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HomeMy WebLinkAbout6.2 Fallon Cross Dev Agmtintersection near the northeasterly City limits. The project abuts the high hills of rural acreage in the unincorporated area of Alameda County within the City's Sphere of Influence (SOI). The project site also is within the Eastern Dublin Specific Plan area. Uses include: Single-Family (low density) Residential, Neighborhood Park, and a significant amount of Open Space. Net density for the 106 units within the residential area is 5.44 units per acre. The project has been designed to preserve and maintain the hillsides and natural drainage ways. All of the units within the Fallon Crossing project are proposed as for-sale housing. In accordance with the City's Inclusionary Housing Ordinance, the project would be required to provide 13 affordable units. The eight paired homes represent the affordable units to be located within the project. In lieu fees will be paid to satisfy the remaining requirement. No multi-family rental or apartments are proposed. On June 6, 2006, the City Council approved PA 04-016 for Fallon Crossing. A Planned Development (PD) prezone and Planned Development (PD) rezone/Stage 1 Development Plan were approved by Ordinance No. 7-06. The annexation application and pre-annexation agreement were approved by Resolution No. 72-06 and 73-06 respectively. Annexation to the City and the Dublin San Ramon Services District (DSRSD) was approved by LAFCO on September 14, 2006. A Mitigated Negative Declaration was adopted by the City Council on February 13, 2006 by Resolution No. 71-06. The annexation became effective on July 1, 2007. On November 13, 2007, the Planning Commission approved a Site Development Review and VTM 7617 by Resolution No. 07-59 which created 106 residential lots for the Fallon Crossing project (PA 04-016) and recommended approval of a Stage 2 Development Plan. The City Council at the meeting of December 18, 2007 approved the Stage 2 Development Plan (Ordinance No. 26-07) for the project. SITE PLAN/TRACT MAP Z E~ t~ i~ Development Agreement Projects within the Eastern Dublin Specific Plan (EDSP) require a Development Agreement between the Developer and the City. California Government Code §§ 65864 et seq. and Chapter 8.56 of the Dublin Municipal Code (hereafter "Chapter 8.56") authorize the City to enter into an agreement for the development of real property with any person having a legal or equitable interest in such property in order to obtain certain commitments and establish certain development rights for the property. The Development Agreement must be approved prior to recordation of the final Tract Map and issuance of building permits for the development of the property. Development Agreements are approved by an ordinance of the City Council upon recommendation by the Planning Commission. A Development Agreement for Fallon Crossing was not included in the items presented to the Planning Commission or the City Council at the time of the public hearing for the requested project approvals (November 13, 2007 and December 18, 2007 respectively). On October 14, 2008, the Planning Commission reviewed the Development Agreement and unanimously recommended City Council approval of the Development Agreement. Attachment 2 is the Planning Commission Resolution recommending City Council approval of the proposed Development Agreement. The proposed Development Agreement (Attachment 1 to Exhibit A) was drafted with input from City Staff, the project Applicant, property owner, and the City Attorney based on the standard Development Agreement prepared by the City Attorney and adopted by the City Council for projects located within the Eastern Dublin Specific Plan area. The Development Agreement provides security to the developer that the City will not change its zoning and other laws applicable to the project. The Development Agreement becomes effective for a term of five (5) years from the date of the signing of the agreement. The City also benefits from entering into the Development Agreement with the property owner in a number of ways. This document is a contract that establishes obligations for meeting the goals of the Eastern Dublin Specific Plan and guarantees timing for construction of public infrastructure and facilities for the project area. Additionally, it ensures that dedications of property and easements are made, project phasing is followed, appropriate fees are paid for the development, and any additional terms of the agreement are carried out as development proceeds. The proposed Development Agreement also would be consistent with the previous development agreements within the Eastern Dublin Specific Plan area. In return, the Developer agrees to comply with the Conditions of Approval and, in some cases, makes commitments for which the City might otherwise have no authority to compel the Developer to perform. Specifically, the Development Agreement augments the City's standard development regulations; defines the precise financial responsibilities of the developer; ensures timely provision of adequate public facilities for each project; and provides terms for the Developer to advance funds for specific facilities which have community or area-wide benefit or for reimbursement from future development, as appropriate. Since the Development Agreement runs with the land, the rights thereunder can be assigned. Specifically, Paragraph 17 of the Development Agreement would delegate authority to the City Manager for approval of such requests for transfer or assignment. ENVIRONMENTAL REVIEW This project is within the scope of the Final Environmental Impact Report for the Eastern Dublin General Plan Amendment and Specific Plan, which was certified by the City Council by Resolution No. 51-93, and the Addenda dated May 4, 1993 and August 22, 1994 ("Eastern Dublin EIR") (SCH #91-103064). The City Council also adopted a Mitigated Negative Declaration on February 13, 2006 by Resolution No. 71-06. 3~~ CONCLUSION: Approval of the proposed Development Agreement will implement provisions of the Eastern Dublin Specific Plan, and all previous approvals specific to the Fallon Crossing project (PA 04-016) including the Planned Development zoning for Fallon Crossing (PA 04-016), the Stage 2 Development Plan, the Site Development Review, and Conditions of Approval for Vesting Tentative Tract Map 7617. The Development Agreement is consistent with the General Plan and the Eastern Dublin Specific Plan. RECOMMENDATION: Staff recommends the City Council: 1) Receive Staff presentation; 2) Open public hearing; 3) Take testimony from the Applicant and the Public; 4) Close the public hearing and deliberate; and 5) Waive reading and introduce an Ordinance (Attachment 1) approving a Development Agreement between the City of Dublin and Standard Pacific Corp. 4 p~ L~ i~ Ig~31 ORDINANCE NO. XX - 08 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF DUBLIN APPROVING THE DEVELOPMENT AGREEMENT FOR PA 04-016 FALCON CROSSING BETWEEN THE CITY OF DUBLIN AND STANDARD PACIFIC CORPORATION THE CITY COUNCIL OF THE CITY OF DUBLIN DOES HEREBY ORDAIN AS FOLLOWS: Section 1. RECITALS A. The proposed project known as Fallon Crossing is located within the boundaries of the Eastern Dublin Specific Plan, and is included in the approval for Planned Development under PA 04-016. B. A Development Agreement for Fallon Crossing between the City of Dublin and Standard Pacific Corp. ("Developer") has been presented to the City Council, Exhibit A, attached hereto. C. Pursuant to the California Environmental Quality Act (CEQA), CEQA Guidelines Section 15168, the Developer's project is within the scope of the Final Environmental Impact Report for the Eastern Dublin General Plan Amendment and Specific Plan, which was certified by the City Council by Resolution No. 51-93, and the Addenda dated May 4, 1993 and August 22, 1994 (hereafter "Eastern Dublin EIR" or "program EIR") (SCH #91-103064). D. In