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HomeMy WebLinkAboutPC Reso 10-10 Amended DA Sorrento East Dublin Rch Area F East RESOLUTION NO. 10 -10 A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF DUBLIN RECOMMENDING THAT THE CITY COUNCIL ADOPT AN ORDINANCE APPROVING AN AMENDED DEVELOPMENT AGREEMENT FOR SORRENTO EAST AT DUBLIN RANCH (DUBLIN RANCH AREA F EAST) PA 08-002 WHEREAS, a request has been made by SR Structured Lot Options I, LLC (Regent Properties) ("Applicant") for approval of an amended Development Agreement for the property known as Sorrento East at Dublin Ranch (Dublin Ranch Area F East), an area of approximately 68 acres (PA 08-002); and WHEREAS, the Applicants are principals of SR Structured Lot Options 1, LLC (Regent Properties) a limited liability corporation ("Developer`') and party to the Development Agreement; and WHEREAS, Development Agreements are required as an implementing measure of the Eastern Dublin Specific Plan; and WHEREAS, the project site is in Eastern Dublin for which the City adopted the 1993 Eastern Dublin General Plan Amendment and Specific Plan to provide a comprehensive planning framework for future development of the area. In connection with this approval, the City certified a program EIR pursuant to CEQA Guidelines section 15168 (SCH No. 91103064, Resolution 51-93, and Addendum dated August 22, 1994, hereafter "Eastern Dublin EIR" or "program EIR") that is available for review in the City Planning Department and is incorporated herein by reference. The program EIR was integral to the planning process and examined the direct and indirect effects, cumulative impacts, broad policy alternatives, and area-wide mitigation measures for developing Eastern Dublin; and WHEREAS, the program EIR also identified some impacts resulting from implementation that could not be mitigated, and the City adopted a statement of overriding considerations for such impacts. The City also adopted a mitigation monitoring program, which included a series of measures intended to reduce impacts from .the implementation of the plan; and WHEREAS, the City Council approved a Mitigated Negative Declaration on February 15, 2000 (Resolution 34-00, incorporated herein by reference) for development in Dublin Ranch Area F; and WHEREAS, the City Council, on March 11, 2004, (Resolution 43-04) adopted CEQA Addendum documentation that the impacts associated with the reallocation of uses approved as General Plan and Eastern Dublin Specific Plan Amendments (City Council Resolution 47-04) .were adequately addressed in the prior EDEIR and 2000 MND and that no .further environmental review was necessary; and 1 WHEREAS, on October 4, 2005 the City Council approved Ordinance 24-05 revising a previous PD-Stage 1 Development Plan and adopting a PD-Stage 2 Development Plan for the Sorrento East and West residential development. Site Development Review, a Master Vesting Tentative Map and individual neighborhood Vesting Tentative Maps were also approved; and WHEREAS, on October 2, 2007, the City Council adopted a Development Agreement for the Sorrento East portion of the 2005 project; and WHEREAS, the Applicant requests to amend the 2007 Development Agreement for Sorrento East and has submitted companion applications to amend the applicable PD-Stage 1 and Stage 2 Development Plans, and other approvals for the Sorrento East site; and WHEREAS, on March 9, 2010, the Planning .Commission adopted Resolution 10-06, incorporated herein by reference, recommending that the City Council adopt an Addendum to the EDEIR and 2000 Area F MND; and WHEREAS, the previously adopted mitigation monitoring programs and all adopted mitigation measures continue to apply to the project area; and WHEREAS, the text of the amended Development Agreement is attached to this resolution as Exhibit B to the Ordinance; and WHEREAS, the Planning Commission did hold a public hearing on the application on March 9, 2010; and WHEREAS, proper notice of the public hearing was given in all respects as .required by law; and WHEREAS, a Staff Report was submitted recommending that the Planning Commission recommend that the City Council approve the Development Agreement; and. WHEREAS, the Planning Commission did hear and use their independent judgment and considered the Addendum and prior EIR and MND, and 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 the amended Development Agreement: 1. The 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 Medium Density Residential and Neighborhood Park and that the Developer'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 Developer 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 EIR. Page 2 of 3 2. The 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 amended Planned Development Rezone, Site Development Review and Vesting Tentative Maps. 3. The Agreement is in conformity with public convenience, general welfare .and good land use practice in that the Developer's project will implement land use guidelines set forth in the Eastern Dublin Specific Plan/General Plan. 4. The 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. The 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 Eastern Dublin Specific Plan/General