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HomeMy WebLinkAbout2014-12-10 e-packet PEOPLE OF SOUTH SAN FRANCISCO You are invited to offer your suggestions. In order that you may know our method of conducting Council business, we proceed as follows: The regular meetings of the City Council are held on the second and fourth Wednesday of each month at 7:00 p.m. in the Municipal Services Building, Council Chambers, 33 Arroyo Drive, South San Francisco, California. The City Clerk will read successively the items of business appearing on the Agenda. As she completes reading an item, it will be ready for Council action. RICHARD A. GARBARINO Mayor MARK ADDIEGO Vice Mayor KARYL MATSUMOTO Councilwoman PRADEEP GUPTA Councilman LIZA NORMANDY Councilwoman FRANK RISSO City Treasurer KRISTA MARTINELLI City Clerk MIKE FUTRELL City Manager STEVEN T. MATTAS City Attorney PLEASE SILENCE CELL PHONES AND PAGERS HEARING ASSISTANCE EQUIPMENT AVAILABLE FOR USE BY THE HEARING IMPAIRED AT CITY COUNCIL MEETINGS In accordance with California Government Code Section 54957.5, any writing or document that is a public record, relates to an open session agenda item, and is distributed less than 72 hours prior to a regular meeting will be made available for public inspection in the City Clerk’s Office located at City Hall. If, however, the document or writing is not distributed until the regular meeting to which it relates, then the document or writing will be made available to the public at the location of the meeting, as listed on this agenda. The address of City Hall is 400 Grand Avenue, South San Francisco, California 94080. AGENDA CITY COUNCIL CITY OF SOUTH SAN FRANCISCO REGULAR MEETING MUNICIPAL SERVICES BUILDING COUNCIL CHAMBERS 33 ARROYO DRIVE SOUTH SAN FRANCISCO, CA WEDNESDAY, DECEMBER 10, 2014 7:00 P.M. REGULAR CITY COUNCIL MEETING DECEMBER 10, 2014 AGENDA PAGE 2 CALL TO ORDER ROLL CALL PLEDGE OF ALLEGIANCE AGENDA REVIEW PRESENTATIONS  Presentation of new employees by Mich Mercado, Human Resources Manager.  Farmers Market Presentation by Jorge Vega of the Pacific Coast Farmers’ Market Association.  Presentation regarding South San Francisco’s receipt of award from the League of American Bicyclists- Bronze Level Bicycle Friendly Community Designation. PUBLIC COMMENTS For those wishing to address the City Council on any Agenda or non-agendized item, please complete a Speaker Card located at the entrance to the Council Chamber’s and submit it to the City Clerk. Please be sure to indicate the Agenda Item # you wish to address or the topic of your public comment. California law prevents the City Council from taking action on any item not on the Agenda (except in emergency circumstances). Your question or problem may be referred to staff for investigation and/or action where appropriate or the matter may be placed on a future Agenda for more comprehensive action or a report. When your name is called, please come to the podium, state your name and address (optional) for the Minutes. COMMENTS ARE LIMITED TO THREE (3) MINUTES PER SPEAKER. Thank you for your cooperation. COUNCIL COMMENTS/REQUESTS CONSENT CALENDAR 1. Motion approving the Minutes of meetings of May 14, 2014; June 11, 2014; October 28, 2014 and November 12, 2014. 2. Motion confirming payment registers for December 10, 2014. 3. Motion to accept the 2014 Street Scrub Seal & Micro-Surfacing Project (Project No. st1201) as complete in accordance with the plans and specifications. (Total construction cost $1,894,556.71). (Brian McMinn, Director of Public Works/City Engineer). 4. Resolution authorizing the acceptance of $12,000 in grant funding from United Way of the Bay Area to support the Volunteer Income Tax Assistance (VITA) Program at Project Read and at the Community Learning Center, and amending the Library Department’s 2014-2015 Operating Budget. (Valerie Sommer, Library Director). 5. Resolution authorizing the filing of a grant application for Community Development Block Grant (CDBG) funds allocated through the City of Daly City for FY 2015-2016 in an amount of $20,000 to support Project Read; and authorizing the Finance Director to adjust the 2015-2016 revenue budget upon receipt of a grant award. (Valerie Sommer, Library Director). REGULAR CITY COUNCIL MEETING DECEMBER 10, 2014 AGENDA PAGE 3 6. Motion supporting a grant application for a Downtown Parking Study through the C/CAG Priority Development Area (PDA) Parking Policy Technical Assistance Program. (Brian McMinn, Director of Public Works/City Engineer). 7. Resolution accepting state grant funds for the replacement of E911 telephone equipment; authorizing execution of a Purchase Agreement with Intrado, Inc. for the purchase of E911 Telephone Equipment; and amending the Consulting Services Agreement with Telecommunications Engineering Associates for services to integrate the Intrado E911 System. (Jeff Azzopardi, Chief of Police). 8. Resolution authorizing the acceptance of $71,500 in grant funding from San Mateo County Office of Education to implement Safe Routes to School Programs and amending the Parks and Recreation Department 2014-2015 Operating Budget. (Sharon Ranals, Parks and Recreation Director). 9. Resolution authorizing the acceptance of $10,500 in grant funding from Get Healthy San Mateo County to support the Motivating Others Via Exercise (MOVE) Program and amending the Parks and Recreation Department 2014-2015 Operating Budget. (Sharon Ranals, Parks and Recreation Director). 10. Resolution approving the Annual Impact Fee Report for FY 2013-14 and making findings as required by the Mitigation Fee Act. (Jim Steele, Finance Director). 11. Resolution authorizing the acceptance of $14,159 in grant funding from Pacific Library Partnership to support a Multimedia Content Creation Lab at the Main Library and amending the Library Department’s 2014-2015 Operating Budget. (Valerie Sommer, Library Director). 12. Resolution authorizing the City Manager to execute a second amendment to the Services Agreement with Group 4 Architecture Research + Planning, Inc. of South San Francisco, California, in an amount of $75,917 for additional services on the Grand Avenue Library Renovation Project, for a total agreement amount not to exceed $187,677. (Brian McMinn, Director of Public Works/City Engineer). 13. Resolution approving the Britannia Cove at Oyster Point Parcel Map (PM 12-0002); authorizing the City Clerk to record the map and related documents; and accepting various easements. (Brian McMinn, Director of Public Works/City Engineer). 14. Resolution awarding the construction contract to Alpha Bay Builders, Inc., of San Francisco, California, for the Four Parks Playground Renovation Project (Project No. pk1203) in an amount not to exceed $687,404, and authorizing the City Manager to execute Purchase Agreements in a combined amount not to exceed $230,000 for procurement of play structures. (Brian McMinn, Director of Public Works/City Engineer). 15. Resolution approving the Compensation Plan for the Public Safety Managers dated July 1, 2014 through June 30, 2016. (Mich Mercado, Human Resources Manager). REGULAR CITY COUNCIL MEETING DECEMBER 10, 2014 AGENDA PAGE 4 16. Motion supporting two Transportation Development Act (TDA) Article 3 grant applications for the Linden Avenue Pedestrian Improvements Project and the Hickey Boulevard and Junipero Serra Boulevard Pedestrian Improvements Project through the Metropolitan Transportation Commission (MTC) Pedestrian and Bicycle Program. (Brian McMinn, Director of Public Works/City Engineer). 