connection with an annexation application and a preannexation agreement for Fallon Crossing PA 04-016 and the Fredrich property, a Mitigated Negative Declaration (MND) was prepared and adopted by the City Council on May 16, 2006 by Resolution 71-06 E. A public hearing on the proposed Development Agreement was held before the Planning Commission on October 14, 2008, for which public notice was given as provided by law. F. The Planning Commission has made its recommendation to the City Council for approval of the Development Agreement by Resolution 08-24. G. A public hearing on the proposed Development Agreement was held before the City Council on November 4, 2008 for which public notice was given as provided by law. H. The City Council has considered the recommendation of the Planning Commission, including the Planning Commission's reasons for its recommendation, the Agenda Statement, all comments received in writing, and all testimony received at the public hearing. Section 2. FINDINGS AND DETERMINATIONS. Therefore, on the basis of (a) the foregoing Recitals which are incorporated herein, (b) the City of Dublin General Plan, (c) the Eastern Dublin General Plan Amendment, (d) the Eastern Dublin Specific Plan, (e) the EIR, (f) the Program EIR, (g) the Mitigated Negative Declaration, (h) the Agenda Statement, and on the basis of the specific conclusions set forth below, the City Council finds and determines that: l-~~~~a ~'1u1~¢. ATTACHMENT 1 d~~~ 1. The Development Agreement is consistent with the objectives, policies, general land ses and programs specified and contained in the City's General Plan, as amended by the Eastern Dublin General Plan Amendment, and in the Specific Plan in that: (a) the General Plan and Specific Plan land use designation for the site is Single-Family (Low Density) Residential and Open Space and Neighborhood Park, (b) the proposed project is consistent with the designated land use, (c) 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, and (d) the Development Agreement includes provisions relating to vesting of development rights, and similar provisions set forth in the Specific Plan. 2. The Development Agreement is compatible with the uses authorized in, and the regulations prescribed for, the land use districts in which the real property is located in that the project approvals include Stage 1 Planned Development zoning, Stage 2 Development Plan, Site Development Review, and Vesting Tentative Map. 3. The Development Agreement is in conformity with public convenience, general welfare, and good land use policies in that the Developer's project will implement land use guidelines set forth in the Specific Plan and the General Plan which have planned for Single-Family (Low Density) Residential, Open Space, Neighborhood Park, and infrastructure uses at this location. 4. The Development Agreement will not be detrimental to the health, safety and general welfare in that the Developer's project will proceed in accordance with all the programs and policies of the Eastern Dublin Specific Plan. 5. The Development Agreement will not adversely affect the orderly development of property or the preservation of property values in that the project will be consistent with the General Plan and with the Eastern Dublin Specific Plan. Section 3. APPROVAL The City Council hereby approves the Development Agreement (Exhibit A to the Ordinance) and authorizes the Mayor to execute it. Section 4. RECORDATION Within ten (10) days after the Development Agreement is fully executed by all parties, the City Clerk shall submit the Agreement to the County Recorder for recordation. Section 5. EFFECTIVE DATE AND POSTING OF ORDINANCE This Ordinance shall take effect and be in force thirty (30) days from and after the date of its passage. The City Clerk of the City of Dublin shall cause the Ordinance to be posted in at least three (3) public places in the City of Dublin in accordance with Section 36933 of the Government Code of the State of California. 2 PASSED AND AD P ~ ~ ~' O TED BY the City Council of the City of Dublin, on this day of 2008 by the following votes: AYES: NOES: ABSENT: ABSTAIN: Mayor ATTEST: City Clerk G: IPA#12004104-016 Mission Peak -Standard PacificlDAlDub-FC-DA-draftOrd-Porto Rev 9.16.08.doc u ~3~ RECORDING REQUESTED BY: CITY OF DUBLIN When Recorded Mail To: City Clerk City of Dublin 100 Civic Plaza Dublin, CA 94568 Fee Waived per GC 27383 Space above this line for Recorder's use DEVELOPMENT AGREEMENT BETWEEN THE CITY OF DUBLIN AND STANDARD PACIFIC CORP. FOR THE FALCON CROSSING PROJECT MMB:2043-340:932018.1 EXHIBIT A TO ATTACHMENT 1 ./ (~1 THIS DEVELOPMENT AGREEMENT ("Agreement") is made and entered in the City of Dublin on this day of , 2008, by and between the City of Dublin, a Municipal Corporation (hereafter "the City'), and Standard Pacific Corp., a Delaware Corporation (hereafter "Developer"), pursuant to the authority of §§ 65864 et seq. of the California Government Code and Dublin Municipal Code, Chapter 8.56. RECITALS A. California Government Code §§ 65864 et seq. and Chapter 8.56 of the Dublin Municipal Code (hereafter"Chapter 8.56") authorize the City to enter into an agreement for the development of real property with any person having a legal or equitable interest in such property in order to establish certain development rights in such property; and B. DEVELOPER desires to develop and holds legal interest in certain real property consisting of approximately 67.7 acres of land, located in the City of Dublin, County of Alameda, State of California, which is more particularly described in Exhibit A attached hereto and incorporated herein by this reference, and which real property is hereafter called the "Property"; and C. The City Council adopted the Eastern Dublin Specific Plan by Resolution No. 53-93 which Plan is applicable to the Property; and D. The Eastern Dublin Specific Plan requires Developer to enter into this development agreement; and E. Developer proposes the development of the Property with 106 residential units and various non-residential uses including open space and private recreation facilities, storm water management elements and associated public and private rights-of-way (the "Project"); and F. Developer has applied for, and the City has approved various land use approvals in connection with the development of the Project, including prezonings and a related Stage 1 Development Plan (Ordinance No. 07-06), a Stage 2 Development Plan (Ordinance 26-07), Vesting Tentative Map 7617 (Planning Commission Resolution No. 07-59) and Site Development Review (Planning Commission Resolution No. 07-59) (collectively, together with any approvals or permits now or hereafter issued with respect to the Project, the "Project Approvals"); and G. Development of the Property by Developer may be subject to certain future discretionary approvals, which, if granted, shall automatically Dublin/Standard Pacific Development Agreement For the Fallon Crossing Project Page 1 of 15 M M 6:2043-340:93 2018.1 6 ~~~ become part of the Project Approvals as each such approval becomes effective; and H. The City desires the timely, efficient, orderly and proper development of said Project; and I. The City Council has found that, among other things, this Agreement is consistent with its General Plan and the Eastern Dublin Specific Plan and has been reviewed and evaluated in accordance with Chapter 8.56; and J. The 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; and K. On , 2008, the City Council of the City of Dublin adopted Ordinance No. approving this Agreement. The ordinance took effect on , 2008 ("the Approval Date"). NOW, THEREFORE, with reference to the foregoing recitals and in consideration of the mutual promises, obligations and covenants herein contained, the City and Developer agree as follows: AGREEMENT Description of Property. The Property that is the subject of this Agreement is described in Exhibit A attached hereto. 