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CITY CLERK
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AGENDA STATEMENT
CITY COUNCIL MEETING DATE: November 18, 2008
SUBJECT: CONSENT CALENDAR - PA 04-016 Development Agreement
for Fallon Crossing between the City of Dublin and Standard Pacific
Corp: for 106 single-family residential units on 67.8 acres.
Report Prepared by Mike Porto, Consulting Planner
ATTACHMENTS: 1) Ordinance approving a Development Agreement for PA 04-016
Fallon Crossing between the City of Dublin and Standard
Pacific Corp. with Development Agreement as Exhibit A.
2) City Council Staff Report dated November 4, 2008 (without
attachments).
RECOMMENDATION: Waive the 2nd Reading and adopt an Ordinance approving the
,~~/ ~ Development Agreement for PA 04-016 Fallon Crossing between
"`~ ~~..,_ the City of Dublin and Standard Pacific Corp.
FINANCIAL STATEMENT: No financial impact.
PROJECT DESCRIPTION:
The Fallon Crossing project (formerly known as Mission Peak) is comprised of 106 single-family
residential units on 67.8 acres generally located northeast of the Tassajara Road and Fallon Road
intersection near the northeasterly City limits. The Project is designed with a French hillside theme and is
proposed to be developed as one neighborhood in one phase. Site amenities include: open space,
pedestrian corridors, infrastructure, landscaping, trail system, community vineyard, and natural areas.
Special attention was paid to preserve and maintain the natural drainage ways and hillsides.
The annexation, pre-annexation agreement, and Mitigated Negative Declaration were approved by the
City Council on May 16, 2006 by Resolution No. 71-06, No. 72-06, and 73-06, respectively. On June 6,
2006, the City Council approved a Planned Development Prezone and Planned Development
Rezone/Stage 1 Development Plan by Ordinance No. 7-06 for the Site. Annexation to the City and the
Dublin San Ramon Services District was approved by the Local Agency Formation Commission on
September 14, 2006, and the annexation became effective on July 1, 2007.
On November 13, 2007, the Planning Commission recommended City Council approval of a Stage 2
Planned Development Plan. They also adopted Resolution No. 07-59 which approved a Site
COPIES TO: Applicant
Property Owner
Page 1 of 2
ITEM NO. T.
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Development Review and Vesting Tentative Map 7617 which created the 106-lot residential subdivision.
At its meeting of December 18, 2007, the City Council approved the Stage 2 Development Plan for the
project by Ordinance No. 26-07.
In accordance with the Eastern Dublin Specific Plan, all new development is subject to a Development
Agreement. The parties to the proposed Development Agreement are the City of Dublin and Standard
Pacific Corp. The Development Agreement must be approved by the City Council 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 following a recommendation
by the Planning Commission. On October 14, 2008, the Planning Commission held a public hearing and
adopted a Resolution recommending City Council approval of the proposed Development Agreement
between the City of Dublin and Standard Pacific Corp.
City Council Action
On November 4, 2008, the City Council heard a presentation from Staff and the Applicant and conducted
a public hearing on the proposed Development Agreement. The City- Council waived the reading and
introduced an Ordinance adopting a Development Agreement.
As required by the City of Dublin Municipal Code, a second reading is necessary prior to final adoption
of the Ordinance approving the Development Agreement.
RECOMMENDATION:
Staff recommends that the City Council: Waive the 2°a Reading and adopt an Ordinance approving the
Development Agreement for PA 04-016 Fallon Crossing between the City of Dublin and Standard Pacific
Corp.
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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
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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:
1. The Development Agreement is consistent with the objectives, policies, general land uses
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.
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PASSED AND ADOPTED BY the City Council of the City of Dublin, on this 18th day of
November, 2008 by the following votes:
AYES:
NOES:
ABSENT:
ABSTAIN:
Mayor
ATTEST:
City Clerk
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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
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Exhibit A
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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
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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.
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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
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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 Cify and Developer.
6.3. Uniform Codes Applicable. Unless expressly provided in
Paragraph 5 of this Agreement, the Project shall be constructed in accordance
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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
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(including Exhibit B). The City shall not impose or require payment of any other
fees, dedications of land, or construction of any public improvement ar 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.