17. Acknowledgement of Proclamation issued to Elaine Porter in honor of her retirement from her position as Recreation and Community Services Supervisor after over 27 years of service to the City. (Sharon Ranals, Director of Parks and Recreation). PUBLIC HEARING 18. Britannia Cove at Oyster Point HCP Oyster Point III LLC/Owner Project Mgmt Advisors, Inc. /Applicant 101 OYSTER POINT BLVD P12-0061: DA12-0003, DAA14-0001 Britannia Cove at Oyster Point Development Agreement Amendment - First Amendment to the Development Agreement between the City of South San Francisco and HCP Oyster Point III, LLC (“First Amendment”) for the previously entitled Britannia Cove at Oyster Point project to make minor modifications to the hotel use at 101 Oyster Point Boulevard in the Bay West Cove Specific Plan Zoning District in accordance with SSFMC Chapters 19.60 & 20.110. (Alex Greenwood, Director of Economic and Community Development) 19. Sign Revision City of South San Francisco-Owner/Applicant Terrabay Specific Plan Area-South Slope of San Bruno Mtn. P07-0136: ZA14-0008 Zoning Text Amendments to revise Temporary Sign Regulations for the Terrabay Specific Plan District in accordance with South San Francisco Municipal Code Chapter 20.550. (Alex Greenwood, Director of Economic and Community Development) 20. Complete Streets General Plan Amendment City of South San Francisco-Owner/Applicant Citywide P14-0073: GPA14-0002 & ND14-0002 Complete Streets - General Plan Amendment to the Transportation Element, and associated Initial Study-Mitigated Negative Declaration evaluating the environmental impacts of the Project. (Alex Greenwood, Director of Economic and Community Development) ITEMS FROM COUNCIL – COMMITTEE REPORTS AND ANNOUNCEMENTS 21. Provide direction to Mayor regarding City Selection Committee Appointments. ADJOURNMENT DATE: December lO,20 14 TO: Mayor and City Council FROM: Jeff Azzopardi, Chief of Police SUBJECT: A RESOLUTION ACCEPTING STATE GRANT FUNDS FOR THE REPLACEMENT OF E911 TELEPHONE EQUIPMENT; AUTHORIZING EXECUTION OF A PURCHASE AGREEMENT WITH INTRADO, INC. FOR PURCHASE OF E911 TELEPHONE EQUIPMENT; AND AMENDING THE CONSULTING SERVICES AGREEMENT WITH TELECOMMUNICATIONS ENGINEERING ASSOCIATES FOR SERVICES TO INTEGRATE THE INTRADO E9 1 1 SYSTEM RECOMMENDATION It is recommended that the City Council adopt a resolution accepting a grant from the State of California in the amount of $364,000 for the purchase of replacement 9-1-1 telephone communications equipment; authorizing the City to enter into a purchase agreement not to exceed $328,633.30 with Intrado, Inc. for the purchase, installation, training and maintenance of a replacement 9-1-1 telephone system; and amending the consulting services agreement with Telecommunications Engineering Associates for additional work related to project implementation in an amount not to exceed $7,500. BACKGROUNDIDISCUSSION The current 9-1 -1 telephone communications equipment in place at the police department was purchased in 2003 and refurbished in 2009. The useful life of the equipment is five years, as defined by the State of California. The State will no longer fund the maintenance of the current system and the manufacturer of the current system will no longer support the system's repair. The State collects 9-1 - 1 funding via a surcharge on telephone utility bills to be used to replace 9-1 -1 equipment at the local level on a regular basis. The Police Department is requesting approval to accept our current funding allotment of $364,000 from the State of California, 9-1 - 1 Emergency Communications Office (9-1-1 Office) for the purchase, installation and maintenance of new 9-1 - 1 telephone communications equipment from staff recommended vendor Intrado, Inc. The Public Safety Answering Point (PSAP) located in the dispatch center of the South San Francisco Police Department is an integral part of the City of South San Francisco's emergency response system. The dispatch center is the point where all 9-1 -1 calls made in South San Francisco and Pacifica, from both conventional and cellular phones are answered. The installation and maintenance of 9-1-1 telephone systems for public safety agencies is funded through the California State 9-1-1 Communications Office. These funds come from the SUBJECT: A RESOLUTION ACCEPTING STATE GRANT FUNDS FOR THE REPLACEMENT OF E911 TELEPHONE EQULPMENT; AUTHORIZING EXECUTION OF A PURCHASE AGREEMENT WITH TNTRADO, INC. FOR PURCHASE OF E911 TELEPHONE EQUIPMENT; AND AMENDING THE CONSULTING SERVICES AGREEMENT WITH TELECOMMUNICATIONS ENGINEERING ASSOCIATES FOR SERVICES TO INTEGRATE THE INTRADO E911 SYSTEM 9-1-1 Page 2 of 3 tax, which appears on telephone bills. The 9- 1-1 Office calculates the allotment to each agency based on emergency call traffic, the median price of authorized equipment on the State master purchase agreement, and the number of 9-1-1 call taker positions staffed by the agency. The current allotment for South San Francisco is $364,000. ANALYSIS The last South San Francisco Police Department 9-1-1 equipment upgrade occurred in 2009 with the Integrator 9-1-1 product manufactured by Zetron, Inc., and was installedlmaintained by Telecommunications Engineering Associates. The current system has served the residents of South San Francisco well, but has reached the end of its service life. The State will not cover maintenance on 9- 1 - 1 systems past their service life. Replacement of 9- 1 - 1 systems with State funds is calculated on a five (5) year life cycle. Section 4.04.040 of the South San Francisco Municipal Code (SSFMC) authorizes the City to take advantage of valid contract terms that have been negotiated by another governmental agency, where that agency had used a quote or bid process substantially conforming with SSFMC Chapter 4.04 and State law. The State of California conducted a formal bid process for E911 emergency telephone equipment resulting in awards to multiple contractors, including Intrado, Inc ("Intrado"). Agencies replacing their 9-1 -1 equipment typically utilize the State of California cooperative purchasing program known as the California Multiple Award Schedule (CMAS) program. City staff has verified that the State of California's bid process and Intrado's pricing agreements substantially conform to SSFMC Chapter 4.04 and State law. Intrado is also the vendor of choice for all recently installed 9-1-1 systems in San Mateo County. These include Daly City, Colma, San Bruno, Burlingame, Foster City, Redwood City, Menlo Park and the County of San Mateo. Selecting Intrado will help assure seamless interoperability between 9-1-1 centers in San Mateo County. This improvement in compatibility also furthers some of the recommendations of the San Mateo County Grand Jury's 20 12 report on Police Dispatch Consolidations: J To develop arrangements with other agencies for dispatch consolidation J To develop solutions to maximize manpower in dispatch center off-peak hours J To develop backups and redundant systems for dispatch centers. Although the exact criteria defining NextGen 9-1 -1 has not yet been finalized, emerging technologies such as texting to 9-1-1, sending pictures and video messages to PSAPs and enhanced agency interoperability are beginning to appear in communications centers around the country. Many residents and visitors to South San Francisco are very technically savvy and our ability to effectively interact with them will require us to have a 9-1-1 system that can support these next-generation features. SUBJECT: A RESOLUTION ACCEPTING STATE GRANT FUNDS FOR THE REPLACEMENT OF E911 TELEPHONE EQUIPMENT; AUTHORIZING EXECUTION OF A PURCHASE AGREEMENT WITH INTRADO, INC. FOR PURCHASE OF E911 TELEPHONE EQUIPMENT; AND