2. Interest of Developer. The Developer has a legal or equitable interest in the Property in that it owns the Property in fee simple. 3. Relationship of City 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 the Developer is not an agent of the City. 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. Dublin/Standard Pacific Development Agreement For the Fallon Crossing Project Page 2 of 15 MMB:2043-340:932018.1 ~~~~ 4. Effective Date and Term. 4.1. Effective Date. The effective date of this Agreement shall be the Approval Date. 4.2. Term. The term of this Agreement shall commence on the Effective Date and extend five (5) years thereafter, unless said term is otherwise terminated or modified by circumstances set forth in this Agreement. 5. Use of the Property. 5.1. Right to Develop. Developer shall have the vested right to develop the Project on the Property in accordance with the terms and conditions of this Agreement, the Project Approvals (as and when issued), and any amendments to any of them as shall, from time to time, be approved pursuant to this Agreement. 5.2. Permitted Uses. The permitted uses of the Property, the density and intensity of use, the maximum height, bulk and size of proposed buildings, provisions for reservation or dedication of land for public purposes and location and maintenance of on-site and off-site improvements, location of public utilities (operated by the City). and other terms and conditions of development applicable to the Property, shall be those set forth in this Agreement, the Project Approvals and any amendments. to this Agreement or the Project Approvals. 5.3. Additional Conditions. Provisions for the following ("Additional Conditions") are set forth in Exhibit B attached hereto and incorporated herein by reference. 5.3.1. Subsequent Discretionary Approvals. Conditions, terms, restrictions, and requirements for subsequent discretionary actions. (These conditions do not affect Developer's responsibility to obtain all other land use approvals required by the ordinances of the City of Dublin other approvals from regulatory agencies.) Not Applicable 5.3.2. Mitigation Conditions. Additional or modified conditions agreed upon by the parties in order to eliminate or mitigate adverse environmental impacts of the Project or otherwise relating to development of the Project. See Exhibit B 5.3.3. Phasing, Timing. Provisions that the Project be constructed in specified phases, that construction shall commence within a specified Dublin/Standard Pacific Development Agreement For the Fallon Crossing Project Page 3 of 15 MMB:2043-340:932018.1 g~~~ time, and that the Project or any phase thereof be completed within a specified time. See Exhibit B 5.3.4. Financing Plan. Financial plans which identify necessary capital improvements such as streets and utilities and sources of funding. See Exhibit B 5.3.5. Fees. Dedications. Terms relating to payment of fees or dedication of property. See Exhibit B 5.3.6. Reimbursement. Terms relating to subsequent reimbursement over time for financing of necessary public facilities. See Exhibit B 5.3.7. Miscellaneous. Miscellaneous terms. See Exhibit B 6. Applicable Rules. Regulations. and Official Policies. 6.1. Rules re Permitted Uses. For the term of this Agreement, the City's ordinances, resolutions, rules, regulations and official policies governing the permitted uses of the Property, governing density and intensity of use of the Property and the maximum height, bulk and size of proposed buildings shall be those in force and effect on the Effective Date of the Agreement. 6.2. Rules re Design and Construction. Unless otherwise expressly provided in Paragraph 5 of this Agreement, the ordinances, resolutions, rules, regulations and official policies governing design, improvement and construction standards and specifications applicable to the Project shall be those in force and effect at the time of the applicable discretionary approval, whether the date of that approval is prior to or after the date of the Agreement. For construction of public improvements, the ordinances, resolutions, rules, regulations and official policies governing design, improvement and construction standards and specifications applicable to public improvements to be constructed by Developer shall be those in force and effect at the time of execution of an improvement agreement between the City and Developer. 6.3. Uniform Codes Applicable. Unless expressly provided in Paragraph 5 of this Agreement, the Project shall be constructed in accordance Dublin/Standard Pacific Development Agreement Page 4 of 15 For the Fallon Crossing Project MMB:2043-340:932018.1 ~ ~~ 31 with the provisions of the Uniform Building, Mechanical, Plumbing, Electrical and Fire Codes and Title 24 of the California Code of Regulations, relating to Building Standards, in effect at the time the of approval of the appropriate building, grading or other construction permits for the Project. 7. Subsequently Enacted Rules and Regulations. 7.1. New Rules and Regulations. During the term of this Agreement, the City may apply new or modified ordinances, resolutions, rules, regulations and official policies of the City to the Property which were not in force and effect on the Effective Date of this Agreement and which are not in conflict with those applicable to the Property as set forth in this Agreement if: (a) the application of such new or modified ordinances, resolutions, rules, regulations or official policies would not prevent, impose a substantial financial burden on, or materially delay development of the Property as contemplated by this Agreement and the Project Approvals and (b) if such ordinances, resolutions, rules, regulations or official policies have general applicability. 7.2. Approval of Application. Nothing in this Agreement shall prevent the City from denying or conditionally approving any subsequent land use permit or authorization for the Project on the basis of such new or modified ordinances, resolutions, rules, regulations and policies except that such subsequent actions shall be subject to any conditions, terms, restrictions, and requirements expressly set forth herein. 7.3. Moratorium Not Applicable. Notwithstanding anything to the contrary contained herein, in the event an ordinance, resolution or other measure is enacted, whether by action of the City, by initiative, referendum, or otherwise, that imposes a building moratorium, a limit on the rate of development or a voter- approval requirement which affects the Project on all or any part of the Property, the City agrees that such ordinance, resolution or other measure shall not apply to the Project, the Property, this Agreement or the Project Approvals unless the building moratorium is imposed as part of a declaration of a local emergency or state of emergency as defined in Government Code § 8558. In the event that such a moratorium does apply to the Project, the term of the Agreement shall be extended for a period of time equal to the period of time during which the moratorium applies to the Project. 8. Subsequently Enacted or Revised Fees, Assessments and Taxes. 8.1. Fees, Exactions, Dedications The City and Developer agree that the fees payable and exactions required in connection with the development of the Project for purposes of mitigating environmental and other impacts of the Project, providing infrastructure for the Project and complying with the Specific Plan shall be those set forth in the Project Approvals and in this Agreement Dublin/Standard Pacific Development Agreement For the Fallon Crossing Project Page 5 of 15 MMB:2043-340:932018.1 ~~~~i (including Exhibit B). The City shall not impose or require payment of any other fees, dedications of land, or construction of any public improvement or facilities, shall not increase or accelerate existing fees, dedications of land or construction of public improvements, or impose other exactions in connection with any subsequent discretionary approval for the Property, except as set forth in the Project Approvals and this Agreement (including Exhibit B, subparagraph 5.3.5). 