Plan. BE IT FURTHER RESOLVED THAT the City of Dublin Planning Commission does hereby recommend that the City Council adopt an ordinance approving the amended Development Agreement between the City of Dublin and SR Structured Lot Options I, LLC (Regent Properties) for the Sorrento East project (PA 08-002) which is included in Exhibit A. PASSED, APPROVED AND ADOPTED this 9t" day of March, 20.10. AYES: King, Brown, Swalwell, Wehrenberg, Schaub NOES: ABSENT: ABSTAIN: Planning Comm ssion airperson ATTEST: Planni g Hager 1381094 G:IPA#120081PA 08-002 Regents Land Inv Sorrento EastlPlanning Commissionlpc reso recommending da ordinance for sorrento east.DOC Page 3 of 3 ORDINANCE NO. XX -10 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF DUBLIN ***************************** APPROVING AN AMENDED DEVELOPMENT AGREEMENT FOR PA 08-002 SORRENTO EAST AT DUBLIN RANCH (DUBLIN RANCH AREA F EAST) BETWEEN THE CTY OF DUBLIN AND REGENT LAND INVESTMENT LLC THE CITY COUNCIL OF THE CITY OF DUBLIN DOES HEREBY ORDAIN AS FOLLOWS: Section 1. RECITALS A. The proposed project known as Sorrento East at Dublin Ranch (Dublin Ranch Area F East) is located within the boundaries of the Eastern Dublin Specific Plan, and was included in a group of amended approvals for Planned Development under PA 08-002. B. 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, the Addenda dated May 4, 1993 and August 22, 1994 (hereafter "Eastern Dublin EIR" or "program EIR") (SCH91103064), incorporated herein by reference. The program EIR was integral to the planning process and examined the direct and indirect effects, cumulative impacts, broad policy alternatives, and area wide mitigation measures for developing Eastern Dublin. In 2000, the City Council adopted a Mitigated Negative Declaration for development of Area F (Resolution 34-00, incorporated herein by reference). In connection with project PA 01-037 for Dublin Ranch Area F, the City Council adopted an Addendum (Resolution No. 43-04) that is available for review in the planning department and is incorporated herein by reference. In connection with project PA 04-042 Sorrento at Dublin Ranch Area F West and Area F East and consistent with CEQA and the CEQA Guidelines, the City made a determination that the project was adequately addressed and would cause no environmental impacts beyond those previously identified and addressed. In connection with project PA 08-002 for Sorrento East, the City Council adopted an Addendum to the prior EDEIR and MND (Resolution No. -10) that is available for public review in the planning department and is incorporated herein by reference. All adopted EDEIR and MND mitigation measures continue to apply to the project area; and C. A Development Agreement between the City of Dublin and Regent Land Investment LLC, a Delaware limited liability corporation ("Developer") for Sorrento East was approved on October 2, 2007. An amended Development Agreement has been presented to the City Council attached hereto as D. A public hearing on the proposed amended Development Agreement was held before the Planning Commission on March 9, 2010, for which public notice was given as provided by law. E. The Planning Commission has made its recommendation to the City Council for approval of the Development Agreement (Resolution , incorporated herein by reference). EXHIBIT A TO ATTACHMENT 3 F. A public hearing on the proposed Development Agreement was held before the City Council on , 2010, for which public notice was given as provided by law. G. The City Council has considered the recommendation of the Planning Commission who considered the item at their March 9, 2010 meeting, including the Planning Commission's reasons for its recommendation, the Addendum and prior EIR and MND, 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's General Plan; (c) the Eastern Dublin General Plan Amendment; (d) the Specific Plan; (e) the prior EIR and MND; (f) the Addendums; and (g) the Staff Report, 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 Medium Density Residential and Neighborhood Park, and the proposed project is consistent with that land use; (b) the project is consistent with the fiscal policies of the General Plan and Specific Plan with respect to provision of infrastructure and public services; and (c) 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 amendments to approved Stage 1 Development Plan, Stage 2 Development Plan, Site Development Review and Vesting Tentative Maps. 3. The Development Agreement is in conformity with public convenience; general welfare and 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 Medium Density Residential and Neighborhood Park 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 Specific Plan. Section 3. APPROVAL The City Council hereby approves the amended Development Agreement (Exhibit - to the Ordinance) and authorizes the Mayor to execute it. 2 Section 4. RECORDATION Within ten (10) days after the Development Agreement is fully executed by all parties, the City Clerk shall submit the Agreement to the County Recorder for recordation. Section 5. EFFECTIVE DATE AND POSTING OF ORDINANCE This Ordinance shall take effect and be in force thirty (30) days from and after