AMENDING THE CONSULTING SERVICES AGREEMENT WITH TELECOMMUNICATIONS ENGINEERING ASSOCIATES FOR SERVICES TO INTEGRATE THE INTRADO E9 1 1 SYSTEM Page 3 of 3 FISCAL IMPACT None, as the State of California will be funding this entire project through the Emergency Telephone Users Surcharge Act. Fixed Allotment from the State of California Purchase 9- 1 - 1 PSAP equipment from Intrado, Inc. Implementation assistance from Telecomm Engineering Associates Contingency expenses Project closing balance CONCLUSION Accepting State funding and awarding contracts to Intrado and Telecommunications Engineering Associates allows for the timely replacement and upgrade of the City's 9-1-1 PSAP equipment. Attachment: 1. Resolution 2. Quote with Intrado, Inc. 3. Quote Amendment with Telecomm Engineering Associates 2344310.1 RESOLUTION NO. CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA A RESOLUTION ACCEPTIVG STATE GRANT FUNDS FOR THE REPLACEMENT OF E911 TELEPHONE EQUIPMENT ; AUTHORIZING EXECUTION OF A PURCHASE AGREEMENT WITH INTRADO, INC. FOR PURCHASE OF E911 TELEPHONE EQUIPMENT; AND AMENDING THE CONSULTING SERVICES AGREEMENT WITH TELECOMMUNICATIONS ENGINEERING ASSOCIATES FOR SERVICES TO INTEGRATE THE INTRADO E911 SYSTEM WHEREAS, the South San Francisco Police Department is required to provide an interoperable emergency communications facility including E911 telephone service; and WHEREAS, the City of South San Francisco ("City") staff recommends that the City Council adopt a resolution authorizing the acceptance of $364,000 in grant funds from the State of California for the purchase and installation of a replacement 9-1 - 1 emergency telephone ("E9 1 1 ") telephone system; and WHEREAS, Section 4.04.040 of the South San Francisco Municipal Code (SSFMC) expressly authorizes the City to take advantage of valid contract terms that have been negotiated by another governmental agency, where that agency had used a quote or bid process substantially conforming with SSFMC Chapter 4.04 and State law; and WHEREAS, the State of California conducted a formal bid process for E911 emergency telephone equipment resulting in awards to multiple contractors, including Intrado, Inc ("Intrado"); and WHEREAS, staff has verified that the State of California's bid process and Intrado's pricing agreements substantially conform to SSFMC Chapter 4.04 and State law; and WHEREAS, staff has determined that the state award for the Intrado E911 system, meets the City's needs and concerns with respect to emergency telephone call handling, including compatibility with other police departments, fire service agencies, and emergency medical service providers throughout San Mateo County; and WHEREAS, the purchase of an Intrado E911 system will allow the Police Department to answer emergency calls from citizens and communicate with law enforcement, fire service agencies and emergency medical providers in San Mateo County; and WHEREAS, the purchase of the Intrado E911 system will require engineering and system integration services so the Intrado products will work properly as part of the City's interoperable emergency radio dispatch and communications system; and WHEREAS, the City's current consulting services agreement with Telecommunications Engineering Associates ("TEA") does not include E911 system integration services as part of its current scope of work; and WHEREAS, City staff recommends approving an amendment to the City's current consulting services agreement with TEA for engineering and implementation assistance of the Intrado E9 1 1 system, in an amount not to exceed $7,500. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of South San Francisco hereby accepts $364,000 in grant funds from the State of California for the purchase of E9 1 1 telephone equipment. BE IT FURTHER RESOLVED that the City Council approves the purchase of replacement 9- 1-1 emergency telephone ("E911") system from Intrado, Inc, in an amount not to exceed $328,633.30. BE IT FURTHER RESOLVED that the City Council of the City of South San Francisco hereby approves an amendment to the consulting services agreement with TEA for engineering and integration of the Intrado E911 system, in an amount not to exceed $7,500.00. BE IT FURTHER RESOLVED that the City Council authorizes the City Manager to execute a grant agreement with the State of California, a Purchase Agreement in an amount not to exceed $328,633.30 with Intrado, Inc., for the purchase of an E911 system, and an amendment to the consulting services agreement with TEA; subject to approval as to form by the City Attorney. BE IT FURTHER RESOLVED that the City Council of the City of South San Francisco hereby authorizes the staff to allocate $27.866.70 in project contingency funds to the project budget, subject to the City's purchasing policies. BE IT FURTHER RESOLVED hat the City Council hereby authorizes the City Manager, or his designee, to take any other action consistent with the intent of this resolution. I hereby certify that the foregoing Resolution was regularly introduced and adopted by the City Council of the City of South San Francisco at a meeting held on the - day of , 2014 by the following vote: AYES: NOES: ABSTAIN: ABSENT: ATTEST: City Clerk 1160 Industrial Road, #15 San Carlos, CA 94070 Telephone: 650-596-1100 Facsimile: 650-367-7240 http://www.tcomeng.com/ South San Francisco Police Dept. Quote#: 20142040 Prepared on: 0712911 4 33 Arroyo Drive Valid until: 1 012911 4 Sou,th San Francisco, CA 94080 Terms: Net 30 days Prepared by: GGYIDDJ Attn: Capt. J. Azzopardi FOB: San Carlos, CA Sales tax rate: 9.00% i Services and misc materials to integrate an lntrado Viper E911 system with the City's radio console and logging recorder. Relocate equipment rack and Ethnernet switch to make room for lntrado cabinet. - lnterface radio console headset jacks with Intrado. - Remove old PSAP and operator postion hardware. - Reprogram Avtec for lntrado Headset lnterface - Lawnet Integration - Relocate Ethernet switch and rack to make room for lntrado cabinet - lnterface lntrado with DL1 logging recorders 25-pair connectorized cable Systems engineerlproject manager Systems technician $125.00 38 $4,750.00 Subject to the terms of the TEA Bill~ng & Fee Policy dated November 12, 201 1 Sales Tax: $20.25 This is a fixed-fee, lump-sum quotation. Shipping & Handling: $15.00 Sales tax applies to shipping and handling charge. Intrado VIPER@, Power 91 1@, Power MIS@, Sentry, ePrinter, IWS Workstations and servers for City of South San Francisco, CA The applicable terms and conditions located at htt~://www.intrado.com/terms will apply to this Quote, unless (i) the parties have entered into a separate mutually executed agreement relating to the products or services under this Quote, or Customer is purchasing under a cooperative purchasing agreement referenced in this Quote. Customer's issuance of a purchase order for any or all of the items described in this Quote will constitute acknowledgement and acceptance of such terms. The terms of this Quote will govern any conflict with any of the foregoing or any Customer purchase order, and no additional terms in Customer's purchase order will apply. Page 2 of 13 August 13,2014 *include version number if applicable "amount of tax included in configuration price "monthly maintenance unit price = per month total VENDOR NAME: lntrado Corp. DATE: August 13,2014 ACCOUNT MANAGER: Roy Halterman EMAIL: Roy.Halterman@intrado.com PHONE: 559-91 7-8588 FAX: 720-494-6600 TAX RATE: 9% Hillsborough PD, CA The ~nfomlation contained in this document is proprietary to lntrado and IS offered solely for the purpose of