8.2. Revised Application Fees. Any existing application, processing and inspection fees that are revised during the term of this Agreement shall apply to the Project provided that (1) such fees have general applicability; (2) the application of such fees to the Property is prospective only; and (3) the application of such fees would not prevent, impose a substantial financial burden on, or materially delay development in accordance with this Agreement. 8.3. New Taxes. Any subsequently enacted city-wide taxes shall apply 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. 8.4. Assessments. Nothing herein shall be construed to relieve the Property from assessments levied against it by the City pursuant to any statutory procedure for the assessment of property to pay for infrastructure and/or services which benefit the Property. 8.5. Vote on Future Assessments and Fees. In the event that any assessment, fee or charge which is applicable to the Property is subject to Article XIIID of the Constitution and Developer does not return its ballot, Developer agrees, on behalf of itself and its successors, that the City may count Developer's ballot as affirmatively voting in favor of such assessment, fee or charge. 9. Amendment or Cancellation. 9.1. Modification Because of Conflict with State or Federal Laws. In the event that state or federal laws or regulations enacted after the Effective Date of this Agreement prevent or preclude compliance with one or more provisions of this Agreement or require changes in plans, maps or permits approved by the City, the parties shall meet and confer in good faith in a reasonable attempt to modify this Agreement to comply with such federal or state law or regulation. Any such amendment or suspension of the Agreement shall be subject to approval by the City Council in accordance with Chapter 8.56. 9.2. Amendment by Mutual Consent. This Agreement may be amended in writing from time to time by mutual consent of the parties hereto and in accordance with the procedures of State law and Chapter 8.56. DublinlStandard Pacific Development Agreement For the Fallon Crossing Project Page 6 of 15 MMB:2043-340:932018.1 ~i ~ 3~ 9.3. Insubstantial Amendments. Notwithstanding the provisions of the preceding paragraph 9.2, any amendments to this Agreement which do not relate to (a) the term of the Agreement as provided in paragraph 4.2; (b) the permitted uses of the Property as provided in paragraph 5.2; (c) provisions for "significant" reservation or dedication of land as provided in Exhibit B; (d) conditions, terms, restrictions or requirements for subsequent discretionary actions; (e) the density or intensity of use of the Project; (f) the maximum height or size of proposed buildings; or (g) monetary contributions by Developer as provided in this Agreement, shall not, except to the extent otherwise required by law, require notice or public hearing before either the Planning Commission or the City Council before the parties may execute an amendment hereto. The City's Public Works Director shall determine whether a reservation or dedication is "significant". 9.4. Amendment of Project Approvals. Any amendment of Project Approvals relating to: (a) the permitted use of the Property; (b) provision for reservation or dedication of land; (c) conditions, terms, restrictions or requirements for subsequent discretionary actions; (d) the density or intensity of use of the Project; (e) the maximum height or size of proposed buildings; (f) monetary contributions by the Developer; or (g) public improvements to be constructed by Developer shall require an amendment of this Agreement. Such amendment shall be limited to those provisions of this Agreement which are implicated by the amendment of the Project Approval. Any other amendment of the Project Approvals, or any of them, shall not require amendment of this Agreement unless the. amendment of the Project Approval(s) relates specifically to some provision of this Agreement. 9.5. Cancellation by Mutual Consent. Except as otherwise permitted herein, this Agreement may be canceled in whole or in part only by the mutual consent of the parties or their successors in interest, in accordance with the provisions of Chapter 8.56. Any fees paid pursuant to Paragraph 5.3 and Exhibit B of this Agreement prior to the date of cancellation shall be retained by the City. 10. Term of Project Approvals. 10.1. Pursuant to California Government Code Section 66452.6(a), the term of the vesting tentative map described in Recital F above shall automatically be extended for the term of this Agreement. The term of any other Project Approval shall be extended only if so provided in Exhibit B. 11. Annual Review. 11.1. Review Date. The annual review date for this Agreement shall be between July 15 and August 15, 2009 and thereafter between each July 15 and August 15 during the Term. Dublin/Standard Pacific Development Agreement For the Fallon Crossing Project Page 7 of 15 MMB:2043-340:932018.1 ~~~~ 11.2. Initiation of Review. The City's Community Development Director shall initiate the annual review, as required under Section 8.56.140 of Chapter 8.56, by giving to Developer thirty (30) days' written notice that the City intends to undertake such review. Developer shall provide evidence to the Community Development Director prior to the hearing on the annual review, as and when reasonably determined necessary by the Community Development Director, to demonstrate good faith compliance with the provisions of the Agreement. The burden of proof by substantial evidence of compliance is upon the Developer. 11.3. Staff Reports. To the extent practical, the City shall deposit in the mail and fax to Developer a copy of all staff reports, and related exhibits concerning contract performance at least five (5) days prior to any annual review. 11.4. Costs. Costs reasonably incurred by 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. 12. Default. 12.1. Other Remedies Available. Upon the occurrence of an event of default, the parties may pursue all other remedies at law or in equity which are not otherwise provided for in this Agreement or in the City's regulations governing development agreements, expressly including the remedy of specific performance of this Agreement. 12.2. Notice and Cure. Upon the occurrence of an event of default by either party, the nondefaulting party shall serve written notice of such default upon the defaulting party. If the default is not cured by the defaulting party within thirty (30) days after service of such. notice of default, the nondefaulting party may then commence any legal or equitable action to enforce its rights under this Agreement; provided, however, that if the default cannot be cured within such thirty (30) day period, the nondefaulting party shall refrain from any such legal or equitable action so long as the defaulting party begins to cure such default within such thirty (30) day period and diligently pursues such cure to completion. Failure to give notice shall not constitute a waiver of any default. 12.3. No Damages Against City. Notwithstanding anything to the contrary contained herein, in "no event shall damages be awarded against the City upon an event of default or upon termination of this Agreement. 13. Estoppel Certificate. 13.1. 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, Dublin/Standard Pacific Development Agreement Page 8 of 15 For the Fallon Crossing Project MMB:2043-340:932018.1 lae~3i 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 (30) days following the receipt thereof, or such longer period as may reasonably be agreed to by the parties. 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. 