effective Date and Term
.1 Effective Date. The effective date of this Agreement ("Effective
Date") is the date upon which the DA Approving Ordinance takes effect.
.2 Term. The term of this Agreement shall commence on the
Effective Date and shall continue for five years thereafter, unless said term is
otherwise extended or terminated as provided in this Agreement (as so extended
or terminated, the "Term"). In the event that any third -party lawsuit is filed
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 a final
order dismissing or otherwise finally terminating such lawsuit, which duration
shall include any appeals ("Litigation Extension"). If required by one of the
parties, the other party shall enter into a Clarification pursuant to Section .
below memorializing the length of such Litigation Extension. This Agreement
155
shall terminate with respect to any for sale residential lot and such lot shall be
released and no longer subject to this Agreement, without the execution or
recordation of any further document, when a certificate of occupancy has been
issued for the building(s) on such lot.
. Optional Extension. Prior to the expiration of the Term of this
Development Agreement, as provided in Section .2, Developer may extend the
Term of the Development Agreement. To do so, Developer shall give City written
notice at least o days prior to the termination date of the Development
Agreement. At the time Developer provides such notice, Developer shall make a
payment to City in the amount of $2 0,000 (adjusted for inflation from the
Effective Date using the CPI-U, San Francisco -Oakland -San Jose Area) for each
year of extension requested under this provision. Upon receipt of the notice and
the contribution, the City Manager shall approve the extension and shall notify
the Developer in writing that the Term of the Development Agreement has been
automatically extended for an additional time period equal to the time period
requested by Developer under this provision, commencing on the date the
Development Agreement would otherwise have terminated; provided Developer
may exercise its option to extend the Development Agreement no more than five
times, for a maximum total Term of the Development Agreement of ten years
(plus any extensions pursuant to Sections .2 or . hereof). Provided there is an
extension period remaining, Developer may request the extension for multiple
years and provide the payment due for each year's extension. Each extension
shall apply to the entire Property upon payment of one $2 0,000 (as adjusted in
accordance with this Section . ) per year extension payment, even if the
Property is owned by multiple Developers at that time.
. Term of Project Approvals. The term of any Subsequent
Project Approvals (as defined in Recital D) for the Property or any portion
thereof, specifically including, without limitation, subdivision map or maps and
Site Development Review approval or approvals, shall be extended automatically
for the Term of this Agreement.
. .1 Termination of Agreement. In the event that this
Agreement is terminated prior to the expiration of the Term, the term of any
Project Approval and the vesting period for any final subdivision map approved
as a Project Approval shall be the term of the approval but for this Section . .
156
Vested Rights/Use of the Property/Applicable Law/Processing
.1 Right to Develop. Developer shall have the vested right to
develop the Project on the Property in accordance with the terms and conditions
of (i) this Agreement, the Project Approvals (as and when issued), and any
amendments to any of them as shall, from time to time, be approved pursuant to
this Agreement, and (ii) 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). Upon
approval by the City, and provided that the specific Subsequent Project
Approvals are consistent with the Project Approvals, the subsequently approved
tentative map or maps and Site Development Review approval or approvals for
the Project shall become a Project Approval and shall become part of the law
Developer is vested into under this Agreement without the need to amend this
Agreement. Notwithstanding the foregoing or anything to the contrary herein,
any amendment to the Project Approvals shall not become part of the law
Developer is vested into under this Agreement unless an additional amendment
of this Agreement is entered into between Developer and City in accordance
with this Agreement. In the event that such amendments to the Project
Approvals are sought for any distinct portion of the Property or Project, 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 forth in such
amendment.
.2 Fees, Exactions, Dedications. The City shall not apply to the
Project any development impact fee or any application, processing or inspection
fee (collectively, "Fees") that the City first enacts after the Effective Date. Except
as otherwise set forth in this Agreement, City and Developer 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
as necessary 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"). Except as specifically
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provided herein, 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 Developer's ability to challenge
any such increases under state or local law.
. Construction Codes. Notwithstanding the provisions of
Section .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 Developer submits its application for the relevant building,
grading, or other construction permits to City. In the event of a conflict between
such Codes and the Project Approvals, the Project Approvals shall, to the
maximum extent allowed by law, prevail. For construction of public
infrastructure, 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 Developer pursuant to Chapter .1 of the Dublin Municipal Code.
. New Rules and Regulations. During the Term of this
Agreement, the City may apply new or modified ordinances, resolutions, rules,
regulations and official policies of the City to the Property which were not in
force and effect on the Effective Date only to the extent they are not in conflict
with the vested rights granted by 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 ordinances, resolutions, rules, regulations or official
policies shall be considered a per se conflict with the Applicable Law:
. .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 Project Approvals, (ii) frustrate in a more than insignificant way the intent or
purpose of the 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
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. .2 If any of such ordinances, resolutions, rules,
regulations or official policies do not have general (City-wide) applicability.
. 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
, 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.
. Revised Application Fees. Notwithstanding section .2, 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 ( ) 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, Developer does not waive its
rights to challenge the legality of any such application, processing and/or
inspection fees.
. 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, Developer 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.
. Development of the Project; Phasing, Timing. Since the
California Supreme Court held in Pardee Construction Co. v. City of Camarillo
(1 ) Cal. d 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
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contains no requirements that Developer 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, or liability in Developer under this Agreement if the development fails
to occur. It is the intention of this provision that Developer be able to develop
the Property in accordance with its own time schedules and the Project
Approvals.
Project Phasing. The Property will develop in phases and
ultimately will be subject to market conditions. Notwithstanding anything to the
contrary in this Agreement, Developer agrees to the following conditions on
phasing shall apply:
. .1 Phase 1 will consist of site preparation and mass
grading of the entire Project site.
. .2 Phase 2 is composed of the horizontal development (e.g.,
construction of streets, utilities, etc.) and vertical construction of the Project,
which will happen in sub -phases across all of the Project's Planning Areas.
However, to ensure that the residential portions of the Project do not wholly
develop in advance of the retail/commercial portions, the following restrictions
are imposed on the issuance of permits: No building permits shall be issued for a
for -sale, market rate residential unit on any portion of the Project site until
improvement plans have been approved, bonds posted, and a building permit
has been issued for construction of a non-residential building within the Finnian
Way Commercial area in Planning Area 2C (as defined, described, and depicted in
the PD).
.10 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
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 the Project Approvals.
. Community Benefit; Potential Formation of Community Facilities
District.
.1 Community Benefit Payment. Developer will make a cash
contribution of $1,000,000 to the City as a Community Benefit (the "Community
Benefit Payment"). The Community Benefit Payment shall be paid prior to the
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issuance of the first building permit in the Project. Each Community Benefit
Payment in the amounts set forth above shall apply to the entire Property even if
the Property is owned by multiple Developers at that time. Notwithstanding
anything to the contrary herein, Developer agrees, on behalf itself and its
successors, that, should it fail to make any payments when due, the City may
withhold any permits or approvals within the Project until the payment or
payments have been made, even if the rights to those permits and approvals are
then held by Developer's successors.
.2 Community Facilities District.
.2.1 Developer intends to propose the formation of a
community facilities district or districts by the City pursuant to the Mello -Roos
Community Facilities District Act of 1 2 (Gov. Code §§ 11- . ) (the
"Mello -Roos Act") to finance public facilities. The City agrees to, upon
Developer's presentation of a landowner's petition and Developer's payment of a
fee, as described in subdivision (d) of Government Code section 1 , use its
best efforts to commence proceedings to form a CFD to finance certain public
facilities, so long as Developer's proposal is consistent with the City's CFD Goals
(Resolution No. 0-1 ) and would not, if approved, allow the effective tax rate to
exceed 1. % or the term of the bonds to exceed years. The City Council is
not obligated to approve the CFD.
.2.2 If the City approves the CFD and issues bonds, the
amount of the Community Benefit Payment shall be increased by an amount that
would result in the City receiving io% of the aggregate face value of all bonds
issued less $1,000,000.
. Affordable Housing.
.1 Units Required by Regulations. The Project includes up to 00
residential units. Pursuant to the City's Inclusionary Zoning Regulations
(Chapter . of the Dublin Municipal Code) (the "Regulations"), developers of
more than 20 residential units are required to set aside 12. % of the units in the
project as affordable units as specified. Based on oo units and the currently
anticipated mix of rental and for sale units, the Developer's inclusionary zoning
obligation would be units broken down as follows: moderate income units
and 2 low income.
.2 Alternative Compliance Authorized. Under the Regulations,
certain exceptions permit developers to satisfy the obligation other than through
on -site construction. For instance, part of this obligation can be satisfied
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through the payment of a fee in -lieu of construction of units. In addition,
developers can satisfy their affordable housing obligations by, among other
mechanisms, obtaining City Council approval of an alternative method of
compliance that the City Council finds meet the purposes of the Regulations.
. Alternative Compliance for the Project. Developer shall satisfy
its -unit affordable housing obligation through the following "alternative
method of compliance" under Section . .o o.E of the Regulations:
. .1 Affordable Accessory Dwelling Units. While Developer
is contemplating Subsequent Projects Approvals that would include the
production of io detached accessory dwelling units ("ADUs"), the processing of
those Subsequent Project Approvals could result in a decrease in the number of
ADUs. Therefore, as may be specified in the Subsequent Project Approvals
authorizing the development of market rate housing, Developer shall enter into
an otherwise standard affordable housing agreement that requires it to provide
approximately no (and not less than ) deed -restricted detached ADUs, with
half in the moderate -income category and half in the low-income category.