evaluation. Copyright 2014 lntrado CONFIDENTIAL Q80109D - Direct- City of South San Francisco PD, CA - VIPER-91 1-MIS - CA Pricing Spreadsheet EXTENDED PRICE ITEM DESCRIPTION CONFIGURATION 8 Position lntrado VIPER system with Power 911 Monthly Maintenance" QUANTIN UNIT PRICE 3RICING Configuration Subtotal Included Tax" 171850.3001 $ 139,200.00 $ 31 1,050.30 $ 22,395 41 1 48 $ 171,850.30 $ 2,900.00 ITEMIZED PRICING Power MIS $ 17,583.00 Itemized Subtotal Itemized Tax TOTAL 1 $ 17,583.00 $ 17,583.00 $ 328,633.30 Page 3 of 13 August 13,2014 The information contained In this document is proprietary to lntrado and is offered solely for the purpose of evaluation. Copyright 2014 lntrado CONFIDENTIAL Q80109D - Direct- City of South San Francisco PD. CA - VIPER-91 1-MIS - CA Pricing Spreadsheet Page 4 of 13 August 13,20 14 Summary - City of South San Francisco PD, CA VIPER VIPER Critical Spare Kit Power 9- 1 - 1 Power MIS Power IWS Hardware Staging Site Survey Installation Training Project Management Software Protection and Remote Technical Support - 5 Years On Site Maintenance - 5 years California Sales Tax $ 22,395.41 Freight Costs $ 800.00 One Time S~ecial Svstem Discount -S 142.000.00 Total $ 328,633.30 *** The above Summary does not include the quoted Options *** The information contained in this document is proprietary to lntrado and is offered solely for the purpose of evaluation. Copyright 2014 lntrado CONFIDENTIAL Q80109D - Direct- City of South San Francisco PD, CA - VIPER-91 1-MIS - Summary Page 5 of 13 August 13,2014 Configuration Parameters VIPER Total Number of E9- 1 - 1 CAMA Trunks Total Number of Local FXO Administrative Lines Netclock (GPS Command Center) Total Number of PRIITI Circuits Ingress via SIP Positron VIPER Inter-Host SIP Communications XML ALI Number of SNOM Phones Automatic Call Distribution 10 32 Not Included Not Included Not Included Not Included Not Included Not Included Not Included Answering Positions Number of Power 91 1 Intelligent Workstations 8 Power 9 1 1 Intelligent Workstation Features Integrated Telephone & Radio Recorder Included Data Transfer to Remote FAX Machines or via E-Mail (XDC) Not Included UPS on Database Servers (30 minutes) Optional UPS on Workstation PCs (30 minutes) Optional Tape Backup System Included RAID Disk Array (data redundancy) Included MIS Solution Power MIS MIS Advanced Reporting Tools ePrinter Miscellaneous Included Not Included Optional Number of Monitors per position Monitor Type 1 19 Inch LCD Touchscreen The information contamed in this document is proprietary to lntrado and is offered solely for the purpose of evaluation. Copyright 2014 lntrado CONFIDENTIAL Q80109D - Direct- City of South San Francisco PD, CA - VIPER-91 1-MIS - Config Page 6 of 13 August 13,2014 Model # Description Qty Unit Cost Total 912800 Gateway Shelf 4 912814 Admin Interface Module (AIM) 8 912801 CAMA Interface Module 3 912813 48V Power Supply & Shelf 2 91281 1 Application Server Access License 9 912812 PBX Access License - Per Workstation 8 912890BB Media Kit Prebuilt Product Bundle 1 912817lBB 7 FOOT Cabinet Prebuilt Building Block 1 912819124 Cisco 3750 24 port switch 2 9138501s VIPER Enabling Kit - SONIC 8 Subtotal $ 76,563.75 5 VIPER Critical Spare Kit 912801 CAMA Interface Module 1 91280211 VIPER Primary Application Server 1 912814 Admin Interface Module (AIM) 1 912813 -48V Power Supply 1 9 128 19/24 Cisco 3750 24 port switch 1 9138501s VIPER Enabling Kit - SONIC 1 Subtotal $ 13,595.00 Power 9-1-1 913100 Power 9 1 1 Client Access License (CAL) 8 913202 Power 9 1 1 Server Access License (SAL) 8 913152 Power 9 1 1 Add-on Recorder for Radio 8 Subtotal $ 75,540.00 Power MIS 920 100 Power MIS Server Software License (SSL) 1 920101 Power MIS Concurrent client Access License 1 920 102 Power MIS Data Access License 8 920 1001CD Power MIS Media & Documentation 1 Subtotal $ 6,154.50 The information contained in this document is proprietary to lntrado and is offered solely for the purpose of evaluation. Copyright 2014 lntrado CONFIDENTIAL Q80109D - Direct- City of South San Francisco PD, CA - VIPER-91 1-MIS - Config Page7of 13 August 13,20 14 Model # Description Qty Unit Cost Total Power IWS Hardware I WS Workstations 914 102lBB IWS Workstation Prebuilt Building Block 8 Non-Disc $ 1,668.00 $ 13,344.00 P10083 19 Inch Touch Screen Monitor 8 Non-Disc. $ 1,015.00 $ 8,120.00 9 1460013 IWS Ext Prog Keypad Model 683-U - 24 Buttons 8 Non-Disc $ 135.00 $ 1,080.00 Anti- Virus 914143 Symantec Endpoint Protection Manager (Lic + C1 15 Non-Disc. $ 63.00 $ 945.00 Power 9-1-1 Database Sewer 914951 IWS Server RACK Bundle - Type B 1 Non-Disc. $ 8,595.00 $ 8,595.00 914955 Hard Drive (Type B) 2 Non-Disc. $ 877.00 $ 1,754.00 Miscellaneous Common Hardware 9 14956 1U Keyboard/LCDlTrackball/8-Port KVM 1 Non-Disc. $ 2,560.00 $ 2,560.00 914434 Tape Backup System 1 Non-Disc. $ 2,850.00 $ 2,850.00 914434R Tape Backup System Rackmount Kit 1 Non-Disc. $ 650.00 $ 650.00 Standard Peripherals 915109P Alarm Panel (Includes Power Supply) 1 Non-Disc. $ 990.00 $ 990.00 600150 Punch Block 4 Non-Disc. $ 150.00 $ 600.00 207-990000-046 25 Pair Amphenol Cable 4 Non-Disc. $ 250.00 $ 1,000.00 3rd party Prof. Ser. (TEA - cabling, rewiring, 960 103 etc. ) 1 Non-Disc. $ 18,997.14 $ 18,997.14 Power MIS Sewer 914951 IWS Server RACK Bundle - Type B 1 Non-Disc. $ 8,595.00 $ 8,595.00 914955 Hard Drive (Type B) 2 Non-Disc. $ 877.00 $ 1,754.00 9 14422 1 1,079.50 Power 911 Object Sewer 914952 IWS Server RACK - Type A 1 Non-Disc $ 2,673.00 $ 2,673.00 91412113 IWS Object Server - Underlying Software 1 Non-Disc $ 1,398.00 $ 1,398.00 Subtotal $ 76,984.64 950856 Backroom Staging - up to 8 positions 1 950850 IWS Staging - up to 8 positions 1 Subtotal $ 6,000.00 The information contained in this document is proprietary to jntrado and is offered solely for the purpose of evaluation. Copyright 2014 lntrado CONFIDENTIAL Q80109D - Direct- City of South San Francisco PD, CA - VIPER-91 1-MIS - Config Page8of 13 August 13,20 14 Model # Description Q~Y Unit Cost Total Site Survev Site Survey 1 Site Survey - Living Expense Per Day 3 960580 Site Survey - Travel Fee 1 Subtotal $ 3,350.00 Installation 950 104 Professional Services - Price Per Day 11 960575 Installation - Living Expense Per Day 13 960580 Installation - Travel Fee 1 Subtotal $ 20,350.00 96080 1 Power 9 1 1 Call Taker Training 3 96080 1 Power CCS Training 1 960801 Power 9 1 1 Administrator Training 1 960575 Training - Living Expense Per Day 8 960580 Training - Travel Fee 2 Subtotal $ 1 1,600.00 Project Management 9505 10 Project Management 1 Subtotal $ 18,100.00 3 On Site Maintenance - 5 years 95099910NS5-1 On-Site Maintenance Services 40 Subtotal $ 120,000.00 Software Protection and Remote Technical Support - 5 Years Software Protection and Remote Technical 950999JPRO 1 Support (5 Years) 32 Subtotal $ 19,200.00 California Sales Tax California Sales Tax 1 Subtotal $ 22,395.41 The information contained in this document is proprietary to lntrado and is offered solely for the purpose of evaluation. Copyright 2014 lntrado CONFIDENTIAL Q80109D - Direct- City of South San Francisco PD, CA - VIPER-91 1-MIS - Config Page 9 of 13 August 13,2014 Model # Description Unit Cost Total Freight Costs 1 Subtotal $ 800.00 One Time Special System Discount One Time Special System Discount 1 Subtotal -$ 142,000.00 Total $ 328,633.30 Optional Equipment & Services 4 ePrinter Software 917310 ePrinter Software and Documentation 1 ePrinter Workstation 9 14 102lEP IWS Workstation Bundle for ePrinter 1 P 1 0096 20 Inch LED Backlit Monitor 1 Installation 950 104 Professional Services - Price Per Day 1 960575 Living Expense Per Day 1 