14. Mortgagee Protection Certain Rights of Cure. 14.1. Mortgagee Protection. This Agreement shall be superior and senior to any lien placed upon the Property, or any portion thereof after the date of recording this Agreement, including the lien for any deed of trust or mortgage ("Mortgage"). Notwithstanding 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. 14.2. Mortgagee Not Obligated. Notwithstanding the provisions of Section 14.1 above, no Mortgagee shall have any obligation or duty under this Agreement, before or after foreclosure or a deed in lieu of foreclosure, to construct or complete the construction of improvements, or to guarantee such construction of 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. 14.3. Notice of Default to Mortgagee and Extension of Right to Cure. If the City receives notice from a Mortgagee requesting a copy of any notice of default given 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 Dublin/Standard Pacific Development Agreement For the Fallon Crossing Project Page 9 of 15 MMB:2043-340:932018.1 ~~~~i period provided in paragraph 12.2 for not,more than an additional sixty (60) days upon request of Developer or a Mortgagee. 15. Severability. 15.1. The unenforceability, invalidity or illegality of any provisions, covenant, condition or term of this Agreement shall not render the other provisions unenforceable, invalid or illegal. 16. Attorneys' Fees and Costs. 16.1. 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. If any person or entity not a party to this Agreement initiates an action at law or in equity to challenge the validity of any provision of this Agreement or the Project Approvals, the parties shall cooperate in defending such action. Developer shall bear its own costs of defense as a real party in interest in any such action, and shall reimburse the City for all reasonable court costs and attorneys' fees expended by the City in defense of any such action or other proceeding. 17. Transfers and Assignments. 17.1 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 sate, transfer or assignment to a Transferee, Developer may 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: 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 or delayed. 17.2 Approval and Notice of Sale Transfer or Assignment. The City Manager shall consider and decide on any transfer, sale or assignment within ten (10) days 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 the 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. DublinlStandard Pacific Development Agreement For the Fallon Crossing Project Page 10 of 15 MMB:2043-340:93201 S.1 i~~~i 17.3 Release Upon Transfer. Upon the transfer, sale, or assignment of all of Developer's rights, interests and obligations hereunder pursuant to Paragraph 17.1 of this Agreement, Developer shall be released from the obligations under this Agreement, with respect to the Property transferred, sold, or assigned, arising subsequent to the date of City 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. 17.4 Developer's Right to Retain Specified Rights or Obligations. Notwithstanding Paragraphs 17.1 and 17.2 and Paragraph 18, Developer may withhold from a sale, transfer or assignment of this Agreement certain rights, interests and/or obligations which Developer shall retain, 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. 17.5 Termination of Agreement Upon Sale of Individual Lots to Public. Notwithstanding any provisions of this Agreement to the contrary, the burdens of this Agreement shall terminate as to any lot which has been finally subdivided and individually (and not in "bulk") leased (for a period of longer than one year) or sold to the purchaser or user thereof and thereupon and without the execution or recordation of any further document or instrument such lot shall be released from and no longer be subject to or burdened by the provisions of this Agreement; provided, however, that the benefits of this Agreement shall continue to run as to any such lot until a building is constructed on such lot, or until the termination of this Agreement, if earlier, at which time this Agreement shall terminate as to such tot. 18. Agreement Runs with the Land. 18.1 All of the provisions, rights, terms, covenants, and obligations contained in this Agreement shall be binding upon the Parties and their respective heirs, successors and assignees, representatives, lessees, and all other persons acquiring the Property, or any portion thereof, or any interest therein, whether by operation of law or in any manner whatsoever. All of the provisions of this Agreement shall be enforceable as equitable servitude and shall constitute covenants running with the land pursuant to applicable laws, including, but not limited to, Section 1468 of the Civil Code of the State of Dublin/Standard Pacific Development Agreement For the Fallon Crossing Project . Page 11 of 15 MMB:2043-340:932018.1 ~b~ ~~ California. Each covenant to do, or refrain from doing, some act on the Property hereunder, or with respect to any owned property, (a) is for the benefit of such properties and is a burden upon such properties, (b) runs with such properties, and (c) is binding upon each party and each successive owner during its ownership of such properties or any portion thereof, and shall be a benefit to and a burden upon each party and its property hereunder and each other person succeeding to an interest in such properties. 19. Bankruptcy. 19.1. The obligations of this Agreement shall not be dischargeable in bankruptcy. 20. Indemnification. 20.1. 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 the Developer, or any actions or inactions of Developer's contractors, subcontractors, agents, or employees in connection with the construction, improvement, operation, or maintenance of the Project, provided that Developer shall have no indemnification obligation with respect to negligence or wrongful conduct of 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 wilt cooperate with Developer, will appear in such action and will not unreasonably withhold approval of a settlement otherwise acceptable to Developer. 21. Insurance. 21.1. Public Liability and Property Damage Insurance. During the term of this Agreement, Developer shall maintain in effect a policy of comprehensive general liability insurance with aper-occurrence combined single limit of not less than one million dollars ($1,000,000.00) with a One Hundred Thousand Dollar ($100,000) self insurance retention per claim. The policy so maintained by Developer shall name the City as an additional insured and shall include either a severability of interest clause or cross-liability endorsement. 21.2. Workers Compensation Insurance. During the term of this Agreement Developer shall maintain Worker's Compensation insurance for all persons employed by Developer for work at the Project site. Developer shall require each contractor and subcontractor similarly to provide Worker's Dublin/Standard Pacific Development Agreement For the Fallon Crossing Project Page 12 of 15 MMB:2043-340:932018.1 ~7~ ~~ Compensation insurance for its respective employees. Developer agrees to indemnify the City for any damage resulting from Developer's failure to maintain any such insurance. 21.3. Evidence of Insurance. Prior to City Council approval of this Agreement, Developer shall furnish the City satisfactory evidence of the insurance required in Sections 21.1 and 21.2 and evidence that the carrier is required to give the City at least fifteen days prior written notice of the cancellation or reduction in coverage of a policy. The insurance shall extend to the City, its elective and appointive boards, commissions, officers, agents, employees and representatives and to Developer performing work on the Project. 22. Sewer and Water. 22.1. 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. 23. Notices. 