. .2 Contribution of Affordable Housing Site. As may be
specified in the Subsequent Project Approvals authorizing the development of
market rate housing, with respect to the . ± acre Public/Semi-Public site within
Planning Area 2 (as defined, described, and depicted in the PD) (the "P/SP Site"),
Developer shall elect to either:
(a) Enter into an agreement with the City that
ensures, to the satisfaction of the City, that Developer or its successor will
complete a multi -family project on the P/SP Site that, upon completion, would
allow the City to report on its next annual report prepared pursuant to
Government Code section oo the completed project as having satisfied the
City's regional housing needs obligation for ioo lower -income units; or
(b) Dedicate the P/SP Site to the City or its designee
on the applicable final map (or by other instrument) prior to the Project's first
residential building permit. If Developer elects to dedicate the P/SP Site, it shall,
prior to the dedication, complete the rough grading of the P/SP Site and
associated improvements (including street frontage improvements, including,
but not limited to, curb, gutter, sidewalk, landscape, irrigation, and access
roadways on all sides of the dedicated parcel that are adjacent to current and
future roadways) all as specified in the approved tentative map associated with
the dedication, if any, and provide evidence acceptable to the City Engineer
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demonstrating that the land to be conveyed (including any imported fill) meets
applicable environmental standards for residential development or such lesser
standard acceptable to the City.
. . Moderate -Income Units or Contribution to First Time
Homebuyer Program. As may be specified in the Subsequent Project Approvals
authorizing the development of market rate housing, Developer shall, prior to
issuance of the first residential building permit, (a) enter into an otherwise
standard affordable housing agreement that requires it to provide moderate -
income, for -sale, entry-level townhome units within Planning Area A of the
Project and (b) contribute $1,000,000 to the City's first-time homebuyer program,
with such agreement requiring that the City set aside such funds to assist first-
time homebuyers purchasing homes within the Property, until such time as all
for -sale units in the Project have been sold at least once.
. . Satisfaction of City Requirements. Through its approval
of this Agreement, the City Council hereby finds that the "alternative method of
compliance" in this section . meets the purposes of the Regulations and will
promote the City's affordability and Housing Element goals.
. Additional Market -Rate Units. Any additional market -rate
residential development on the Property above oo units shall be subject to the
requirements of the Regulations, notwithstanding the Inclusionary Zoning
Regulations limitation to projects of 20 or more units.
Dedications; Vacations.
.1 Northside Drive. As part of this Agreement, the City shall take
the necessary actions to vacate Northside Drive. Provided that City has vacated
Northside Drive, Developer shall acquire the portion Northside Drive within
Planning Area 1 (the "Northside Drive PAi Property"), as depicted in Exhibit B,
from the City for its "Fair Market Value" (determined in accordance with Section
. .1 herein), prior to the issuance of a building permit for Planning Area 1.
.1.1 Determination of Fair Market Value. City shall have the
Northside Drive PAi Property appraised and deliver to Developer a written
notice (the "Fair Market Value Notice") setting forth the proposed fair market
value of the Northside Drive PAi Property based on the appraisal (the "Fair
Market Value"). Developer, within ten business days after Developer's receipt of
the Fair Market Value Notice, shall either (i) deliver to City written notice (the
"Acceptance Notice") that Developer accepts the Fair Market Value set forth in
the Fair Market Value Notice, or (ii) if Developer disagrees with City's
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determination of the Fair Market Value, deliver to City written notice of rejection
(the "Rejection Notice"). If Developer fails to provide City with an Acceptance
Notice or Rejection Notice within such ten business day period, Developer shall
be deemed to have delivered an Acceptance Notice.
(b) If Developer delivers a Rejection Notice,
Developer and City shall meet and confer in good faith regarding the Fair Market
Value. In the event Developer delivers a Rejection Notice and the Parties are not
able to agree in writing on the Fair Market Value by the date that is twenty
business days after City's delivery of the Fair Market Value Notice, then
Developer may elect to prepare its own appraisal.
(c) Upon completion of its appraisal, Developer shall
deliver City a written notice setting forth the proposed fair market value
("Developer's Fair Market Value Notice"). If the Parties are not able to agree in
writing on the Fair Market Value by the date that is twenty business days after
the delivery of the Developer's Fair Market Value Notice, then within five
business days the Parties shall attempt to agree on an appraiser to determine the
Fair Market Value. If the Parties are unable to agree in that time, then each Party
shall designate an appraiser within five days thereafter. Should either Party fail
to so designate an appraiser within that time, then the appraiser designated by
the other Party shall determine the Fair Market Value. Should each of the Parties
timely designate an appraiser, then the two appraisers so designated shall
appoint a third appraiser who shall, acting alone, determine the Fair Market
Value. Any third party appraiser designated hereunder shall have an M.A.I.
certification or equivalent with not less than years' experience in the valuation
of commercial property in Alameda County, California.
(d) Within five business days following the selection
of the appraiser, Developer and City shall each submit in writing to the appraiser
its determination of the Fair Market Value (respectively, the "Developer
Determination" and the "City Determination"). Should either Party fail timely
to submit its Fair Market Value determination, then the determination of the
other Party shall be conclusive and binding on the Parties. The appraiser shall
not disclose to either party the Fair Market Value determination of the other
party until the expiration of that five business day period or, if sooner, the
appraiser's receipt of both the Developer Determination and the City
Determination.
(e) Within twenty days following the selection of the
appraiser and such appraiser's receipt of the Developer Determination and the
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City Determination, the appraiser shall determine whether the Fair Market Value
determined by Developer or by City more accurately reflects the fair market
value of the property. Accordingly, either the Developer Determination or the
City Determination shall be selected by the appraiser as the Fair Market Value.
At any time before the decision of the appraiser is rendered, either Party may, by
written notice to the other Party, accept the Fair Market Value submitted by the
other Party, in which event such value shall be deemed adopted as the agreed
Fair Market Value. The fees of the appraiser(s) shall be shared equally by the
Parties.
.2 Brannigan Extension. The Project Approvals anticipate an
extension of Brannigan Street that would extend south of Dublin Boulevard (the
"Brannigan Extension"). Future approvals of development of the portion of the
Property south of Dublin Boulevard will require Developer to construct the
Brannigan Extension and to make good faith efforts to acquire the necessary
land title and interests from the adjoining property owner. Government Code
section 2. ("Section 2. ") provides that, under circumstances in which
neither the City nor the Developer has the necessary property interests to
complete an improvement required by the tentative map conditions, the City
shall either (a) require Developer to enter into an agreement that requires the
completion of the improvement at such time as it has acquired the interests or
(b) acquire the necessary interests within i2o days of filing the map or waive the
condition requiring the improvement. Developer desires more certainty
regarding when the improvements will be completed, and the City desires that a
diligent, good -faith effort be made by the Developer to acquire the necessary
interests with the agreement of the adjacent property owner. Accordingly, the
City agrees, upon Developer's demonstration of such diligent, good faith efforts
to the satisfaction of the City Manager, to commence the process described
under Section 2. within o days of providing such evidence to the City
Manager. All costs associated with acquisition shall be the obligation of
Developer. Notwithstanding the foregoing, in the event of acquisition of the
Brannigan Extension right-of-way by City through negotiation or settlement
(rather than by final judgment in an eminent domain action), City shall not pay
more than ten percent (io%) above the fair market value of the Brannigan
Extension right-of-way (determined in accordance with the procedures set forth
in Section .i.i herein) without Developer's prior written consent, in Developer's
sole discretion.
. Community Center. As may be specified in the Subsequent
Project Approvals authorizing the development of any portion of Planning Area 2
(as defined, described, and depicted in the PD), Developer shall construct and
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dedicate (or permanently make available free of charge) to the City community
center/event space (improved to a "warm shell") (the "Community Center") for
use as the Community Center. The Community Center shall consist of a
minimum of 1, oo square feet of indoor space and serve as event space and for
City programming and will contribute to the City's effort to add additional
community space as defined in the City's Parks and Recreation Master Plan. The
Community Center shall be dedicated (or permanently made available) to the
City, via deed or final map. Development of the Community Center shall be
subject to an improvement agreement to be entered into at a later date between
City and Developer that shall address the details, delivery, timing and
maintenance of the Community Center. As part of the any transfer of property to
the City, the Developer shall record a public parking easement on the adjoining
parcel(s) to ensure adequate public parking for the facility. Developer shall
receive a credit against its parkland and facilities fees from the Public Facility
Fee Program for the dedication of the Community Facility.
Amendment or Cancellation.
.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 . ). Each Party agrees to extend to
the other its prompt and reasonable cooperation in so modifying this Agreement
or approved plans.
.2 Amendment of Development Agreement by Mutual Consent.
This Agreement may be amended in writing from time to time by mutual
consent of the Parties hereto and in accordance with the procedures of the
Development Agreement Statute and Chapter . . Review and approval of an
amendment to this Development Agreement shall be strictly limited to
consideration of only those provisions to be added or modified. No amendment,
modification, waiver or change to this Development Agreement or any provision
hereof shall be effective for any purpose unless specifically set forth in a writing
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that expressly refers to this Development Agreement and signed by the duly
authorized representatives of both Parties.
.2.1 Partial Amendment. When 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 another Party's Portion.
. Amendments. Any amendments to this Agreement which
relate to (a) the Term; (b) the permitted uses of the Property as provided in
paragraph .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 Developer as provided in this Agreement, shall be deemed an
"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 Works Director shall determine whether a reservation
or dedication is "significant" in the context of the overall Project.
. Clarifications. If and when, from time to time, during the Term
of this Agreement, City and Developer agree refinements and clarifications are
necessary or appropriate with respect to the details of performance of City and
Developer hereunder, City and Developer shall effectuate such clarifications
through letter agreements (each, a "Clarification") approved by City and
Developer, which, after execution, shall be attached hereto as addenda and
become a part hereof, and may be further clarified from time to time as
necessary with future approval by City and Developer. No such Clarification
shall constitute an amendment to this Agreement requiring public notice or
hearing. The City Manager or his or her designee shall have the authority to
determine on behalf of City whether a requested clarification is of such a
character to constitute an Amendment subject to Section . above or a
Clarification subject to this Section . . The City Manager shall have the
authority to review, approve, and execute Clarifications to this Agreement
provided that such Clarifications are not Amendments.
. 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
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with the provisions of the Development Agreement Statute and Chapter
. . Any fees paid pursuant to this Agreement prior to the date of cancellation
shall be retained by the City.