the date of its passage. The City Clerk of the City of Dublin shall cause the Ordinance to be posted in at least three (3) public places in the City of Dublin in accordance with Section 36933 of the Government Code of the State of California. PASSED AND ADOPTED BY the City Council of the City of Dublin, on this day of 2010 by the following vote: AYES: NOES: ABSENT: ABSTAIN: Mayor ATTEST: City Clerk GAPA#120081PA 08-002 Regents Land Inv Sorrento EastlPlanning Commissionlcc da ordinance for sorrento east. DOC 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 AMENDMENT NO. 1 TO DEVELOPMENT AGREEMENT BETWEEN THE CITY OF DUBLIN AND SR STRUCTURED LOT OPTIONS I, LLC FOR SORRENTO EAST AT DUBLIN RANCH (DUBLIN RANCH AREA F EAST) EXHIBIT B TO ATTACHMENT 3 THIS AMENDMENT ("Amendment") is made and entered in the City of Dublin on this - day of , 2010, by and between the City of Dublin, a Municipal Corporation (hereafter "City"), and SR Structured Lot Options, I LLC, a Delaware limited liability company (hereafter "Developer"), pursuant to the authority of §§ 65864 et seq. of the California Government Code and Dublin Municipal Code, Chapter 8.56. RECITALS 1. 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. 2. Developer desires to develop and holds legal interest in certain real property consisting of approximately 68 acres of land, located in the City of Dublin, County of Alameda, State of California, which is more particularly described in Exhibit 1 attached hereto and incorporated herein by this reference, and which real property is hereafter called the "Area F East Property"; and 3. Pursuant to that authority, City and Developer entered into that certain "Development Agreement Between the City of Dublin and SR Structured Lot Options I, LLC for Sorrento East at Dublin Ranch (Dublin Ranch Area F East)," dated August 7, 2007 and recorded in the Official Records of Alameda County ("Official Records") on November 8, 2007 as document number 2007- 7391172 ("the Agreement"). 4. Developer previously proposed the development of the Area F East Property with 694 residential units, and City approved various land use approvals in connection with the development of the Area F East Property, and the Agreement referred to the proposal and the associated development approvals as, respectively, "the Project" and "the Project Approvals." 5. Developer now proposes the development of the Area F East Property (as defined in the Agreement) with 581 residential units ("the Revised Project"). 6. Developer has applied for, and City has approved various land use approvals in conjunction with the development of the Revised Project, including an amendment to the General Plan and Eastern Dublin Specific Plan (City Council Resolution No. 47-04), PD District rezoning and related Stage 1 and Stage 2 development plans (City Council Ordinances No. 12-04 and No. 24-05), Master Vesting Tentative Map for Tract 7982 (Planning Commission Resolution No. _-_), Neighborhood Vesting Tentative Maps for Tract 7652 (Neighborhood 6), Tract 7653 (Neighborhood 7), Tract 7654 (Neighborhood 8), Tract 7655 Amendment No. 1 to Dublin/SR Structured Lot Options I, LLC Page 2 of 5 Development Agreement for Sorrento East at Dublin Ranch (Area F East) (Neighborhood 9), Tract 7656 (Neighborhood 10) (Planning Commission Resolution _-_), Tract 7983 (Neighborhood 11) (Planning Commission Resolution ) and site development review (Planning Commission Resolution No. _-_) (collectively, together with any approvals or permits now or hereafter issued with respect to the Revised Project, "the Revised Project Approvals") 7. Section 9.4 of the Agreement requires that the Agreement be amended where the Project Approvals are substantially amended, and the parties have agreed that the Revised Project Approvals require an amendment to the Agreement. 8. In addition, Developer has requested that the term of the Agreement be extended by eight years (until October 31, 2020), and the City has agreed to extend the term in exchange for certain community benefit payments to be paid by developer. 9. The City Council has found that, among other things, the Agreement, as amended, 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 10. 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 11. On , 2010, the City Council of the City of Dublin adopted Ordinance No. approving this Agreement. The ordinance took effect on , 2010 ("the Approval Date"). NOW, THEREFORE, with reference to the foregoing recitals and in consideration of the mutual promises, obligations and covenants herein contained, City and Developer agree as follows: AGREEMENT Section 1. The Parties acknowledge that, as a result of the Developer's transfer of certain real property to the Dublin Unified School District, the real property to which this Development Agreement is subject consists of 68 acres, rather than the 80 acres referenced in the Agreement. Section 2. All references to "the Project" and "the Project Approvals" in the Agreement shall be deemed to refer to, respectively, "the Revised Project" and "the Revised Project Approvals" Section 3. Section 4.2 of the Agreement is amended to read as follows: Amendment No. 1 to Dublin/SR Structured Lot Options I, LLC Page 3 of 5 Development Agreement for Sorrento East at Dublin Ranch (Area F East) "4.2 Term. The term of this Agreement shall commence on the Effective Date and extend thirteen (13) years thereafter, unless said term is otherwise terminated or modified by circumstances set forth in this Agreement. " Section 4. Amendment to Exhibit B. Exhibit B to the Agreement is hereby replaced in its entirety with Exhibit 2 to this Amendment. Section 5. Counterparts. This Agreement is executed in two (2) duplicate originals, each of which is deemed to be an original. Section 6. Recordation. City shall record a copy of this Agreement within ten (10) days following execution by all parties. 