23.1. All notices required or provided for under this Agreement shall be in writing. Notices required to be given to the City shall be addressed as follows: City Manager City of Dublin 100 Civic Plaza Dublin, CA 94568 FAX No. (925) 833-6651 Notices required to be given to Developer shall be addressed as follows: Project Manager of Fallon Crossing Project Standard Pacific Homes 3825 Hopyard Rd., Suite 195 Pleasanton, CA 94588 FAX No. (925) 730-5954 A party may change address by giving notice in writing to the other party and thereafter all notices shall be addressed and transmitted to the new address. Notices shall be deemed given and received upon personal delivery, or if mailed, upon the expiration of 48 hours after being deposited in the United States Mail. Notices may also be given by overnight courier which shall be deemed given the following day or by facsimile transmission which shall be deemed given upon verification of receipt. Dublin/Standard Pacific Development Agreement For the Fallon Crossing Project Page 13 of 15 MMB:2043-340:932018.1 ~~ ~~ r 24. Agreement is Entire Understanding. This Agreement constitutes the entire understanding and agreement of the parties. 25. Exhibits. The following documents are referred to in this Agreement and are attached hereto and incorporated herein as though set forth in full: Exhibit A Legal Description of Property Exhibit B Additional Conditions 26. Counterparts. This Agreement is executed in three (3) duplicate originals, each of which is deemed to be an original. 27. Recordation. The City shall record a copy of this Agreement within ten (10) days following execution by all parties. Dublin/Standard Pacific Development Agreement For the Fallon Crossing Project Page 14 of 15 MMB:2043-340:932018.1 ~~ 3~ IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date and year first above written. CITY OF DUBLIN: By: Janet Lockhart, Mayor ATTEST: Date: gy: Date:_ Carolyn Parkinson, Interim City Clerk APPROVED AS TO FORM: John Bakker, City Attorney DEVELOPER: ~ Standard P ~Cor , a D av By: anger •ized Representative Date: y ~ (NOTARIZATION ATTACHED) DublinlStandard Pacific Development Agreement For the Fallon Crossing Project Page 15 of 15 MMB:2043-340:932018.1 ~o~vl CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT STATE OF California COUNTY OF ALAMEDA )ss On ~/Jy.y ~~4~ before me, Onette D. Krigbaum ,Notary Public, personally appeared Steve Melalfder who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS r Signature ONE1T~ E D. KRiG6AUM ' Comm+aaion # 1652086 _~ ~•' Notary Public -California Alameda County My Comm. Exolrer< Apr 11,201 This area for official Notarial seal. OPTIONAL SECTION CAPACITY CLAIMED BY SIGNER Though statute does not require the Notary to fill in the data below, doing so may prove invaluable to persons relying on the documents. ^ INDIVIDUAL ^ CORPORATE OFFICER(S) TITLE(S) ^ PARTNER(S) ^ LIMITED ^ ATTORNEY-IN-FACT ^ GENERAL ^ TRUSTEE(S) ^ GUARDIAN/CONSERVATOR ^ OTHER SIGNER IS REPRESENTING: Name of Person or Entity Name of Person or Entity OPTIONAL SECTION Though the data requested here is not required by law, it could prevent fraudulent reattachment of this form. THIS CERTIFICATE MUST BE ATTACHED TO THE DOCUMENT DESCRIBED BELOW TITLE OR TYPE OF DOCUMENT: NUMBER OF PAGES DATE OF DOCUMENT SIGNER(S) OTHER THAN NAMED ABOVE Reproduced by First American Title Company 11)2007 ~i ~ 3~ Exhibit A Legal Description of Property (attached) Dublin/Standard Pacific Development Agreement For the Fallon Crossing Project -EXHIBIT A M M 8:2043-340:932018.1 0?-2 ~ 31 Order Number: 610741ALA Page Number: 5 LEGAL DESCRIPTION Real property in theUnincorporated Area, County of Alameda, State of California, described as follows: Portion of the northeast quarter of Section 28, Township 2 South, Range 1 East, Mount Diablo Base and Meridian, being a portion of the 79.45 acre tract of land firstly described in the Deed by Joseph S. Soito, Jr., to Raymond Brown and Joseph A. Brown, dated February 14, 1952, recorded February 19, 1952, Series No. AG/13911, Book 6660 OR, Page 515, Alameda County Records, described as follows: Beginning at the intersection of the southern line of said 79.45 acre tract with the center line of the re-alignment of Tassajara Road, or County Road No. 2568, as said road is defined in the Deed by Joseph S. Soito, Jr., to County of Alameda, dated November 27, 1946 and recorded December 5, 1946, in Book 5041 of said Oft~icial Records, at Page 67 (T'f/107440); thence along said center line of Tassajara Road, from a tangent that bears north 24° 33' 12" east, along a curve to the left with a radius of 800 feet, a distance of 534.82 feet; thence continuing along the last named line, tangent with the last named course, north 13° 45' west, 96 feet to the direct extension southwesterly of the course designated as "North 3Z° 40' East, 92.49 feet" in said deed to County of Alameda; thence along said extended line and along said course so designated in said Deed to County of Alameda, north 32° 40' east, 138.05 feet to the northeastern end of said course so designated in said Deed to County of Alameda; thence north 30° 18' East, 953.72 to the northern line of said 79.54 acre tract; thence along the last named line, north 89° 55' east, 1864.83 feet to the eastern line of said 79.45 acre tract; thence along the last named line, south 0° 06' west, 1263.09 feet to the southern line of said 79.45 acre tract; thence along the last named line, as follows: south 59° 36' west, 138.60 feet; north 84° 24' west, 135.30 feet; north 64° 54' west, 528 feet; north 87° 54' west, 473.88 feet; south 34° 06' west, 576.18 feet; and south 89° 51' west, 915.98 feet to the point of beginning. Excepting therefrom, that portion thereof lying within the boundary lines of Tassajara Road, or County Road No. 2568. APN: 985-0002-001-02 First American Title Dublin/Standard Pacific Development Agreement For the Fallon Crossing Project - DCHIBIT A d3 ~Pvl ~I EXHIBIT B Additional Conditions The following Additional Conditions are hereby imposed pursuant to Paragraph 5.3 above. Subparagraph 5.3.1 --Subsequent Discretionary Approvals None. Subparagraph 5 3 2 -- Mitigation Conditions Subsection a. Infrastructure Sequencing Program The Infrastructure Sequencing Program for the Project is set forth below. (i) Roads: The project-specific roadway improvements (and offers of dedication) identified in Resolution No. 07-59 of the City of Dublin Planning Commission approving Site Development Review for Fallon Crossing and Vesting Tentative Map 7617 for PA 04-016 (hereafter "SDR and VTM Resolution") shall be completed by Developer to the satisfaction of the City's Public Works Director at the times and in the manner specified in the SDR and VTM Resolution unless otherwise provided below. All such roadway improvements shall be constructed to the satisfaction and requirements of the Public Works Director. (ii) Sewer. All sanitary sewer improvements to serve the project site (or any recorded phase of the Project) shall be completed in accordance with DSRSD requirements. (iii) Water. An all weather roadway and an approved hydrant and water supply system shall be available and in service at the site in accordance with the tentative map conditions of approval to the satisfaction and requirements of the City's fire department. All potable water system components to serve the project site shall be completed in accordance with the DSRSD requirements. Dublin/Standard Pacific Development Agreement For the Fallon Crossing Project -EXHIBIT B Page 1 of 6 M M B:2043-340:932018.1 aya~<31 Recycled water lines shall be installed in accordance with the tentative map conditions of approval. (iv) Storm Drainage. The storm drainage systems off-site, as well as on-site drainage systems for the areas to be occupied, shall be improved consistent with the tentative map conditions of approval and to the satisfaction and requirements of the Dublin Public Works Department applying the City's and Zone 7 (Alameda County Flood Control and Water Conservation District, Zone 7) standards and policies which are in force and effect at the time of issuance of the permit for the proposed improvements. Pursuant to Alameda County's National Pollution