10. Annual Review.
10.1 Review Date. The annual review date for this Agreement shall
be between July 1 and August 1 , 202 , and thereafter between each July 1 and
August 1 during the Term. Review shall be conducted in accordance with
Section . .1 0 of Chapter . and the provisions of this Section 11.
10.2 Initiation of Review. The City's Community Development
Director shall initiate the annual review, as required under Section . .1 0 of
Chapter . , by giving to Developer thirty days' prior written notice that the City
intends to undertake such review. Not less than thirty days after receipt of the
notice, Developer shall provide evidence to the Director, as reasonably
determined necessary by the Director, to demonstrate good faith compliance
with the material terms and provisions of the Agreement as to the whole or
relevant portion of the Property owned by Developer. The burden of proof by
substantial evidence of compliance is upon Developer.
10. Staff Reports. To the extent practical, the City shall deposit in
the mail to Developer a copy of all staff reports, and related exhibits concerning
contract performance at least five days prior to any public hearing addressing
annual review.
10. Costs. Costs reasonably incurred by the City in connection
with the annual review shall be paid by Developer in accordance with the City's
schedule of fees in effect at the time of review.
11. Default.
11.1 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, expressly including, but not limited to, the remedy of
specific performance of this Agreement.
11.2 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. Subject to a Mortgagee's right to cure pursuant to
Section 1 . hereof, if the default is not cured by the defaulting party within
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thirty 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 day period, the nondefaulting party shall refrain from any such legal or
equitable action so long as the defaulting party begins to cure such default
within such thirty day period and diligently pursues such cure to completion.
Any notice of default given hereunder shall specify in detail the nature of the
failures in performance that the noticing Party claims constitutes the event of
default, all facts constituting substantial evidence of such failure, and the
manner in which such failure may be satisfactorily cured in accordance with the
terms and conditions of this Agreement. During the time periods herein
specified for cure of a failure of performance, the Party charged therewith shall
not be considered to be in default for purposes of (a) termination of this
Agreement, (b) institution of legal proceedings with respect thereto, or (c)
issuance of any approval with respect to the Project. Failure to give notice shall
not constitute a waiver of any default.
11. 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.
12. 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, identifying 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 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 Developer. Should the Party receiving the request not
execute and return such certificate within the applicable period, this shall not be
deemed to be a default, provided that such Party shall be deemed to have
certified that the statements in clauses (a) through (c) of this Section are true,
and any Party may rely on such deemed certification. City acknowledges that a
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certificate hereunder may be relied upon by Transferees (as defined in Section
1 .2) and Mortgagees (as defined in Sectioni .i).
1 . Mortgagee Protection; Certain Rights of Cure.
1 .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 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.
1 .2 Mortgagee Not Obligated. Notwithstanding the provisions of
Section 1 .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.
1 . 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 Developer hereunder and specifying the address for service
thereof, then the City shall deliver to such Mortgagee, concurrently with service
thereon to Developer, any notice given to Developer with respect to any claim by
the City that Developer has committed an event of default. Each Mortgagee shall
have the right during the same period available to Developer to cure or remedy,
or to commence to cure or remedy, the event of default claimed set forth in the
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 days
upon request of Developer or a Mortgagee.
1 . Severability. The unenforceability, invalidity or illegality of any
provisions, covenant, condition or term of this Agreement shall not render the
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other provisions unenforceable, invalid or illegal; provided that, if the
unenforceability, invalidation, or illegality would deprive either City or
Developer of material benefits derived from this Development Agreement, or
make performance under this Development Agreement unreasonably difficult,
then City and Developer shall meet and confer and shall make good faith efforts
to amend or modify this Development Agreement in a manner that is mutually
acceptable to City and Developer.
1 . Attorneys' Fees and Costs.
1 .i Prevailing Party. If the City or Developer initiates any action at
law or in equity to enforce or interpret the terms and conditions of this
Agreement, the prevailing party shall be entitled to recover reasonable
attorneys' fees and costs in addition to any other relief to which it may otherwise
be entitled.
1 .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 the Project Approvals (including this Agreement), the Parties shall cooperate
in defending such action. The Parties hereby agree to affirmatively cooperate in
defending said action and to execute a joint defense and confidentiality
agreement in order to share and protect information, under the joint defense
privilege recognized under applicable law. Developer 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
1 . Transfers and Assignments.
1 .1 Agreement Runs with the Land. All of the provisions, rights,
terms, covenants, and obligations contained in this Agreement shall be binding
upon and inure to the benefit of the Parties and their respective heirs, successors
and assignees, representatives, lessees, and all other persons acquiring the
Property, or any portion thereof, or any interest therein, whether by operation of
law or in any manner whatsoever. All of the provisions of this Agreement shall
be enforceable as equitable servitude and shall constitute covenants running
with the land pursuant to applicable laws, including, but not limited to, Section
1 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
-20-
171
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.
1 .2 Right to Assign. Developer 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, Developer shall have the right to sell, transfer or
assign to such Transferee any or all rights, interests and obligations of Developer
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 Developer'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, conditioned, or delayed.
1 . Approval and Notice of Sale, Transfer or Assignment. The City
Manager shall consider and decide on any transfer, sale or assignment of this
Agreement within ten days after Developer'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 Developer'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 Developer) 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.
1 . 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 Developer are
allocated as between Developer 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
Developer's obligations hereunder not withheld by Developer. Notwithstanding
the foregoing, the City Manager's approval shall not be required for an
assignment to Landsea Homes of California, Inc. ("Landsea"), an entity or
entities controlling Developer or Landsea, controlled by Developer or Landsea,
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172
or under common control with Developer or Landsea, provided that Developer
or Landsea, as the case may be, owns and controls no less than fifty percent of
such successor entity or controls the day-to-day management decisions of such
successor entity.
1 . Release upon Transfer. Upon the transfer, sale, or assignment
of all of Developer's rights, interests and obligations hereunder pursuant to
Section 1 .2 of this Agreement, Developer shall be automatically 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 transferee,
purchaser, or assignee approved by the City Manager expressly assumes all of
the rights, interests and obligations of Developer under this Agreement,
Developer shall be released with respect to all such rights, interests and assumed
obligations. In any event, the transferee, purchaser, or assignee shall be subject
to all the provisions hereof and shall provide all necessary documents,
certifications and other necessary information prior to City Manager approval.
1 . Developer's Right to Retain Specified Rights or Obligations.
Developer may withhold from a sale, transfer or assignment of this Agreement
or any portion of the Property transferred, certain rights, interests and/or
obligations which Developer wishes to retain, provided that Developer 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. Developer's purchaser, transferee
or assignee shall then have no interest or obligations for such rights, interests
and obligations and this Agreement shall remain applicable to Developer with
respect to such retained rights, interests and/or obligations.
1 . Partial Assignment. In the event of a partial Transfer, City
shall cooperate with Developer and any proposed Transferee to allocate rights
and obligations under the Development Agreement and the Project Approvals
among the retained Property and the transferred Property. Provided that City
receives a copy of the assignment and assumption agreement by which
Transferee assumes the Transferred rights and obligations associated with the
transferred Property: (i) any subsequent breach with respect to the Transferred
obligations shall not constitute a breach with respect to the retained rights and
obligations of such transferor (or any other Transferee) under the Development
Agreement; (ii) and any subsequent breach with respect to the retained
obligations of transferor (or any other Transferee) shall not constitute a breach
with respect to the Transferred rights and obligations of a Transferee under the
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Development Agreement. The transferor and the Transferee each shall be solely
responsible for the reporting and annual review requirements relating to the
portion of the Property owned by such transferor/Transferee. Any amendment
to the Development Agreement between City and a transferor or Transferee shall
only affect the portion of the Property owned by such transferor or Transferee.
1 . Bankruptcy. The obligations of this Agreement shall not be
dischargeable in bankruptcy.
1 . Indemnification. Developer 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 Developer, or any actions or inactions of Developer's contractors,
subcontractors, agents, or employees in connection with the construction,
improvement, operation, or maintenance of the Project, provided that Developer
shall have no indemnification obligation with respect to negligence or wrongful
conduct of 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 Developer, shall
appear in such action and shall not unreasonably withhold approval of a
settlement otherwise acceptable to Developer.
1 . Insurance.
1 .1 Commercial General Liability Insurance. During the Term of
this Agreement, Developer shall maintain in effect a policy of commercial
general liability insurance with a per -occurrence combined single limit of not
less than $i,000,000. The policy so maintained by Developer shall name the City
as an additional insured and shall include either a severability of interest clause
or cross -liability endorsement. City and Developer 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.
1 .2 Workers Compensation Insurance. During the Term of this
Agreement Developer shall maintain Worker's Compensation insurance for all
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174
persons employed by Developer for work at the Project site. Developer shall
require each contractor and subcontractor similarly to provide Worker's
Compensation insurance for its respective employees. Developer agrees to
indemnify the City for any damage resulting from Developer's failure to
maintain any such insurance.
1 . Evidence of Insurance. Prior to issuance of any permits for the
Project, including grading permits, Developer shall furnish the City satisfactory
evidence of the insurance required in Sections 1 .1 and 1 .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
Developer performing work on the Project.
20. Sewer and Water. Developer acknowledges that it must obtain water
and sewer permits from 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 Developer's efforts to reserve
water and sewer capacity sufficient to serve the Project described herein.
21. 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:
follows:
City Manager
City of Dublin
10o Civic Plaza
Dublin, CA
Fax No. ( 2 ) - 1
Email: linda.smith@dublin.ca.gov
Notices required to be given to Developer shall be addressed as
Daniel M. Ikeda, Chief Financial Officer
SCS Development Co
o Saratoga Ave. Suite 100
Santa Clara, CA o 0
Phone No.: o - - 000
FaxNo.: o- -oo
-2 -
175
Email: dikeda@scsdevelopment.com
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 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 or email, which shall be deemed
given upon verification of receipt.