Subtotal $ 4,839.00 UPS Workstation UPS 4914410 IWS Workstation Tower LIPS - lOOOVA 8 Power 9-1-1 Database Server UPS 914414 IWS Server Rackmount UPS - 1000VA 1 Power MIS Server UPS 914414 IWS Sewer Rackmount UPS - 1000VA I Power 91 1 Object Server UPS 914414 IWS Sewer Rackmount UPS - 1000VA 1 Subtotal $ 11,002.00 The information contained in this document is proprietary to lntrado and IS offered solely for the purpose of evaluation. Copyright 2014 lntrado CONFIDENTIAL Q80109D - Direct- City of South San Francisco PD, CA - VIPER-91 1-MIS - Config Page 10 of 13 August 13,2014 Notes 1 This quote provides pricing for new VIPER systems to City of South San Francisco, CA, with 8 Intelligent Workstations with Power 9 1 1, and Power MIS. Additional VIPER Equipment Required: * Two (2) modems to ALI database (Telco normally provides 4 wire dedicated modems - 202T type) * One (I) ACDR printer (serial printers ie. Microline 320). * One (1) Network Laser Printer. * Amphenol cables and punch blocks. * One (1) Dial-Up Line for Remote Monitoring and Maintenance must be provisioned. Additional Power IWS Equipment Required: Each Power IWS computer requires sufficient CATS Network Cabling (2 per position), not normally supplied by Intrado to reach the Network Switches (the switches are typically installed in the backroom). The Standard Operating Procedure and Premise Information Modules, if included, requires customer-input of data. Telco to provide a suitable WAN (each site should have redundant WAN connections). WAN requirements: Layer 3 routing between all locations Low Latency (< 40ms) Low Jitter (< Sms) Support DHCP Relay/Forwarding from satellite sites to associated hosts Support QOS Reliable for UDP Security against intrusion and virus attack Reliable links (fault tolerant) -No single point of failure should cause L3+ disruption for more than 4 seconds DNS Caching and forwarding from remotes to their associated remotes Multicasting between remote sites and their associated remotes No Multicasting between hosts Cisco routers using IOS A Dial-Up Line for Remote Monitoring and Maintenance must be provisioned. 2 The Site Survey is intended to identify any additional miscellaneous equipment or services required to ensure smooth installation and operation of the quoted system. Additional costs may be incurred upon completion of the Site Survey. Quote assumes both Site Surveys will be performed in one trip; if not, additional charges will apply. The information contained in this document is proprietary to lntrado and is offered solely for the purpose of evaluation. Copyright 2014 lntrado CONFIDENTIAL Q80109D - Direct- City of South San Francisco PD, CA - VIPER-911-MIS - Notes Page 11 of 13 August 13,2014 Notes 3 Software Protection and Remote Technical Su~uort Software Protection and Remote Technical Suvuort is a coverage requirement with the purchase and ownership of Intrado CPE system equipment. The coverage requirement is effective after the expiration of the system warranty, but a purchase order for the service, for at least for a one year duration, is required at the time of any new system purchase. Software Protection and Remote Technical Support cannot be deleted from quotes or system orders. Once a Software Protection and Remote Technical Support service contract is established for the site during system initial purchase, all items subsequently added to the site will not require an additional contract, but the acquisition of additional positions will increase the price of the services. a. For sites with one year coverage contracts, the increased price will be reflected in the quote at the next contract renewal point. b. For sites with multi-year agreements, the customer will be required to retract the remaining years of the original purchase order and issue a new purchase order for the remaining period covering the original system and new positions. If a contract for Sohare Protection and Remote Technical Suvvort expires without renewal, causing a lapse in coverage, the customer's access to the Support Center will be discontinued and a notification of services ~. termination will be issued. Reinstatement of the lapsed coverage will require the following from the customer: a) Payment in full for the lapsed period at the prevailing per-seat rate b) Purchase of a new maintenance agreement (one-year or five-year) c) System Recertification fees in the form of a Class A inspection at $1,500.00 per day plus related travel and expense charges. The information contained in this document is proprielary to lntrado and is offered solely for the purpose of evaluation. Copyright 2014 lntrado CONFIDENTIAL Q80109D - Direct- City of South San Francisco PD. CA - VIPER-911-MIS - Notes Page 12 of 13 August 13,20 14 Notes Software Protection This offering provides for the availability of software product updates. Installation and training (if needed) are not included. Intrado will publish periodic software release bulletins to customers which announce important product updates for lntrado Software. Customers may then request the new update fiom Intrado, based on applicability of the release to Customer's System. Customer is responsible for installation of all these releases, unless the On-Site Maintenance Service is purchased. If On-Site Maintenance has not been purchased and the customer prefers to have Intrado deploy a new release, lntrado will dispatch appropriate personnel to perform the upgrade on a mutually agreed upon date at Intrado's then current prices for such services. Remote Technical Su~port: Support is provided by associates who specialize in the diagnosis and resolution of system performance issues. Remote Technical Support is available 2417 through both a toll free hotline and a secure customer Internet portal. All service inquiries are tracked by a state-of-the-art CRM trouble ticket system that can be queried by customers through the online portal to obtain the most up-to-date status on their issues. 4 Software Subscription Service The Software Subscription Service provides the customer with access to software upgrades including new features. This offering only provides for the availability of the software. Installation and training (if needed) are not included. Any required hardware or operating system changes are also not included. Intrado will provide periodic software release bulletins to customers which announce and explain new feature releases for Intrado Software. Customers may then request the new release or version fiom Intrado, based on applicability of the release to Customer's System. The customer is responsible for installation of all these releases, unless the On-Site Maintenance Service is purchased. If On-Site Maintenance has not been purchased and the customer prefers to have Intrado deploy a new release, Intrado will dispatch appropriate personnel to perform the upgrade on a mutually agreed upon date at Intrado's then current prices for such services. The information contained in this document is proprietary to lntrado and is offered solely for the purpose of evaluation. Copyright 2014 lntrado CONFIDENTIAL Q80109D - Direct- City of South San Francisco PD, CA - VIPER-91 I-MIS - Notes Page 13 of 13 August 13,2014 Notes 5 All optional modules in this quote have been priced under the assumption that they will be purchased and installed concurrently with the base system. lf these modules are to be installed at a later date, additional travel & living expenses will apply. Installation and Project Management services have not been included for optional modules. Once the customer has fmalized their configuration, a