Discharge Elimination Permit (NPDES) No. CAS0029831 with the California Regional Water Quality Control Board, or pursuant to subsequent permits adopted by the Board, all grading, construction and development activities within the City of Dublin must comply with the provisions of the Clean Water Act. Proper erosion control measures must be installed at development sites within the City during construction, and all activities shall adhere to Best Management Practices. (v) Other Utilities (e q gas, electricity, cable televisions, telephonel. Construction shall be completed by phase prior to issuance of the first Certificate of Occupancy for any building within that specific phase of occupancy for the Project. Subsection b. Miscellaneous (i) Completion May Be Deferred. Notwithstanding the foregoing, the City's Public Works Director may, in his or her sole discretion and upon receipt of documentation in a form satisfactory to the Public Works Director that assures completion, allow Developer to defer completion of discrete portions of any public improvements for the Project if the Public Works Director determines that to do so would not jeopardize the public health, safety or welfare. (ii) Advance of Funds for Construction of Fire Station 18. The City required the developer of Dublin Ranch Area A ("Area A Developer") as a condition of approval of that project to construct, at no cost to ~, the City, a fire station (Fire Station 18) to serve a portion of Eastern Dublin that includes the Property.. Area A Developer has now completed Fire Station 18. In Dublin/standard Pacific Development Agreement For the Fallon Crossing Project -EXHIBIT B Page 2 of 6 M M 6:2043-340:932018.1 a.~ ~ 3 ~ conjunction with Area A Developer's construction and outfitting of Fire Station 18, the City agreed to recover from subsequent applicants for certain land use approvals in Eastern Dublin the subsequent applicant's proportionate share of the Fire Station 18 construction costs and costs of equipment and apparatus to outfit Fire Station 18 advanced by Area A Developer. Pursuant to those provisions, Developer agreed in section IV of that certain Preannexation Agreement between Standard Pacific Corporation and the City of Dublin, dated May 16, 2006 (hereafter "the Preannexation Agreement") not to oppose a requirement on future development approvals that requires Developer to reimburse the Area A Developer for its advance of costs to construct and equip the Fire Station 18. In furtherance of this provision in the Preannexation Agreement, Developer agrees to advance to the City $113,331 prior to approval of the approval of the final map for Tract 7617 and agrees that it will not assert the provisions of Government Code section 66458 to require the City to approve a final map for Tract 7617 until such time as it has advanced those funds to the City. City will provide a credit to Developer in the amount of Developer's payment of monies under this Subsection, to be used by Developer against payment of Fire Facilities Fees. The amount of the credit, once established, shall not be increased for inflation and shall not accrue interest. The credits may be used by Developer against payment of the Fire Facilities Fee for any project in Dublin or, with written notice to the City, may be transferred by Developer to another developer of land in Dublin. If Developer has not been able to use the credits within ten years of the City's acceptance of Fire Station 18 Improvements, the remaining credits will convert to a right of reimbursement and shall terminate ten years thereafter. Any reimbursement shall be from Fire Facilities Fees only, if available. Other aspects of the credit and right of reimbursement shall be consistent with the City's Traffic Impact Fee Guidelines. (iii) Advance of Funds for Construction of Tassaiara Interchange and Fallon Interchange Improvements. Pursuant to the Preannexation Agreement, Developer also agreed to advance its fair share obligation of funds to the City for the Tassajara and Fallon Interchange Improvements as defined in that Agreement. As specified in the Preannexation Agreement, upon such advance, City will provide a credit to Developer in the amount of Developer's payment of these funds against payment of the Eastern Dublin Traffic Impact Fee (TIF). Dublin/Standard Pacific Development Agreement For the Fallon Crossing Project -EXHIBIT B Page3of6 M M B:2043-340: 932018.1 a6 ~ ~3~ Subparagraph 5.3.3 -- Phasing, Timing This Agreement contains no requirements that Developer must initiate or complete development of the Project within any period of time set by the City. 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. Subparagraph 5.3.4 -- Financing Plan Developer will install all improvements necessary for the Project at its own cost (subject to credits for any improvements which qualify for credits as provided in Subparagraph 5.3.6 below). Other infrastructure necessary to provide sewer, potable water, and recycled water services to the Project will be made available by the Dublin San Ramon Services District. If so required by Dublin San Ramon Services District, Developer will enter into an "Area Wide Facilities Agreement" with the Dublin San Ramon Services District to pay for the cost of extending such services to the Project. Such services shall be provided as set forth in Subparagraph 5.3.2(a)(ii) and (iii) above. Subparagraph 5.3.5 -- Fees. Dedications Subsection a. Traffic Impact Fees. Developer shall pay the Eastern Dublin Traffic Impact Fee ("TIF") established by Resolution No. 111-04, including any future amendments to such fee that may be in effect at the time of issuance of building permits. Developer will pay such fees no later than the time of issuance of building permits and in the amount of the impact fee in effect at time of building permit issuance. These TIF fees cover certain roadway improvements made necessary by development in Eastern Dublin, and all properties within Eastern Dublin are required to contribute a proportionate share of the costs. Developer further agrees that it will pay at least eleven percent (11 %) of the "Section 1" portion of the TIF in cash. Developer also agrees that it will pay at least twenty-five percent (25%) of the "Section 2" portion of the TIF in cash. If the City amends its TIF fee and as a result the City's outstanding balance due on loans is less than 25% of total Section 2 improvements, the Developer shall pay such reduced percentage of the "Section 2" portion of the TIF in cash. Dublin/Standard Pacific Development Agreement For the Fallon Crossing Project -EXHIBIT B Page 4 of 6 M M B:2043-340:932018.1 a7 ~,.~I Subsection b. Traffic Impact Fee to Reimburse Pleasanton for Freeway Interchanges. Developer shall pay the Eastern Dublin I-580 Interchange Fee in the amounts and at the times set forth in Resolution No. 155-98 and by any subsequent resolution which revises such Fee that may be in effect at the time of issuance of building permits. Developer will pay such fees no later than the time of issuance of building permits. Subsection c. Public Facilities Fees. Developer shall pay a Public Facilities Fee established by City of Dublin Resolution No. 214-02, including any future amendments to such fee that may be in effect at the time of issuance of building permits. Developer will pay such fees no later than the time of issuance of building permits. Subsection d. Noise Mitigation Fee. Developer shall pay a Noise Mitigation Fee established by City of Dublin Resolution No. 33-96, including any future amendments to such fee that may be in effect at the time of issuance of building permits. Developer will pay such fees no later than the time of issuance of building permits. Subsection e. School Impact Fees. School impact fees shall be paid by Developer in accordance with Government Code section 53080 and the agreement between Developer's predecessor in interest and the Dublin Unified School District regarding payment of school mitigation fees. Subsection f. Fire Facilities Fees. Developer shall pay (with either cash or credits) the fire facilities fee established by City of Dublin Resolution No. 12-03 including any future amendments to such fee that may be in effect at the time of issuance of building permits, if applicable. Developer will pay such fees no later than the time of issuance. of building permits. Subsection q. Tri-Valley Transportation Development Fee. Developer shall pay the Tri-Valley Transportation Development Fee in the amount and at the times set forth in City of Dublin Resolution No. 89-98 or any subsequent resolution which revises such fee. Developer will pay such fees no Dublin/Standard Pacific Development Agreement For the Fallon Crossing Project -EXHIBIT B Page 5 of 6 M M 8:2043-340:932018.1 ag ~.