22. Agreement is Entire Understanding. This Agreement, including its
exhibits, constitutes the entire understanding and agreement of the Parties and
supersedes all negotiations or previous agreements between the Parties with
respect to all or any part of the subject matter hereof.
2 . Exhibits. The following documents are referred to in this
Agreement and are attached hereto and incorporated herein as though set forth
in full:
Exhibit A Legal Description of the Property
Exhibit B Northside Drive PAS Property
2 . Recitals. The foregoing Recitals are true and correct and are made a
part hereof.
2 . Counterparts. This Agreement may be executed by each Party on a
separate signature page, and when the executed signature pages are combined,
shall constitute one single instrument. This Agreement is executed in two
duplicate originals, each of which is deemed to be an original.
2 . Recordation. The City shall record a copy of this Agreement within
ten days following execution by all Parties. Thereafter, if this Agreement is
terminated, modified or amended, the City Clerk shall record notice of such
action with the Alameda County Recorder.
2 . 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.
2 . Applicable Law. This Agreement shall be construed and enforced in
accordance with the laws of the State of California.
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176
2 . Time is of the Essence. Time is of the essence for each provision of
this Agreement for which time is an element.
o. Further Actions and Instruments. Each Party to this Development
Agreement shall cooperate with and provide reasonable assistance to the other
Party and take all actions necessary to ensure that the Parties receive the
benefits of this Development Agreement, subject to satisfaction of the conditions
of this Development Agreement. Upon the request of any Party, the other Party
shall promptly execute, with acknowledgment or affidavit if reasonably required,
and file or record such required instruments and writings and take any actions
as may be reasonably necessary under the terms of this Development
Agreement to carry out the intent and to fulfill the provisions of this
Development Agreement or to evidence or consummate the transactions
contemplated by this Development Agreement.
1. Section Headings. Section headings in this Development
Agreement are for convenience only and are not intended to be used in
interpreting or construing the terms, covenants or conditions of this
Development Agreement.
2. Construction of Agreement. This Development Agreement has
been reviewed and revised by legal counsel for both Developer and City, and no
presumption or rule that ambiguities shall be construed against the drafting
Party shall apply to the interpretation or enforcement of this Development
Agreement.
. Authority. The persons signing below represent and warrant that
they have the authority to bind their respective Party and that all necessary
board of directors', shareholders', partners', city councils', or other approvals
have been obtained.
. Non -Intended Prevailing Wage Requirements. Except for public
improvements constructed by the Developer and to be dedicated to the City
(which will or may be required by conditions of approval on Subsequent Project
Approvals) and as may be required by Section .2 ("Community Facilities
District"), nothing in this Development Agreement shall in any way require, or
be construed to require, Developer to pay prevailing wages with respect to any
work of construction or improvement within the Project (a "Non -Intended
Prevailing Wage Requirement"). But for the understanding of the Parties as
reflected in the immediately preceding sentence, the Parties would not have
entered into this Development Agreement based upon the terms and conditions
-2 -
177
set forth herein. Developer and City have made every effort in reaching this
Development Agreement to ensure that its terms and conditions will not result
in a Non -Intended Prevailing Wage Requirement. These efforts have been
conducted in the absence of any applicable existing judicial interpretation of the
recent amendments to the California prevailing wage law. If, despite such
efforts, any provision of this Development Agreement shall be determined by
any court of competent jurisdiction to result in a Non Intended Prevailing Wage
Requirement, such determination shall not invalidate or render unenforceable
any provision hereof; provided, however, that the Parties hereby agree that, in
such event, this Development Agreement shall be reformed such that each
provision of this Development Agreement that results in the Non -Intended
Prevailing Wage Requirement will be removed from this Development
Agreement as though such provisions were never a part of the Development
Agreement, and, in lieu of such provision(s), replacement provisions shall be
added as a part of this Development Agreement as similar in terms to such
removed provision(s) as may be possible and legal, valid and enforceable but
without resulting in the Non -Intended Prevailing Wage Requirement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to
be executed as of the date and year first above written.
-2 -
178
CITY OF DUBLIN DEVELOPER
By:
Linda Smith, City Manager
Attest:
Marsha Moore, City Clerk
Approved as to form
John Bakker, City Attorney
Award Homes, Inc., a California
corporation
By:
Name:
Its:
SCS Development Company, a California
corporation
By:
Name:
Its:
Santa Clara Valley Housing Group, Inc.,
a California corporation
By:
Name:
Its:
(NOTARIZATION ATTACHED)
-2 -
179
Exhibit A
Legal Description of the Property
180
Order Number: 0131-621984a1a
Page Number: 7
LEGAL DESCRIPTION
Real property in the City of Dublin , County of Alameda, State of California, described as follows:
PARCEL ONE:
PARCEL A OF PARCEL MAP 9512, FILED JUNE 23, 2008 IN BOOK 308, PAGES 13 THROUGH 18,
INCLUSIVE OF PARCEL MAPS, ALAMEDA COUNTY RECORDS.
ALSO EXCEPTING THEREFROM, ALL THOSE CERTAIN PIECES OR PARCELS OF LAND DESCRIBED UNDER
EXHIBIT "C" OF THE AMENDED FINAL ORDER OF CONDEMNATION, BEING DUBLIN BOULEVARD,
CENTRAL PARKWAY, GLEASON DRIVE AND WIDENING OF TASSAJARA ROAD. SAID ORDER RECORDED
FEBRUARY 04, 2004, SERIES NO. 2004050348, ALAMEDA COUNTY RECORDS.
PARCEL TWO:
PARCEL 3 OF PARCEL MAP 9512, FILED JUNE 23, 2008 IN BOOK 308, PAGES 13 THROUGH 18,
INCLUSIVE OF PARCEL MAPS, ALAMEDA COUNTY RECORDS.
PARCEL THREE:
PARCEL 4 OF PARCEL MAP 9512, FILED JUNE 23, 2008 IN BOOK 308, PAGES 13 THROUGH 18,
INCLUSIVE OF PARCEL MAPS, ALAMEDA COUNTY RECORDS.
PARCEL FOUR:
PARCEL 1 OF PARCEL MAP 9512, FILED JUNE 23, 2008 IN BOOK 308, PAGES 13 THROUGH 18,
INCLUSIVE OF PARCEL MAPS, ALAMEDA COUNTY RECORDS.
PARCEL FIVE:
PARCEL 2 OF PARCEL MAP 9512, FILED JUNE 23, 2008 IN BOOK 308,. PAGES 13 THROUGH 18,
INCLUSIVE OF PARCEL MAPS, ALAMEDA COUNTY RECORDS.
APN: 985-0051-004 (Affects Parcel One), 985-0052-024 (Affects Parcel Two), 985-0052-025 (Affects
Parcel Three), 985-0051-005 (Affects Parcel Four) and 985-0051-006 (Affects Parcel Five)
First American Title
Page 7 of 15
Exhibit B
Northside Drive PAi Property
182
G \✓062017\171026\CAD FILES\00-EXHIBITS\NORTSIDE DRIW VACA770N.DWC 1/30/2018 1:32:07 PM DOMINIC CARUCCI
RIGHT OF WAY TO
BE DEDICATED
EX PA-1 BOUNDARY
PA-1
RIGHT-OF-WAY TO
BE VACATED
(SQFT)
NORTHSIDE DRIVE R/W
(WITHIN PA-1)
69,265± SOFT
NORTHSIDE DRIVE R/W
(OUTSIDE OF PA-1)
73,030E SQFT
LEGEND
EXHIBIT B
PRELIMINARY CALTRANS RIGHT OF WAY
PER BART TO LIVERMORE EXTENSION
BART ROADWAY ALIGNMENT ALTERNATIVE
#1 PLANS DATED 06/24/2016
PUBLIC ACCESS EASEMENT (PAE) &
PUBLIC UTILITY EASEMENT (PUE)
EX FIBER OPTIC
EX AT&T
PARCEL 1
PARCEL MAP 9003
I 292 PM 89
EX FACE OF CURB
NORTHSIDE DRIVE VACATION
SCS DUBLIN
CITY OF DUBLIN, ALAMEDA COUNTY, CALIFORNIA
29' PUE & PAE
i
0
150
300
1 inch = 150 ft.
�T ;
RUGGERI-JENSEN-AZAR
ENGINEERS • PLANNERS • SURVEYORS
4690 CHABOT DRIVE, SUITE 200 PLEASANTON, CA 94588
PHONE: (925) 227-9100 FAX: (925) 227-9300
DATE: JANUARY 29, 2018
JOB NO.: 171026E SHEET: 1 OF 18
3
CI
6RATIVG.
STAFF REPORT
CITY COUNCIL
DUBLIN
Agenda Item 6.2
DATE:
TO:
FROM:
SUBJECT:
November 15, 2022
Honorable Mayor and City Councilmembers
Linda Smith, City Manager
SCS Dublin (PLPA-2022-00005)
Prepared by: Amy Million, Principal Planner
EXECUTIVE SUMMARY:
The City Council will consider the SCS Dublin project which includes development of up to 650
residential units and up to 265,000 square feet of retail commercial development on a 76.9-acre
parcel. The SCS Dublin project is the first step in implementing the Preferred Vision for the SCS
Property approved by the City Council on February 15, 2022. Requested approvals include
General Plan and Eastern Dublin Specific Plan Amendments, a Planned Development Rezone with
Stage 1 and Stage 2 Development Plans, and a Development Agreement. The City Council will also
consider certification of a Final Environmental Impact Report.
STAFF RECOMMENDATION:
Conduct a public hearing, deliberate, and take the following actions: 1) adopt the Resolution
Certifying an Environmental Impact Report and Adopting Environmental Impact Findings,
Findings Regarding Alternatives, a Statement of Overriding Considerations and a Mitigation
Monitoring and Reporting Program for the SCS Dublin Project; 2) adopt the Resolution Amending
the General Plan and Eastern Dublin Specific Plan Related to the SCS Dublin Project; 3) waive the
reading and INTRODUCE the Ordinance Amending the Zoning Map and Approving a Planned
Development Zoning District with Stage 1 and Stage 2 Development Plans For the SCS Dublin
Project; and 4) waive the reading and INTRODUCE the Ordinance Approving a Development
Agreement Between the City of Dublin and SCS Development Company Related to the SCS Dublin
Project.