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: Tim Sbranti, Mayor ATTEST: By: Caroline Soto, City Clerk APPROVED AS TO FORM: John Bakker, City Attorney Date: Date: SR STRUCTURED LOT OPTIONS I, L.L.C., a Delaware limited liability company Stark Offshore Management, L.L.C., A Wisconsin limited liability company, Its Manager By: Joseph J. Lucas, III Its Managing Member Date: Amendment No. 1 to Dublin/SR Structured Lot Options I, LLC Page 4 of 5 Development Agreement for Sorrento East at Dublin Ranch (Area F East) (NOTARIZATION ATTACHED) Amendment No. 1 to Dublin/SR Structured Lot Options I, LLC Page 5 of 5 Development Agreement for Sorrento East at Dublin Ranch (Area F East) Exhibit 1 Legal Description of Area F East Property Real property in the City of Dublin, County of Alameda, State of California, described as follows: Parcels 2, 3, and 4 as shown on the Final Map of Tract 7651, filed November 11, 2008, Map Book 303, Pages 77 to 81 inclusive, Alameda County Records. Exhibit 2 Amended Exhibit B to the Agreement 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. of the City of Dublin Planning Commission approving Site Development Review for Sorrento at Dublin Ranch Area F, Master Vesting Tentative Tract Map 7982 for Area F East, and Neighborhood Vesting Tentative Tract Maps 7652, 7653, 7654, 7655, 7656, and 7983 for Neighborhoods 6 through 11 for PA 08-02 (hereafter "SDR and VTM Resolution") shall be completed by Developer to the satisfaction of the City Engineer 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 City's City Engineer. (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/SR Structured Lot Options I, LLC Development Agreement Page 1 of 7 For Sorrento East at Dublin Ranch (Area F East) - EXHIBIT B [Revised] 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 standards and policies of the City and Zone 7 (Alameda County Flood Control and Water Conservation District, Zone 7) that 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.g. 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 City's Public Works Director that assures completion, allow Developer to defer completion of discrete portions of any public improvements for the Project if the City's Public Works Director determines that to do so would not jeopardize the public health, safety or welfare. 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 Dublin/SR Structured Lot Options I, LLC Development Agreement Page 2 of 7 For Sorrento East at Dublin Ranch (Area F East) - EXHIBIT B [Revised] 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 the 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 Notwithstanding anything to the contrary in this Subparagraph 5.3.5, Developer shall pay any fees required by Subsections a-g at the time such fees are due under the resolutions and/or ordinances establishing and/or amending such fees. 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. Subsection b. Traffic Impact Fee to Reimburse Pleasanton for Freeway Interchanges. Developer shall pay the Eastern Dublin 1-580 Interchange Fee in the amounts and at the times set forth in Resolution No. 155-98 or any subsequent resolution that 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. Dublin/SR Structured Lot Options 1, LLC Development Agreement Page 3 of 7 For Sorrento East at Dublin Ranch (Area F East) - EXHIBIT B [Revised] 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 or its predecessor in interest and the Dublin Unified School District regarding payment of school mitigation fees. Subsection f. Fire Facilities Fees. Developer shall pay a 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. Developer will pay such fees no later than the time of issuance of building permits. Subsection g. 