~3i later than the time of issuance of building permits and in the amount of the impact fee in effect at time of building permit issuance. Subparagraph 5.3.6 -- Credit Subsection a. Traffic Impact Fee Improvements --Credit The City shall provide a credit to Developer for those improvements described in the resolution establishing the Eastern Dublin Traffic Impact Fee if such improvements are constructed by the Developer in their ultimate location. All aspects of the credit shall. be covered by the City's Administrative Guidelines for Eastern Dublin Traffic Impact Fees (Resolution No. 20-07 ("TIF Guidelines").) The credit shall include, but not be limited to, those improvements to Tassajara Road as described in Conditions of Approval Nos. 17 and 18 in the SDR and VTM Resolution, to the extent that these improvements are consistent with the scope of work described in the resolution approving the EDTIF and the credit is otherwise consistent with the TIF Guidelines. Subsection b. Traffic Impact Fee Right-of-Way Dedications -- Credit The City shall provide a credit to Developer for any TIF area right=of-way to be dedicated by Developer to the City which is required for improvements which are described in the resolution establishing the Eastern Dublin Traffic Impact Fee. All aspects of the credits shall be governed by the TIF Guidelines. City acknowledges that Developer will receive full credit for the costs of Developer's installation of offsite improvements on Tassajara Road as required in Project condition of approval number 18. Eastern Dublin Traffic Impact Fee (EDTIF) credits will be given against such costs. Dublin/Standard Pacific Development Agreement For the Fallon Crossing Project -EXHIBIT B Page 6 of 6 M M 8:2043-340:932018.1 a~ ~3i RESOLUTION NO. 08 -24 A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF DUBLIN RECOMMENDING THAT THE CITY COUNCIL ADOPT AN ORDINANCE APPROVING A DEVELOPMENT AGREEMENT FOR FALCON CROSSING PA 04-016 WHEREAS, a request has been made by Standard Pacific Corp. ("Applicant") to enter into a Development Agreement with the City of Dublin for the property known as the Fallon Crossing, an area of approximately 67.8. acres, including 106 single-family units within Vesting Tentative Tract 7617 (PA 04-016); and WHEREAS, the project is located within the Eastern Dublin Specific Plan area; and WHEREAS, Development Agreements are required as an implementing measure of the Eastern Dublin Specific Plan; and WHEREAS, on May 16, 2006, the City Council approved PA 04-016 for Fallon Crossing, which included a Planned Development (PD) prezone and Planned Development (PD) rezone/Stage 1 Development Plan, by Ordinance No. 7-06. The annexation application and pre-annexation agreement were approved by Resolution Nos. 72-06 and 73-06; and WHEREAS, annexation to the City and the Dublin San Ramon Services District (DSRSD) was approved by LAFCO on September 14, 2006; and WHEREAS, as part of the City's Sphere of Influence, broad policy alternatives, and area-wide mitigation measures for developing Eastern Dublin, the project site initially was addressed as part of a program EIR prepared pursuant to CEQA Guidelines Section 15168 which served as a comprehensive planning framework for future development of the area; and WHEREAS, the City certified the program EIR by Resolution 51-93, .and Addenda dated May 4, 1993 and August 22, 1994, (hereafter "Eastern Dublin EIR" or "program EIR") (SCH #91-103064) that is available for review in the City Planning Department and is incorporated herein by reference; and WHEREAS, in conjunction with the annexation application, a Mitigated Negative Declaration (MND) was prepared and adopted by the City Council on May 16, 2006 by Resolution 71-06; and WHEREAS, on November 13, 2007, Planning Commission approved Resolution 07-59 as part of PA 04-016, which included Vesting Tentative Map 7617 for 106 single family units and a Site Development Review in accordance with Chapter 8.104.of the Zoning Ordinance; and WHEREAS, the text of the Draft Development Agreement is attached to this Resolution as Exhibit A to the proposed Ordinance; and WHEREAS, the Planning Commission did hold a public hearing on said Development Agreement on October 14, 2008; and ATTACHMENT 2 3~ Q~~ WHEREAS, proper notice of said public hearing was given in all respects as required by law; and WHEREAS, the staff report was submitted and reviewed by the Planning Commission recommending that the City Council approve the Development Agreement; and WHEREAS, the Planning Commission did hear and use their independent judgment and considered all said reports, recommendations, and testimony hereinabove set forth. NOW, THEREFORE, BE IT RESOLVED THAT the City of Dublin Planning Commission does hereby make the following findings and determinations regarding said proposed Development Agreement: Said Agreement is consistent with the objectives, policies, general land uses and programs specified in the Eastern Dublin Specific Plan/General Plan in that: a) the Eastern Dublin Specific Plan/General Plan land use designation for the subject site is proposed to be Planned Development and that the Applicant's project is consistent with that designation; b) the project is consistent with the fiscal policies in relation to provision of infrastructure and public services of the City's Eastern Dublin Specific Plan/General Plan; c) the Agreement sets forth the rules the Applicant and City will be governed by during the development process which is required by the Eastern Dublin Specific Plan and the Mitigation Monitoring Program of the Eastern Dublin Specific Plan. 2. Said Agreement is compatible with the uses authorized in, and the regulations prescribed for, the land use district in which the real property is located in that the project approvals for PA 04-016 include Planned Development zoning, Stage 2 Development Plan, Site Development Review, and Vesting Tentative Map 7617. 3. Said Agreement is in conformity with public convenience, general welfare and good land use practice in that the Applicant's project will implement land use guidelines set forth in the Eastern Dublin Specific Plan/General Plan, as proposed. 4. Said Agreement will not be detrimental to the health, safety and general welfare in that the development will proceed in accordance with the Agreement and any Conditions of Approval for the Project. 5. Said Agreement will not adversely affect the orderly development of the property or the preservation of property values in that the development will be consistent with the City of Dublin General Plan and Eastern Dublin Specific Plan. NOW, THEREFORE, BE IT FURTHER RESOLVED THAT the City of Dublin Planning Commission does hereby recommend that the City Council approve the Development Agreement between the City of Dublin and Standard Pacific Corp. for the project (PA 04-016). Page 2 of 3 ~iQ~~I PASSED, APPROVED AND ADOPTED this 14th day of October, 2008. AYES: Schaub, Tomlinson, Wehrenberg, Biddle and King NOES: ABSENT: ABSTAIN: ATTEST: Planning Manager Planning Commission Chairperson G: IPA#12004104-016 Mission Peak -Standard PacificlDAIPCDA Reso 10.14.08.doc Page 3 of 3