FINANCIAL IMPACT:
The project is estimated to generate approximately $3.6 million in annual tax revenues to the
City's General Fund and over $41 million in one-time construction -related revenues, which
includes $39.4 million in restricted development impact fees and $1.7 million in sales and transfer
taxes to the General Fund. All costs associated with the processing of the application are paid by
Page 1 of 21
184
the applicant.
DESCRIPTION:
Background
The subject 76.2-acre property, known as the SCS Property, is located north of I-580 between
Tassajara Road and Brannigan Street and extends to the north of Gleason Drive (refer to Figure 1).
Figure 1. Location Map
On February 15, 2022, the City Council approved the Preferred Plan for the SCS Property, which
stemmed from an extensive City -led community outreach process to engage the community in
appropriate land uses for the property. The outreach process included a 14-member Community
Advisory Committee that held three meetings plus a series of additional meetings with individual
committee members, three community meetings with a total of 75 attendees, and three
community surveys with a total of 476 responses. In addition, the Planning Commission and City
Council held a combined total of seven public meetings during the outreach process in which a
total of 18 oral and written comments from the community were received.
The Preferred Plan, as shown in Figure 2, focuses on the following concepts:
Page 2 of 21
185
• Integrate Paseo and Town Square Concepts
A town square concept, to anchor the shops and
restaurants on Finnian Way, is located on the grand
paseo opening views to Mt. Diablo. To accommodate
a variety of activities (e.g., recreation, public
gardening, and native plant/pollinator meadows)
and compliment adjacent land uses, the width of the
grand paseo varies from 25 feet to 110 feet.
• Improve Visibility and Access to the Paseo
A new north/south street located between
Brannigan Street and Tassajara Road is provided
along the east side of the grand paseo creating
greater access and activity to the public open space.
The paseo widens towards Tassajara Road inviting
pedestrians and bikes off the major arterial onto the
paseo. Generous bike and pedestrian paths connect
Gleason Drive to Dublin Boulevard.
• Diversify Housing Types
Housing throughout the site is varied with entry-
level housing, affordable housing, and family
housing, all of which may accommodate senior
residents. Types range from traditional single-family
homes, courtyard homes, and townhomes, to
affordable apartments. The Preferred Plan envisions
a range of 500 to 550 market rate units and a 2.5-
acre site for affordable housing (70 to 150 units) for
a total of 570 to 650 units.
• Dedicated Affordable Housing Site
A parcel to be dedicated for construction of
affordable housing is included. The site location, at
the prominent corner of Tassajara Road and Dublin
Boulevard, will serve as a gateway to the larger
neighborhood. The site is large enough to permit a
variety of affordable housing solutions, allowing the
Figure 2. SCS Preferred Plan
design and amount of affordable housing to be tailored to the community's needs. The
number of units could vary substantially to respond to those needs and available funding
sources. For example, units in a senior affordable housing project are typically smaller than
units in a family affordable housing project and, thus, a senior project may have greater
density than a family project.
• Pedestrian -Focused Entertainment District
The entertainment district south of Dublin Boulevard is set around a large pedestrian plaza
(roughly 120 feet by 300 feet,) creating a regional dining and family entertainment
destination.
City Council Resolution No. 16-22 approving the Preferred Plan included the following criteria:
Page 3 of 21
186
1. Market rate residential housing not to exceed 550 units.
2. Finnian Way and Aviano Way extended through the project site from Brannigan Street to
Tassajara Road.
3. Finnian Way frontage limited to commercial uses on the ground floor, which may be
provided through a "Shop House" concept with substantive commercial space (not less
than 400 square feet).
4. Housing types throughout the site that vary with entry level housing, affordable housing,
and family housing. Types range from traditional single-family homes, courtyard homes,
town homes, and affordable apartments.
5. A combination of inclusionary for -sale units and a Public/Semi-Public parcel dedicated for
affordable housing. Note: The addition of inclusionary for -sale units requires consideration
of the economic impacts. The combination ofa dedicated site and inclusionary units could
require alternative funding sources to make the Preferred Plan an economically viable plan.
This funding could come from a variety of sources and would be negotiated as part of the
future development application.
6. A town square concept to anchor the shops and restaurants on Finnian Way. The town
square is located on the grand paseo opening views to Mt. Diablo. The paseo connects the
square to the residential areas south and north of Finnian Way.
7. The entertainment district south of Dublin Boulevard is set around a large pedestrian plaza
(roughly 120 feet by 300 feet) creating a regional dining and family entertainment
destination.
Proposed Project
The proposed project takes the first step in implementing the Preferred Plan for the property. SCS
Development Co. (the Applicant) is seeking the following entitlements:
• General Plan and Eastern Dublin Specific Plan (EDSP) Amendments
• Planned Development Rezone with Stage 1 and Stage 2 Development Plans
• Development Agreement
The project includes a combination of commercial/retail and residential uses, including two types
of retail experiences. The first is a neighborhood, main -street experience. This area can
accommodate up to 40,000 square feet of small retail shops along an extended Finnian Way, which
would then connect to the Shops at Waterford. The second is envisioned to be a more regional,
retail experience focused on entertainment uses, south of Dublin Boulevard. This area is proposed
for up to 225,000 square feet of uses. In total, the proposed project includes development of up to
265,000 square feet of commercial/retail uses.
A variety of housing types are proposed by the Applicant, including affordable housing, single-
family units, and housing for entry-level buyers, with up to 550 market rate units and up to 100
affordable units.
Additional discretionary approvals are required to implement the project; however, they are not
requested at this time. Those include approval of: 1) Vesting Tentative Maps by the Planning
Page 4 of 21
187
Commission to create the individual development parcels and identify those areas that would be
reserved as open and/or common space, easements to provide access through the project site,
preliminary grading, drainage, stormwater management and utilities, and adjacent right-of-way
improvements; 2) Site Development Review Permits by the Planning Commission for the
architectural and site plan details; and 3) a Master Sign Program/Site Development Review Permit
by the Community Development Director for the commercial signage.
Analysis
General Plan/Eastern Dublin Specific Plan Amendments
The project site has several existing General Plan and Eastern Dublin Specific Plan (EDSP) land
use designations as shown in Figure 3 and Table 1 below. Most of the site is currently designated
General Commercial with varying densities of residential along Brannigan Street and Gleason
Drive. The General Plan and EDSP allow a density range 565,627-1,672,704 square feet of
commercial development and 151-464 residential units on the subject property, not including the
Public/Semi-Public parcel. As summarized in Table 1 below, the EDSP assumed mid -density for
residential development of 261 units and 902,563 square feet of commercial uses.
Figure 3. Existing Land Use Designations
Medium -High Density
Residential
Public/
Semi -Public
Medium Density
Residential
j=r_: �'A
•
High Density
Residential
Neighborhood
Commercial
tr
w
0
m
z
General
Commercial
0
as vavcassv_ TASSAJARA ROAD
Table 1. Eastern Dublin Specific Plan Anticipated Development
Land Use Designations
Acres
Res. Units
Commercial sq. ft.
General Commercial
60.3
--
846,153
Neighborhood Commercial
3.7
--
56,410
Medium Density Residential
4.3
43
--
Medium High Density Residential
5.3
106
--
High-Density Residential
3.2
112
--
Public/Semi-Public
3.3
--
--
Total
80.11
261
902,563
1-The actual project acreage is 76.2 acres.
Page 5 of 21
188
To accommodate the proposed project and implement the Preferred Plan, the Applicant proposes
to modify the existing land use designations. The proposed new General Plan and EDSP land use
designations include the following: General Commercial, Medium Density Residential, Medium -
High Density Residential, Parks/Public Recreation and Public/Semi-Public. The location and
densities of the proposed land uses are shown in Figure 4 and Table 2 below.
Figure 4. SCS Dublin Proposed Land Uses
L
Table 2. SCS Dublin Proposed Land Uses
Land Use Designations
Gross
Acres
Res.
Units
Du/Acre
Floor Area
Ratio
Commercial sq. ft.
General Commercial
29.4
40
--
0.19 - 0.38
265,000
Medium Density
Residential
17
150
8.8
--
Medium High Density
Residential
21.1
360
17.1
--
Parks/Public Recreation
2.5
--
--
--
Public/Semi-Public
3.8
100
26.3
--
Total
73.81
650
265,000
1 The actual project acreage is 76.2 acres which includes the proposed public streets (Finnian Way, Aviano
Way and Diablo View Drive).
In addition to the changes to the land use designations, other minor amendments to the General
Plan and EDSP are necessary for consistency. The amendments include modifications to the public
rights -of -way, such as the vacation of Northside Drive, extension of Brannigan Street south of
Dublin Boulevard, extensions to Finnian Way and Aviano Way through the project site, and the
addition of a new public street along the Park/Public Recreation land use (e.g., the grand paseo).
The resolution approving these amendments is included as Attachment 8.
Planned Development Rezone with Stage 1 and Stage 2 Development Plans
The property is currently zoned Planned Development (PD) (Resolution No. 104-94) adopted
with the EDSP. The PD established allowable land uses and densities for each land use designation.
Development of the property is limited to the Interim Agricultural Designation until a Planned
Development Rezone with a Stage 1 and Stage 2 Development Plan is adopted. The Applicant has
proposed PD Rezone with Stage 1 and 2 Development Plans for the entire project site.