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 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 City shall provide a credit against Eastern Dublin Traffic Impact Fees 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 governed by the TIF Guidelines. Dublin/SR Structured Lot Options I, LLC Development Agreement Page 4 of 7 For Sorrento East at Dublin Ranch (Area F East) - EXHIBIT B [Revised] Subsection b. Traffic Impact Fee Right-of-Way Dedications - Credit City shall provide a credit against Eastern Dublin Traffic Impact Fees to Developer for any TIF area right-of-way to be dedicated by Developer to 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. Subsection c. Public Facility Fee - Neighborhood Parkland Component City shall provide a credit against Public Facilities Fees to Developer for any neighborhood parkland to be dedicated by the Developer which exceeds the amount required under section 9.28 of the Dublin Municipal Code. Such credits shall be expressed in acres of parkland. All aspects of the credits shall be governed by the City's Public Facilities Fees Administrative Guidelines. Subparagraph 5.3.6 - Miscellaneous Subsection a. Community Benefit Payments. (i) Community Benefit Payments. Developer shall make the following Community Benefit Payments to the City at the time specified, which payments may be subsequently refunded pursuant to Subparagraph (ii) below: Community Benefit Payment First Second Third Fourth Total Due Date Amount October 31, 2016 $50,000 October 31, 2017 $75,000 October 31, 2018 $75,000 October 31, 2019 $75,000 $275,000 Notwithstanding the foregoing, Developer shall not be required to make the First, Second, Third, or Fourth Community Benefit Payment if on the date the payment is due Developer has provided City Manager proof of the happening of, respectively, the First, Second, Third, or Fourth Contingency specified in Subparagraph (ii) below. Notwithstanding anything to the contrary in Section 4.2, if any Community Benefit Payment under this Subsection 5.6.3(a) is not received in full by the City by the Due Date for such payment, this Agreement shall automatically terminate. Dublin/SR Structured Lot Options I, LLC Development Agreement Page 5 of 7 For Sorrento East at Dublin Ranch (Area F East) - EXHIBIT B [Revised] (ii) Contingent Refunds. Upon the happening of the following contingencies, the City will refund the Community Benefit Payment in the amount specified below. The City will make the refund payment within 60 days of Developer providing proof, to the satisfaction of the City Manager, of the happening of the contingency, provided that the Developer has made the applicable Community Benefit Payment at the time the proof is provided. The City shall not be obligated to make the specified refund if Developer fails to provide the required proof of the happening of the contingency within 30 days of the contingency date. Contingency Contingency Date Dec. 31, 2017 First. Developer has obtained at least 25 building permits for residential structures within the Project since the Effective Date. Dec. 31, 2018 Second. Developer has either obtained (i) at least 50 building permits between January 1, 2018 and the Contingency Date or (ii) at least 75 building permits for residential structures in the aggregate within the Project since the Effective Date. Dec. 31, 2019 Third. Developer has either obtained (i) at least 50 building permits between January 1, 2019 and the Contingency Date or (ii) at least 125 building permits for residential structures in the aggregate within the Project since the Effective Date. Dec. 31, 2020 Fourth. Developer has either obtained (i) at least 50 building permits between January 1, 2020 and the Contingency Date or (ii) at least 175 building permits for residential structures in the aggregate within the Project since the Effective Date. Dublin/SR Structured Lot Options I, LLC Development Agreement For Sorrento East at Dublin Ranch (Area F East) - EXHIBIT B [Revised] Refund Amount $50,000 $75,000 $75,000 $75,000 Page 6 of 7 Subsection b. Public Art Requirement. Condition 7 of SDR and VTM Resolution ("Condition 7") sets forth the "public art contribution" requirement for the Project pursuant to Chapter 8.58 of the Dublin Municipal Code ("Chapter 8.58"). Notwithstanding Condition 7 and Chapter 8.58, the requirements of the following paragraph shall supersede Condition 7 in its entirety and shall be deemed to satisfy the requirements of Chapter 8.58 for the Project. Concurrently with the execution of the Amendment to the Agreement, Developer has made a payment of $100,000 to the City. Developer shall make two additional payments as follows: 1. $100,000 on or before October 31, 2012. 2. $100,000 on or before October 31, 2016; provided, however, that the payment due on or before October 31, 2016 shall be reduced to $50,000 in the event that Chapter 8.58 of the Dublin Municipal Code [Public Art Program] is amended or repealed so as to eliminate the obligation of residential developers to make a "public art contribution," as defined in Chapter 8.58. Notwithstanding any applicable law, Developer, on behalf of itself and its successors and assignees, agrees that the City may withhold building permits, occupancy authorizations, and final map approvals within the Project until the payments required by this subsection are made. The provisions of this Subsection shall survive the early termination of this Agreement. Subsection c. Term of Site Development Review Approval. Notwithstanding anything to the contrary in the City's Zoning Ordinance and Section 10 of this Agreement, the term of the Site Development Review approval granted by the City of Dublin Planning Commission by Resolution No. , and any subsequent revisions to it, shall be automatically extended for the term of this Agreement. 1375118.9 Dublin/SR Structured Lot Options I, LLC Development Agreement Page 7 of 7 For Sorrento East at Dublin Ranch (Area F East) - EXHIBIT B [Revised]