revised quotation will be provided with equipment and services costs revised as necessary. Terms SUMIT P.O.: ordermanaaement@intrado.com PRICING All prices are in U.S. Funds. Taxes, if applicable, are extra. Shipping charges are extra unless specified on the proposal SHIPPING TERMS FCA (Montreal), INCOTERMS 20 1 0 PAYMENT As Per Contract DELIVERY TBD. VALIDITY Quote is valid for 120 days; however, certain parts (indicated in this Quote as part numbers with the following identifier : QXXXXX, constitute unique third party components. These components, including model and price, (i) may be subject to change at any time; and (ii) are non- cancelable, non-refundable, and non-exchangeable at any time." The information mntained In this document is proprietary to lntrado and is offered solely for the purpose of evaluation Copyright 2014 lntrado CONFIDENTIAL QBO109D - Direct- City of South San Francisco PD, CA - VIPER-91 1-MIS - Notes SOUTH SAN FRANCISCO PD (CA) INTRADOIDIRECT Prepared by: Frank Flores Page 1 of 24 Version 1 Copyright 2010 - Intrado CONFIDENTIAL Sales Order Information TBD Document Information 1 b~e20f24 I Version 1 Copyright 201 0 - Intrado CONFIDENTIAL 1.0 PROJECT OVERVIEW ........................................................................................................................................................... 4 1 . 1 STATEMENT OF WORK ....................................................................................................................................................... 4 1.2 RESFQNSIBILITIES ............................................................................................................................................................ 5 .................................................................................................................................................... 1.3 CONTACT INFORMATION 9 1.4 EQUIPMENT INFORMATION ............................................................................................................................................. 10 1.5 SERVICES INFORMATION .................................................................................................................................................. 1 1 1.6 RISKS AND ESCALATION .................................................................................................................................................. 12 1.7 PROJECT TIMELINE ........................................................................................................................................................... 13 1.8 TRAINING ......................................................................................................................................................................... 16 1.9 Srr~ REQUIREMENTS ..................................................................................................................................................... 16 2.0 NETWORK REQUIREMENTS ............................................................................................................................................... 17 3.0 SOFTWARE, EQUIPMENT AND SERVICES ........................................................................................................................... 18 4.0 GENERAL TERMS AND CONDITIONS ................................................................................................................................. 19 5.0 APPENDICES .................................................................................................................................................................... 2 1 Page 3 of 24 Version 1 Copyright 2010 . lntrado CONFIDENTIAL 1.0 Project Overview The purpose of this project is to: The purpose of this statement of work is to provide information on the planning and implementation activities for the deployment of Intrado's products and services to complete the delivery of the orders identified herein. Intrado shall support South San Francisco PD with the installation of their new Viper Controller, Power 91 1 and Power MIS systems. Intrado shall assist South San Francisco with the final installation of 8 new Integrated Workstations to support Power 91 1 and the installation of Viper operating software with SQL services on new Viper servers. Intrado shall also provide Power 9 1 1 User and Administrator training as defined and agreed upon. 1.1 Statement of Work 1.1.1 Definitions South San Francisco PD will be referred to in this document as "the Customer", "Customer", "the Site", or "Site". The term "Site" is typically used to reference the Customer's physical facility whereas the term "Customer" is used to reference the entity itself. 1.1.2 Configuration The Site will have a Viper controller and servers. In addition to this; Power 91 1 will be installed on 8 New IWS dispatcher positions. Power MIS will be installed on 8 New IWS dispatcher positions. The IWS positions will include the following: TDD Integrated Call Recording Location Module Contact Module On-Line Message Board Lists Module Call Detail Tool IWS Programmable Keypads The Site will have 10 91 1 lines, (analog CAMA Trunks) terminating directly to the Intrado VPER equipment for 91 1 call connectivity and 32 analog admin lines will terminate to the VIPER system via admin line interface. The Viper controller will be equipped with an internal modem for RAS connection and, unless otherwise specified, the Site if available can provide VPN access to the Intrado Viper and IWS positions to facilitate timelier troubleshooting of issues. i - I Page 4 of 24 Version 1 Copyright 2010 - lntrado CONFIDENTIAL / There will be 2 ALI circuits available to the Site and the format shall be of NENA Format coming from the Telco. > All IWS portable 9 1 1 positions will consist of Power 91 1 using Sonic boxes for telephony I I > Headset sharing will be used with the radio. I I I > Headset Sharing for Radio integration must have a base that is on the latest List of Approved Headsets. i I > The 91 1-database server includes a tape backup and redundant disk array and will be set up with SQL server. > The Site will provide a Network Printer.. > The 91 1 configuration will be setup with individual profiles. If the Site chooses not to have individual profiles, the 91 1 configuration will be setup as a square system meaning all positions will be presented with the same profile. The Viper cabinet is equipped with an interface for a net clock connection; o Intrado requires an NTP Ethernet type connection from the net clock. > Services related to installation, pre-cut verification, cutover assistance, project management; end-user training will be provided by Lntrado in conjunction with the Onsite Contractor. > Intrado technician will perform a functional acceptance test for the Power 91 1, prior to performing the System Acceptance Test in the presence of the Customer. I I 1.2 Responsibilities 1.2.1 Intrado Remonsibilities Intrado technicians are NOT authorized to perform any type of installation or maintenance on a Customer PBX or any other 3'd party equipment. Any changes needed must be completed by the vendor responsible for the equipment. Stage and load all software on Viper controller. Stage and load operating system and all software on IWS servers and workstations. Test Viper controller, server and workstations as a whole system as per Intrado's procedure. Perform Project Survey (if purchased). Ship equipment to a Customer-specified location. Develop a project plan and schedule with the Customer (according to Project Management services purchased). Assign lntrado personnel for project