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Dublin Municipal Code (DMC) Chapter 8.32 establishes the intent, purpose, and requirements of
Planned Development Zoning Districts. The proposed PD Zoning contains requirements that
ensure the project components will be developed as a cohesive and complementary project. The
Development Plan establishes the following regulations for use of the subject property in
accordance with the requirements of the DMC: permitted and conditionally permitted uses;
development regulations, including setbacks, densities, height limits, and parking requirements;
standards and design guidelines; site plan; and other requirements which regulate the
improvement and maintenance of the property. An overview of the Planned Development Zoning
District for the subject property is provided below. The draft Ordinance providing the details of
the proposed zoning is included as Attachment 10.
Figure 5 below shows a conceptual site plan, which organizes the property into four primary
Planning Areas (PAs). The conceptual site plan serves as the Planned Development Stage 1 and 2
Site Plan. As previously noted, Vesting Tentative Tract Maps and Site Development Review
Permits will be required prior to development of each residential neighborhood and commercial
area and are subject to Planning Commission review and approval. Detailed design and elevation
drawings will be provided at that time.
Figure 5. Conceptual Site Plan and Planning Areas
The maximum amount of development allowed by the proposed Planned Development Zoning
District is 265,000 square feet of commercial uses and 650 residential units. The 265,000 square
feet includes the following:
• 40,000 square feet of retail uses along Finnian Way
• 225,000 square feet of commercial uses south of Dublin Boulevard
o 30,000 square feet of family/entertainment uses
o 40,000 square feet of retail shops/restaurants
o 75,000-square-foot hotel(s) with 140 rooms
o 80,000 square feet of recreational facility
The residential units are separated into 100 affordable units and a maximum of 550 market rate
units.
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Site Plan and Development Standards
Planning Area 1: The Development Plan envisions PA-1 as an entertainment district with a
combination of regional- and community -serving retail, service, and office uses, restaurants,
family entertainment uses, and outdoor plazas for a total of 225,000 square feet of commercial
uses. Of this, an approximately 80,000-square-foot entertainment driving range is envisioned
(based on the Applicant's preliminary discussions with Topgolf, a private sports entertainment
company). PA-1 may also include a 140-room hotel.
Access to PA-1 would be provided directly from Tassajara Road and Brannigan Street. Brannigan
Street, which is currently a private road south of Dublin Boulevard that serves the Grafton Station
shopping center, may become a public street to accommodate this access as part of the project.
Northside Drive, which currently extends east from Tassajara Road to the stormwater detention
basin on the south side of Grafton Plaza is proposed to be vacated; however, access to the project
site where Northside Drive intersects with Tassajara Road would be maintained as a project
entrance.
Buildings along Dublin Boulevard would be built around an outdoor plaza to promote outdoor
dining and community gathering. A large entertainment use (potentially Topgolf) is envisioned to
occupy the southern half of PA-1. The maximum height for the buildings in PA-1 would be 74 feet,
which is intended to accommodate the potential hotel. The typical commercial tenant
surrounding the outdoor plaza would likely be under 40 feet in height. The poles and netting
associated with the Topgolf facility would be up to 190 feet in height.
The parking requirement for the mix of uses would default to the requirements for each land use
as stated in the Zoning Ordinance. The parking in PA-1 is intended to be shared by all commercial
users.
Planning Area 2: The commercial area of PA-2 focuses on the neighborhood main street
experience anchored by a town square. This area would accommodate up to 40,000 square feet of
small retail shops, small office spaces, and specialty restaurants along the extension of Finnian
Way, which would then connect to the Shops at Waterford. Up to 40 residential units would be
located above or behind the retail shops along Finnian Way.
The town square is located at the end of the grand paseo which runs through PA-2 and PA-3 to the
north. The grand paseo is envisioned to accommodate a variety of activities and complement
adjacent land uses. A midblock pedestrian crossing on Central Parkway is proposed to provide
direct pedestrian access linking the grand paseo in PA-2 and PA-3.
Vehicular access to PA-2 would be from Tassajara Road, Central Parkway, Branigan Street, and
Finnian Way. No vehicular access from Dublin Boulevard is proposed.
The residential area of PA-2 consists of 290 attached townhomes, 40 shophouse units along
Finnian Way and 100 multi -family affordable housing units. A shophouse is a building type serving
both as a residence and ground floor commercial business and the proposed shophouse units have
been incorporated to support activation of the commercial area along Finnian Way. As outlined by
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City Council Resolution No. 16-22 in their approval of the Preferred Plan, the minimum size of the
commercial spaces associated with the shophouses was to be 400 square feet. The Planned
Development proposes to reduce this requirement to 350 square feet.
Planning Area 3 and 4: PA-3 and PA-4 are designed to support residential and the northern
portion of the grand paseo. Collectively they consist of up to 150 single family residences and 70
townhomes. Access to PA-3 would be provided off Brannigan Street, Central Parkway and
Tassajara Road. Aviano Way would extend through PA-3 from Brannigan Street to Tassajara Road
and intersect with the new north/south street along the grand paseo. Access to PA-4 would be
from a single driveway on Gleason Drive.
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Permitted, Conditional, and Temporary Land Uses
The permitted and conditionally permitted uses would vary between the different Planning Areas.
An overview of the types of uses for each Planning Area is provided in Table 3 below.
Table 3. Overview of Allowed Uses
Planning
Area (PA)
Permitted Uses
Conditional Uses
Temporary Uses
PA-1
Offices
Restaurants
Personal Services
Indoor/Outdoor Recreation
Plant Nursery
Laboratory
Health Services/Clinic
Comedy Club
Hotel/Motel
Service Station
Theater
General Retail
Animal Hospital
Car Wash/Detail
Repair Shop
Arts and Craft Fair
Christmas Tree Lot
Farmer's Market
Festival/Street Fair
Outdoor Skating Rink
Pumpkin Sales Lot
PA-2
Single Family Residential
Multi -Family Residential
Accessory Dwelling Units
Restaurants
Personal Services
General Retail
Office
Indoor Recreation
Outdoor Recreation
Plant Nursery
Laboratory
Animal Day Care
Comedy Club
Arts and Craft Fair
Christmas Tree Lot
Farmer's Market
Festival/Street Fair
Outdoor Skating Rink
Pumpkin Sales Lot
PA-3 and
PA-4
Single Family Residential
Multi -Family Residential
Accessory Dwelling Units
Home Occupations
Community Facility
Bed and Breakfast
Model Home Complex
In response to a concern raised at the Planning Commission meeting on October 25, 2022,
regarding allowing night clubs as a conditionally permitted use in PA-2c, this use has been
removed from the list of conditional uses.
Architectural Standards
The proposed architectural standards provide the framework for future Site Development Review
Permits. The architecture for the project is characterized by clean, simple lines using natural
materials and neutral color palette. The architectural criteria highlight the nuances of each
Planning Area, but also require that the development, as a whole, reflects the following standards:
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• Employ high quality materials to provide visual interest in the project and to complement
its surroundings.
• Use diversity of textures in the building finishes providing a varied and interesting base
form for the buildings.
• Incorporate features such as different wall planes, heights, wall textures, roof elements,
roof forms, light fixtures, and landscaping to contribute layers of detail at the pedestrian
level.
• Employ architectural details that extend around all sides of buildings, including rear
elevations when visible to perimeter public streets.
Conceptual architecture for the residential and commercial areas is included in the PD and is
provided in Figures 6 and 7 below.
Figure 6. Residential Conceptual Architecture
Figure 7. Commercial Conceptual Architecture
Project Phasing
The project is proposed to be constructed in two primary phases as shown in Figure 8 below.
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Figure 8. Phasing Plan
411
PA-36 PA-3b
PHA=PA 3a & 3b
PA-30 PA-3a
•
ci
•
PA•2b
PHASE 2
FA-2b
PA-20
PA-2b
PA-2a
r
m
0
wis PHASE 1 . PHASE 2
PHASE 21
PA-1
The first phase would include the commercial area of PA-2, followed by development of the
residential portion of PA-2, PA-3 and PA-4 and the commercial area of PA-1. The proposed phasing
plan addresses the development needs of the Applicant and the interests of the City. To ensure
that the residential portions of the project do not wholly develop in advance of the
retail/commercial corridor along Finnian Way, a restriction has been imposed in the Planned
Development Zoning and Development Agreement that no building permits shall be issued for a
for -sale, market rate residential unit on any portion of the site until a building permit has been
issued for the construction of a non-residential building within the Finnian Way commercial area
in PA-2c.
Depending on market conditions, the development of each area within Phase 2 may not happen
simultaneously.
Inclusionary Zoning Regulations
Pursuant to the City's Inclusionary Zoning Regulations (Chapter 8.68 of the Dublin Municipal
Code), developments of more than 20 residential units are required to set aside 12.5% of the units
in the project as affordable units. The Inclusionary Zoning Regulations allow the payment of fees
in -lieu of constructing 40% of the inclusionary units and provides additional alternative methods
of compliance with these requirements. As previously stated, the City Council's approval of the
Preferred Plan included criteria to include a combination of inclusionary for -sale units and a
Public/Semi-Public parcel dedicated for affordable housing.
The proposed project includes up to 550 market rate units, which generates an inclusionary
requirement of 69 affordable units. The proposed Development Agreement establishes the
Applicant's proposed method of satisfying the City's Inclusionary Zoning Regulations. The
proposed "alternative method of compliance" for the 69 affordable units includes: 1) the option of
constructing five moderate income, for -sale, townhome units on -site or through the payment to a
first-time homebuyer program specifically used for this project; 2) production of and deed
restriction of approximately 100 (and not less than 85) detached accessory dwelling units with
half in the moderate -income category and half in the low-income category; and 3) the option of
either the completion of an affordable housing project on the Public/Semi-Public site or the
dedication of the Public/Semi-Public site to the City or the City's designee. Prior to dedication, the
developer would be required to complete the rough grading of the site and associated
improvements including street frontage improvements such as curb, gutter, sidewalk, landscape,
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irrigation, and access roadways.
The draft Ordinance approving a Planned Development Zoning District with a Stage 1 and Stage 2
Development Plan for the SCS Dublin Project is included as Attachment 9.