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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.
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11.2. Initiation of Review. The City's Community Development Director
shalt 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,
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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
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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 sale, transferor
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 pertorm 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.
Dublin/Standard Pacific Development Agreement
For the Fallon Crossing Project
Page 10 of 15
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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
lot.
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
I6 0~ 3,~
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 will 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
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i~~~
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
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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.
DublinlStandard Pacific Development Agreement
For the Fallon Crossing Project
Page 14 of 15
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iq ~ ~a
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:
By: Date:
Carolyn Parkinson, Interim City Clerk
APPROVED AS TO FORM:
John Bakker, City Attorney
DEVELOPE ~'
~ ,.
Standar ., a ela re orporation
By: Date: ~ d~
St a Melander
It :Authorized Representative
(NOTARIZATION ATTACHED)
Dublin/Standard Pacific Development Agreement
For the Fallon Crossing Project
Page 15 of 15
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CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT
STATE OF California
COUNTY OF ALAMEDA
)ss
On QLi~ ~4 before me, Onette D. Krigbaum ,Notary Public, personally appeared
Steve Meland re
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
~i O ET~tE 0. KRIG9AUM
Commtssion #~ 16520Sb
Notary Public • California
Alameda County
My Comm. Expires Apr t l ,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 ^ GENERAL
^ ATTORNEY-IN-FACT
^ 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
SIGNER(S) OTHER THAN NAMED ABOVE
DATE OF DOCUMENT
Reproduced by First American Tide Company 11/2007
ar ~ ~
Exhibit A
Legal Description of Property
(attached)
Dublin/Standard Pacific Development Agreement
For the Fallon Crossing Project -EXHIBIT A
M M B:2043-340:932018.1
aa~3a
Order Number: 610743ALA
Page Number: 5
LEGAL DESCRIPTION
Reaf 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 Official Records, at Page 67 (TT/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 32° 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
'°~ 3a
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
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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.p. gas, electricity, cable televisions,
telephone).
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
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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
Page 3 of 6
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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
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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
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as ~ ~~
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
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~~ o~ DU~If a~ ~~
~ ~ CITY CLERNC
~~~ r--.^-- l
1 ~~ az ~ File # ^~. _ ,~ iv ip~
~~
~'~1L~Fpg~~ AGENDA STATEMENT
CITY COUNCIL MEETING DATE: November 4, 2008
SUBJECT: PUBLIC HEARING: PA 04-016 Fallon Crossing Development
Agreement (Legislative) between the City of Dublin and Standard
Pacific Corp.
Report Prepared by Mike Porto,. Consulting Planner
ATTACHMENTS: 1. Ordinance approving a Development Agreement between the City
of Dublin and Standard Pacific Corp. with the Development
Agreement attached as Exhibit A.
2. Planning Commission Resolution 08-24 recommending approval of
the proposed Development Agreement between the City of Dublin
and Standard Pacific Corp.
RECOMMENDATION: 1. Receive Staff presentation;
C~~ 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.
FINANCIAL STATEMENT: None
PROJECT DESCRIPTION
The Fallon Crossing project (formerly known as Mission
Peak) is comprised of 106 single-family residential units
with a French hillside theme. Ninety-eight units are
detached, and eight units are attached paired or duet
homes with zero-foot setback along a common property
line. The proposed project would be developed as one
neighborhood in one phase. Site amenities include: open
space, pedestrian corridors, infrastructure, landscaping,
trail system, community vineyard, and natural areas. The
project site is defined by Vesting Tentative Tract Map
7617 (VTM 7617).
The Fallon Crossing project site is 67.8 acres generally
located northeast of the Tassajara Road and Fallon Road
COPIES TO: Applicant/Property Owner
Developer
In-House Distribution
Page 1 of 4
G: IPA#12004104-016 Mission Peak -Standard PacificlDAlDub-FC-CCSR(drofy_byRlB.doc Att9Ch meet 2
X30 pp,,~~ ~,~.
intersection 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.
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SITE PLAN/TRACT MAP
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Development Agreement
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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; def nes
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.
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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.
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