implementation (i.e. Field Technician, Trainer). L-- Page 5 of 24 Version 1 Copyright 2010 - Intrado CONFIDENTIAL Provide training schedules within agreed target dates. Provide support in gathering required software configuration data from the Customer. Assess risk jointly with the Customer. Install all hardware purchased by the Customer from Intrado related to Viper and Power 91 1 equipment. Complete configuration of Power 91 1 on each position. Perform FAT (Final Acceptance Testing) and /or Final checklist at the site with the Customer and have it signed. Provide user and admin training on Power 91 1 to administrators. Provide user training on Power 91 1 to dispatchers. Perform CUTjointly with the Customer (Per installation services purchased). Execution and delivery of purchased services as detailed herein. Provide training manuals and equipment guides. Ensure that assigned Intrado personnel have an on-site presence at all times, during the deployment duration of this project. Deliver all software and hardware components to the Customer. Ship all corresponding system manuals, user manuals and CDs. Provide support in gathering all required configuration data from end-user. Perform inventory of all equipment delivered (including hardware, software, manuals, etc.) and flag any discrepancies. Provide and install network cabling with connectors for Intrado equipment. Provide and install network cabling from voice recorder to each Intrado position. Provide and install network cable from Viper cabinet to voice recorder for ANIIALI spill. Provide and install a network cable from Viper cabinet to net clock port. Provide NENA standard ALI format. Schedule all project meetings with the Customer and Intrado. Gather software configuration data from the Customer or follow up that the configuration is sent to Intrado on time. Perform Project Survey. Provide and install wall mounted patch panel and label all cables for Intrado equipment. Provide and install Amphenol cables for 911 trunks and admin lines from D-mark to Intrado Viper cabinet. The Telco will install blocks next to the D-mark for cross connection. Provide assigned project deliverables within agreed target dates. Provide reporting for ongoing project status. Issue minutes and prepare and manage project schedules. Provide supporting information to aid the solution of any issues discovered during installation, implementation or post installation phases of this project. Provide extensions for keyboards, Monitors & Mice, if purchased. Provide and install all Low Voltage cabling (workstations) Provide and install network cabling from voice recorder to each Intrado position Logging Recorder cabling backroom Provide Server rack installation Provide Rack Grounding Provide Earthquake bracing installation Voice and Data cabling from backroom to frontroom for Viper system Page 6 of 24 Version 1 Copyright 201 0 - Intrado CONFIDEN 1.2.2 Customer's responsibilities Provide main contact during deployment. Confirm the readiness of the site 21 days prior to Intrado technician arrival. Otherwise, Intrado will need to reschedule the technician. Assume responsibility for the accuracy and completeness of the data supplied to Intrado for the backroom~application database preparation, as applicable and provide the Intrado-requested configuration information prior to system staging. Program PBX (If applicable). Coordinate Telco participation. This includes, but is not necessarily limited to; testing, coordination, point of contact, meetings and oversee activities. If applicable, ensure the Site will have a PBX technician is involved during the installation and configuration before the cut and cutover. The technician will work with the Telco and Intrado in order to make sure that all the phones work together and configure the PBX to interface with Power 91 1. CAD Interface for ALI Dump, Intrado provides the port; the Site will provide the cable which is usually built by the technician from the Site and according to the type of CAD that the 91 1 is being connected to. Provide 1 existing emergency 91 1-test trunk and 1 admin test line for training purposes. There will be 2 position(s) available for training. Coordinate Vendor support for non-Intrado equipment such as Radio, Netclock, and Voice Recorder. If any of this support is contracted through Intrado then Intrado is responsible for coordinating the applicable support. For headset sharing, coordinate with the radio vendor to be on site during the installation. Intrado will provide pin outs for the headset sharing and Customer's radio vendor will be responsible for the connection to the radio. Ensure that every 3rd party vendor is on site during the installation and cutover period. Be available for the FAT test Provide an NTP Ethernet port off of the net clock for connecting to the Viper controller. Provide data solution for configuration i.e. IP address, Domain Name, Transfers, Ringdowns, Screen layout, User names, Profiles,. . . . Provide IP Addresses and Domain Names if not using Default Schemes. Provide a Vendor Support list for non-Intrado Equipment on the 3rd Party Vendor List Participate in scheduled project meetings. Ensure that the furniture selected is compatible with, or will be modified by the Customer to be compatible with, the selected system equipment. The Customer shall, at its expense, at all times provide Intrado with working space, access to computers & other technology, telecommunications equipment & any other services & materials which may be reasonably necessary for Intrado's performance of the services at the site. Obtain the necessary consent from the landlord, the building owner, the mortgager and/or any othef third parties having an interest in the installation site to install the system and to assist Intrado~Telco in obtaining any other necessary approvals and permits for same. Allow employees or agents of Intrado access to the site where the system is to be installed during hours consistent with the requirements of installation and pre-arranged with the general project coordinator. I I Page 7 of 24 Version 1 Copyright 201 0 - Intrado CONFIDENTIAL Provide safe, locked and limited access to equipment room, including adequate security to prevent theft of computer equipment, tools, test sets and employees' personal effects. Ensure that all environmental site requirements and all network requirements are met prior to Intrado Technician's arrival. Perform any required modifications (i.e. addition of power outlets, modification/installation of HVAC systems, etc.) highlighted by Intrado following the Project Survey. Provide adequate Power Facilities, Environmental Conditions, and appropriate Grounding for proper operation of the Intrado solution. Receive, Store and Secure Equipment. Dispose of all System packing material. Coordinate Back-Up Plan in the event calls need to be re-routed. Removal of all 3rd party equipment. Deinstall removal and disposal of Zetron equipment. Provide UPS or Backup Power for back & front room equipment, is applicable Provide resources (movers) to transportlhand carry equipment from receiving or storage area to rooftop Telco room. Page 8 of 24 Version 1 Copyright 201 0 - lntrado CONFIDENTIAL I 1.3.2 The Customer Team Lorraine DiNapoli Lorraine.DiNapoli@ssf.net Jeff.Azzopardi@ssf.net 1.3.3 lntrado Team 11911 Technician Ih: 11 11 Page 9 of 24 Version 1 Copyright 2010 - lntrado CONFIDENTIAL 1.4 Equipment Information All shipments will be made upon completion of the manufacturing process. 1.4.1 Eauivment Delivew Location All Intrado equipment will be delivered directly to Customer's designated site at the following location: Note: Location will be determined 30 days after contract signing. 