Development Agreement
The Applicant has requested approval of a Development Agreement for the project. The
Development Agreement would provide security to the Applicant that the City will not change its
zoning and other laws applicable to the project for a stated period of time. Additionally, it is a
mechanism for the City to obtain commitments from the Applicant that the City might not
otherwise be able to obtain. The details of the Development Agreement can be found in
Attachment 11. The main points are highlighted below.
Affordable Housing
The Development Agreement establishes the project's proposed "alternative method of
compliance" for the 69 affordable units as outlined in the Inclusionary Zoning Regulations section
above.
Community Benefit Payment
The Development Agreement includes a community benefit payment with an initial installment of
$1,500,000. The amount of subsequent community benefit payments is based on whether a
Community Facilities District (CFD) is created. A CFD is a special tax district which would allow
the property owner to impose a tax to fund services, public improvements, or infrastructure. If a
CFD is created, the amount of the subsequent installments would be 10% of the aggregate face
value of any bonds issued.
Community Center
The Development Agreement establishes a requirement for the project to provide a community
center, which would include dedication of a fully improved retail space on Finnian Way to be used
by the City as event space and for City programming. This space will contribute to the City's effort
to develop community event space and indoor recreational space as identified in the City's Public
Facility Fee Program and Parks and Recreation Master Plan. The event space is required to be
approximately 1,800 square feet.
Vacation of Northside Drive
As part of the Development Agreement, the City would agree to vacate Northside Drive for the
acquisition of the land by the Applicant at fair market value.
Extension of Brannigan Street
The Development Agreement would require the Applicant to construct the extension of Brannigan
Street south of Dublin Boulevard, which includes acquiring the necessary rights from the property
owner.
Project Phasing
The Development Agreement reinforces the construction phasing requirements for the project as
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outlined in the Project Phasing section above.
The draft Ordinance approving the Development Agreement is included as Attachment 10 with the
Development Agreement itself as Attachment 11.
Fiscal Analysis
The General Plan requires that the "fiscal impact of new residential development in the Eastern
Extended Planning Area supports itself and does not draw upon and dilute the fiscal base of the
remainder of the city."
The Eastern Dublin Specific Plan expands upon this policy through the following Financing Goal:
"New development in the Specific Plan area should pay the full cost of infrastructure needed to
serve the area and should fund the costs of mitigating adverse impacts on the City's existing
infrastructure and services." To thoroughly evaluate the fiscal impact of the proposed SCS Dublin
project, the City engaged the services of Keyser Marston Associates (KMA) to prepare a Fiscal
Analysis of the project. The Fiscal Analysis (Attachment 12) confirmed that the project would be
fiscally neutral or better.
Project Consistency with the General Plan and Zoning Ordinance
The proposed project is consistent with the General Plan and ESDP as amended. The General Plan
allows for a variety of residential and commercial uses in this area of Dublin which the proposed
project will achieve. The General Plan encourages projects to relate well to surrounding
development, and the proposed project is compatible with the surrounding neighborhood that
includes residential, public park, commercial retail, and office uses.
The proposed project is consistent with the EDSP which states that regionally oriented
commercial uses should be located south of Dublin Boulevard and near freeway interchanges
where convenient vehicular access will limit traffic impacts to the rest of Dublin. The EDSP
provides for a variety of commercial uses as outlined in the Town Center - Commercial subarea
and a mix of housing types, which is strongly encouraged in the Town Center - Residential
subarea.
Airport Influence Area (AIA)/Overlay Zoning District
The majority of the site, excluding the most northerly portion, is located within the Airport
Influence Area (AIA)/Overlay Zoning District. This area is designated as an area in which current
or future airport -related noise, overflight, safety, and/or airspace protection factors may
significantly affect land uses or necessitate restrictions on those uses. The AIA is a designation by
the Alameda County Airport Land Use Commission (ALUC).
All permitted and conditionally permitted uses set forth in a Planned Development Zoning District
that was adopted and in effect prior to August 2012 are considered to be "Existing Land Uses"
pursuant to the Livermore Municipal Airport Land Use Compatibility Plan (ALUCP). This would
include all uses allowed by the existing Planned Development Zoning Resolution No. 104-94. The
Alameda County ALUC has no authority over Existing Land Uses unless changes to an Existing
Land Use results in an increase of nonconformity with ALUCP policies. The proposed Planned
Development Zoning District does not include any new land uses beyond what was allowed in the
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existing Planned Development Zoning District. More specifically, the existing and proposed
Planned Development Zoning District allows a variety of residential and commercial uses,
including assembly land uses such as a hotel, recreational facilities, and other similar uses.
Eastern Dublin Scenic Corridor Standards and Policies - EDSP
The Eastern Dublin Scenic Corridor Policies and Standards document was adopted by the City
Council in 1996 as a means of implementing the requirements of the Eastern Dublin Specific Plan.
The Scenic Corridor policies establish standards for projects within the scenic corridor viewshed.
Along the I-580 corridor, the document identified three critical viewpoints of Dublin's "Visually
Sensitive Ridgelands," of which Viewpoint 2 looking northeast to the ridgelands from the
Tassajara Road/I-580 overpass applies to the project.
Viewpoint 2 requires that developments maintain generally uninterrupted views and have
structures that do not extend above the horizon of the Visually Sensitive Ridgelands and block the
view of more than 25% of the total horizon line. The Environmental Impact Report (EIR)
prepared for the project provides a detailed analysis of the project's impacts to the viewpoint and
finds that the proposed development (including the potential Topgolf facility and tallest building
at 74 feet, the hotel) does not obscure the view of the horizon of the Visually Sensitive Ridgelands.
As shown in updated Figure 5-1: Rendering of Topgolf Building Massing for Viewpoint2,
contained in the EIR, the Topgolf poles and netting are semi -transparent and extend above the
Visually Sensitive Ridgeland providing a direct view to the Visually Sensitive Ridgelands for more
than 25% of the total horizon line.
Semi -Public Facilities Policy - EDSP
In 2004, the City Council adopted a Semi -Public Facilities Policy that requires the consideration of
opportunities for cultural, education and other community services when reviewing amendments
to the land use map of the General Plan and EDSP. The purpose of the Semi -Public Facilities Policy,
among others, was to create a greater sense of community, enrich community identify, increase
public access to community services and anticipate the needs of Dublin's diverse community.
The policy applies to all General Plan and EDSP Amendments which involve 150 or more single-
family housing units and/or 250 or more medium density or greater units. The policy establishes
various standards which encourage, but do not require, the inclusion of a Semi -Public Facilities at
a rate of one acre per 1,000 residences. The proposed project is estimated to generate a
population of 1,755 persons (1.75 acres). To meet the intent of the City's policy, the proposed
project proposes approximately 3.8 gross acres in PA-2 north of Dublin Boulevard on the
Tassajara Road frontage for Public/Semi-Public uses. Public/Semi-Public allows for a combination
of public facility and semi-public facility land uses including the development of housing when it is
developed by a non-profit entity and serves to meet affordable housing needs of an underserved
economic segment of the community. Affordable housing within the Public/Semi-Public
designation would consist of up to 100 residential units.
Town Center Priority Development Area
The proposed project is located within the Dublin Town Center Priority Development Area (PDA).
This PDA is composed of a mix of housing types, including single-family detached, town homes,
and apartments and surrounds the commercial core for eastern Dublin. The proposed project
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supports the goals of the PDA through the development of residential and commercial uses.
Transportation Impact Analysis Guidelines
The City of Dublin Transportation Impact Analysis (TIA) Guidelines require a local transportation
analysis (LTA) for all General Plan Amendments to evaluate potential impacts
on the circulation network focusing primarily on local access and circulation in proximity to a
project site. Per the TIA Guidelines, this analysis is required for conditions of approval and is
outside the CEQA review process. Although the currently requested entitlements do not allow for
the inclusion of conditions of approval, an LTA was completed to evaluate the proposed land use
changes. The recommended improvements include adjusting signal timing and cycle lengths at
four intersections as outlined in the LTA and will be considered with the review of future Site
Development Review Permit(s) and Tentative Tract Map(s) and made conditions of approval at
that time. The LTA is included as Attachment 13 with the Appendices available for review on the
City's Development Activity webpage under the SCS Dublin project: https://dublin-
development.icitywork.com/.
ENVIRONMENTAL DETERMINATION:
On April 2, 2022, the City issued a Notice of Preparation for an Environmental Impact Report
(EIR) and held a public scoping meeting on April 13, 2022. The City received nine letters
regarding the scope of the EIR. Subsequently, a Draft EIR (Attachment 2) was prepared for the
proposed project and circulated for a 45-day public review period. The comment period was open
from July 22, 2022, to September 6, 2022. The City received eight comment letters during the
public review period. Reponses have been prepared for each of the comments received by the City.
The Draft EIR, comments and associated responses, and changes and clarifications to the Draft EIR
constitute the Final EIR (Attachment 3).
The Draft EIR examined potential environmental impacts resulting from the project in the
following topic areas:
• Aesthetics *
• Biological Resources *
• Cultural and Tribal Resources *
• Geology and Soils *
• Noise & Vibration *
• Hazards and Hazardous Materials *
• Energy
• Greenhouse Gas Emissions
• Hydrology and Water Quality
• Land Use & Planning
• Population and Housing
• Public Services and Utilities
• Air Quality
• Transportation
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The Draft EIR classifies the environmental impacts as follows:
• Class I are significant and unavoidable
• Class II can be reduced to less than significant with mitigation
• Class III are less than significant and do not require mitigation
The Draft EIR excluded the two topics, Agricultural and Forestry Resources and Mineral
Resources, from detailed analysis as the project site does not support agricultural and forestry
resources or mineral resources. In summary, the Draft EIR concludes that the project will have
potentially significant impact in six of the 16 topic areas (noted above with an asterisk) and
mitigation measures have been prepared to reduce the impacts in these areas to a level that is less
than significant (Class II).
There were no potentially significant impacts identified for the six topics areas (underlined above)
and, therefore, no mitigation is required (Class III).
Similar to other infill projects of this size, impacts were identified where, even with the
implementation of mitigation measures, the effects to the environment would still be expected to
be significant (Class I). The identified impacts, noted in italics above, include air quality and
transportation. Although mitigation measures were prepared to reduce the level of the impact, the
impacts could not be fully reduced to less than significant in all instances.
An overview of all the topic areas is provided below.
Aesthetics
To address potential aesthetic impacts that might result from the project, a photo simulation from
the I-580 overcrossing looking northeast to the ridgelands was prepared and compared to existing
conditions. The Draft EIR concluded that the project would not adversely impact views from a
scenic vista or substantially alter the existing visual character because the building heights,
massing and materials are generally consistent with the surrounding land uses. In addition, the
EIR concluded that the project would not result in impacts to Visually Sensitive Ridgelands
identified in the Eastern Dublin Scenic Corridor Policies and Standards. Potential impacts
associated with light and glare were identified. The Draft EIR identifies mitigation measure to
reduce the impact to a level of less than significant.
Air Quality
The Draft EIR identifies potentially significant impacts to air quality and includes mitigation
measures. Although mitigation measures were prepared to reduce the impact to a less -than -
significant level, the impacts could not be fully mitigated in all instances. The project's
construction air quality emissions would exceed air quality thresholds established by the Bay Area
Air Quality Management District for nitrogen oxides (N0x) emissions. The predominant source of
NOx emissions would be construction activities (i.e., emissions associated with the transport of
machinery and supplies to and from the project site, emissions produced on -site as the equipment
is used, and emissions from trucks transporting materials and workers to and from the site) and
mobile sources (i.e., project generated vehicle trips). The project also results in operational air
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quality emissions exceeding air quality thresholds established by the Bay Area Air Quality
Management District for nitrogen oxides (N0x) and reactive organic gases (ROG) emissions. To
reduce the emissions associated with mobile sources, a Transportation Demand Management
(TDM) plan is required for all uses.
Biological Resources
The project site contains approximately 77 acres of non -sensitive ruderal habitat composed of
primarily of disced and mowed areas of disturbed vegetation. These biological communities are
not considered sensitive natural communities or riparian habitat. The Draft EIR identifies other
biological resources such as wetlands and special status species (e.g., Congdon tarplant, saline
clover, burrowing owl, white-tailed kite, etc.) that would be impacted by the project and,
therefore, identifies mitigation measures to reduce the project's impact on these biological
resources to a level of less than significant.
Cultural and Tribal Resources
The project site is not listed as a historic site or a tribal resource. Nonetheless, there is always the
possibility that previously unknown historic resources exist below the ground surface within the
project site. As such, development of the project site was determined to have a potentially
significant impact. The Draft EIR identifies mitigation measures to reduce the impact to a level of
less than significant.
Energy
There were no potentially significant impacts identified for energy and, therefore, no mitigation is
required.
Geology and Soils
Geologic -related impacts from development are site -specific and, if properly designed, would not
result in worsening of the environment or public health and safety impacts. As part of the building
permit application, the Applicant is required to submit a design -level geotechnical report. This
report would provide recommendations on the appropriate level of soil engineering and building
design necessary to minimize ground -shaking hazards. The Draft EIR builds off these existing
requirements and requires the Applicant to submit a design -level geotechnical report to the City of
Dublin for review and approval and implement recommendations under the approved report. The
implementation of this mitigation measure would ensure that the project impacts would be less
than significant.
Greenhouse Gas Emissions
There were no potentially significant impacts identified for greenhouse gas emissions and,
therefore, no mitigation is required.
Hazards and Hazardous Materials
As previously noted, the project site is vacant except for seasonal uses. The Draft EIR identified a
limited amount of hazardous materials on the project site, including two five -gallon buckets of
petroleum hydrocarbon, stained soils, and solid waste debris. As such the Draft EIR identified a
mitigation measure to reduce this impact to less than significant.
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Hydrology
There were no potentially significant impacts identified for hydrology and, therefore, no
mitigation is required. Projects, such as the proposed project, involving construction on sites that
are one acre or more are required by regulation to prepare and implement a Stormwater Pollution
Prevention Plan that specifies how the discharger will protect water quality during construction
activities
Land Use
There were no potentially significant impacts identified for land use and, therefore, no mitigation
is required.
Noise
The Draft EIR identified potentially significant noise impacts related to project construction in the
short term as well as longer -term noise exposure of future residents to traffic noise from the
adjacent City streets. Accordingly, the Draft EIR identifies mitigation measures, including the
regulation of construction equipment and the requirement for an acoustical study demonstrating
all residential units would meet the City's noise standards. These mitigation measures would
reduce the project noise impacts to a level of less than significant.
Population and Housing
There were no potentially significant impacts identified for population and housing and, therefore,
no mitigation is required.
Public Services and Utilities
There were no potentially significant impacts identified for public services and utilities and,
therefore, no mitigation is required.
Transportation
Starting on July 1, 2020, agencies analyzing transportation impacts of new projects must now look
at a metric known as vehicle miles traveled (VMT) instead of level of service (LOS). VMT measures
how much actual auto travel (additional miles driven) a proposed project would create on
California roads. If the project adds excessive car travel onto roads, the project may cause a
significant transportation impact.
The project includes a mix of residential, local -serving retail and regional retail/recreation. The
market -rate residential component of the project is anticipated to be below the established VMT
threshold and, therefore, considered to result in a less than significant impact. In addition, per City
of Dublin TIA Guidelines Section 4.2.2, if a project contains less than 100% affordable housing, the
portion that is affordable housing should be screened out of needing a detailed VMT analysis.
Therefore, the impact on VMT from the affordable housing component of the project is less than
significant. Local -serving retail primarily serves preexisting needs (i.e., it does not generate new
trips because it meets existing demand). Essentially, the assumption is that someone would travel
to a newly constructed local -serving store because of its proximity and, therefore, this trip on the
roadway network becomes shorter. As a result, local serving retail would most likely provide
shorter trip options to pre-existing and on -site project induced needs for these goods and services.
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The Topgolf component of the project is categorized as regional retail/recreation and would result
in an increase in VMT to the planning area resulting in a significant impact. To address the impact,
a Transportation Demand Management (TDM) plan is required for the Topgolf facility. Although
mitigation measures were prepared to reduce the impact, it could not be fully reduced to less than
significant in all instances.
The City Council resolution certifying the Final Environmental Impact Report is included as
Attachment 1. To approve the project, the City Council must make findings regarding significant
impacts and mitigation measures (Attachment 4), findings concerning infeasibility of alternatives
and potential additional mitigation measures (Attachment 5) and will need to adopt a Statement
of Overriding Considerations (SOC) (Attachment 6) that identifies all environmental impacts that
cannot be mitigated and explains why the benefits of the project outweigh its unavoidable
environmental impacts. The Mitigation Monitoring and Reporting Program is included as
Attachment 7. The SOC is required in order to approve the project, if desired by a majority of the
City Council.
PLANNING COMMISSION REVIEW:
The Planning Commission held a study session on September 27, 2022 and received presentations
by Staff and the Applicant on the proposed project. The Planning Commission then held a public
hearing and considered the project at their regular meeting on October 25, 2022. The Commission
asked questions regarding the affordable housing proposal, mitigation measures for impacts to
biological resources, fiscal analysis, and water supply. The Planning Commission adopted
Resolution No. 22-13 (Attachment 14) unanimously recommending the City Council certify the
Final EIR and approve the proposed amendments to the General Plan and Eastern Dublin Specific
Plan, a Planned Development Rezone with Stage 1 and 2 Development Plans and a Development
Agreement related to the SCS Dublin Project.
STRATEGIC PLAN INITIATIVE:
None.
NOTICING REQUIREMENTS/PUBLIC OUTREACH:
Two City -led Community Meetings were held on September 14 and 15, 2022 to provide Dublin
residents with information about the proposed SCS Dublin project. In addition to Staff and the
Applicant, 24 residents attended the meeting on September 14. Six residents attended the meeting
on September 9. Staff provided a presentation that included an overview of the City's development
review process and the proposed project. Questions were asked about the number of students the
project would generate and general impacts on the schools, parking, potential for increasing the
commercial area, and potential impacts to access of Grafton Station, Lowe's, and the water quality
basin at the terminus of Northside Drive.
In accordance with State law, a public notice was mailed to all property owners and occupants
within 300 feet of the proposed project to advertise the project and upcoming public hearing. A
public notice was also published in the East Bay Times and posted at several locations throughout
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the City. A Planning Application sign was posted on the project site and the project was also
included on the City's Development Projects webpage. A copy of this Staff Report has been
provided to the Applicant and the City Council Agenda was posted.
ATTACHMENTS:
1) Resolution Certifying an Environmental Impact Report and Adopting Environmental Impact
Findings, Findings Regarding Alternatives, a Statement of Overriding Considerations and a
Mitigation Monitoring and Reporting Program for the SCS Dublin Project
2) Exhibit A to the Resolution - Draft Environmental Impact Report
3) Exhibit B to the Resolution - Final Environmental Impact Report
4) Exhibit C to the Resolution - Findings Concerning Significant Impacts and Mitigation Measures
5) Exhibit D to the Resolution - Findings Concerning Infeasibility of Alternatives and Potential
Additional Mitigation Measures
6) Exhibit E to the Resolution - Statement of Overriding Considerations
7) Exhibit F to the Resolution - Mitigation Monitoring and Reporting Program
8) Resolution Amending the General Plan and Eastern Dublin Specific Plan Related to the SCS
Dublin Project
9) Ordinance Amending the Zoning Map and Approving a Planned Development Zoning District
with Stage 1 and Stage 2 Development Plans For the SCS Dublin Project
10) Ordinance Approving a Development Agreement Between the City of Dublin and SCS
Development Company Related to the SCS Dublin Project
11) Exhibit A to the Ordinance - Development Agreement
12) Fiscal Analysis
13) Local Transportation Analysis
14) Planning Commission Resolution No. 22-13
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