1.4.2 Eauipment Deliverv to PSAP The Customer will be responsible for ensuring that Intrado's equipment is safely stored at its final destination prior to Intrado' s arrival on-site. Note: Delivery date will be determined 30 days after contract signing. 1.4.3 Eauipment Inventow Performing inventory of the equipment is Intrado's responsibility > Completed by : 15 days after delivery is received. 1.4.4 Reutilization of Existing Eauipment Note: Will be determined 45 days after contract signing. 1.4.5 Eauioment Removal and Disposal In the event that Intrado's equipment is replacing existing equipment andlor 3rd party equipment, the Customer is responsible for the removal and disposal of all existing and 3rd party equipment and cabling.. I Version 1 Copyright 2010 - Intrado CONFIDENTIAL 1.5 Services Information Intrado shall provide the Customer with the services as set out in the Contract. Should the Customer request additional services; Intrado shall perform such additional services upon signature of a change order. Intrado may provide the services directly or through any of its subcontractors, provided that Intrado remains responsible for the delivery and performance of the services by its subcontractors. 1.5.1 Project Survey Date the Project Survey idwas scheduled -will be confirmed 45 days after contract signing and customer kickoff meeting. The Telco and Customer personnel must be onsite for the Project Survey. 1.5.2 Svstem Installation. Testing. Cutover and Acceptance A certified Intrado field technician will conduct the installation of the Intrado system detailed herein. Standard working hours are 8 hours per day, however site access should be provided to the Technician beyond the hours indicated above as required in order to complete the installation. This phase includes the installation of all base software as operative systems and general-purpose applications. Once all required equipment and base software is installed, the Intrado Field Technician proceeds to install all specialized applications, including all IWS products. This process is followed by detailed customization process of the application according to Customer needs. In this phase all information provided by the Customer, requested in the detailed design activities, will be integrated in the system. Also any interfaces with the external and internal subsystems are put in place at this stage after being defined in earlier stages. After system installation and configuration, the Intrado Field Technician will perform an acceptance test. Intrado shall complete the installation of the System, testing, Cutover and Acceptance at the site in accordance with Intrado's normal installation practices. Upon successful completion of the installation Intrado shall notify the Customer that the System has been installed, tested and operates in accordance with Intrado's Acceptance test plan. The Customer shall accept the System according to the Intrado System Acceptance Process. I Version 1 Copyright 2010 - Intrado CONFIDENTIAL lntrado shall not be deemed to be in default nor be held responsible for any delays or failures resulting from an event of natural disaster or for any delays resulting from the Customer or any of its 3rd party vendors. The Customer shall be responsible to ensure 3rd party vendors collaborate with Intrado in a reasonable and timely manner. Intrado will be responsible for 3rd party vendors contracted by Intrado. 1.6 Risks and Escalation 1.6.1 Risk List 1.6.2 Escalation List Name Email hracv Stringer 11 llf3601437-9267 hracv.strineer@intrado.com 11 11 Name Email 11 II~ndv Nielsen (1916-692-5996 (1916-502-5662 lhndv.~ielsen@intrado.com 11 Page 12 of 24 Version 1 Copyright 2010 - Intrado CONFIDENTIAL I Illoel Hinns 11720-864-7693 1 Ihoel.hiees@intrado.com 11 I 1.7 Project Timeline 1.7.1 Proiect Schedule A project schedule shall be established and provided by the Customer Project Manager. Intrado and the Customer must mutually agree upon all dates. Deliverable tasks and milestones must follow the time intervals set in section below. **Prelim scheduled - official schedule pending order** Example: Installation: Dates TBD Day 1 - Cabinet installs and power up Day 2 - Backroom Configuration Day 3 - Frontroom Installation Day 4 -Position Placement and Validation Testing Day 5 - Training positions setup Day 6 -Final Configuration Day 7 - Pre-cutover testing Day 8 - Cutover Day 9 -Post Cutover Support Day 10 - Functional and Departure Checklist Training: Day 1 - Adrnin Training Day 2 - User Training Day 3 - User Training Day 4 - Cutover Support and MIS Admin Training 1.7.2 Proiect Deliverables The timelines listed below are those dates required by all parties in order to respect the project schedule. L -------- --- -I Page 13 of 24 Venion 1 Copyright 2010 - lntrado CONFIDENTIAL Dates on the project schedule are dependent on all data being supplied andlor all tasks being completed by the assigned parties on time. A delay in one activity may result in delays in other related activities. Proi ect Planning Activities Back room/telephonly/site readiness deliverables Power 911 deliverables Installation and CUT Page 14 of 24 Version 1 Copyright 2010 - Intrado CONFIDENTIAL Installation of backroom and front room Intrado Software install on site Intrado Checklist Intrado/Customer CLTTOVER site Intrado POST CUT Intrado Training 11 P9 11 & PMIS administration training 11 Intrado 11 11 P9 1 1 & PMIS user training 11 Intrado 1 Page 15 of 24 Version 1 Copyright 2010 - lntrado CONFIDENTIAL 1.8 Training 1.8.1 Power 91 1 Users & Administrative Training Training will take place in the Location, utilizing 2 workstation(s) Refer to Appendix A for Training schedule 60 days after contract signing. Note: This schedule is subject to change based on installation progress. 1.8.2 Power MIS Administrative Training MIS Training should be done while trainer is on site. If not possible, no later than (2) weeks after installation 1.9 Site Requirements Environmental Site Requirements 1.9.1 Eauipment Room Reauirements See Viper Hardware Reference Guide for Requirements 1.9.2 Cabinet Location and Specs See Viper Hardware Reference Guide for Requirements 1.9.3 HVAC Reauirements See Viper Hardware Reference Guide for Requirements 1.9.4 Power & Breaker Panels See Viper Hardware Reference Guide for Requirements 1.9.5 Cabling and Peripherals The End-customer should be ready with administrative lines (analog), 91 1 CAMA trunks, ALI circuits, RAS line represented on the 66 blocks. The Telco will provide punch blocks, which will be installed next to End- customer's D-mark for cross connecting the lines. From this, Amphenol cables will be run back to the Viper cabinet. Intrado will install a patch panel, which will be used to terminate all CAT 5 runs, and from there, Intrado I will provide patch cables to the Viper Cabinet. Page 16 of 24 Version 1 Copyright 201 0 - lntrado CONFIDENTIAL See Viper Hardware Reference Guide for Requirements 2.0 Network requirements 2.0.1 LANiWAN Network As a standard, Intrado recommends that all IWS software will be installed as part of a closed network. Should connectivity to other networks be required, whether to a remote location or county LAN access, it will be Customer's responsibility to provide this connectivity and to procure, install and maintain anti-virus and/or firewall softwarehardware for machines where county LAN access is required and enabled. Intrado has performed extensive compatibility testing between its own IWS application platform and the Symantec Anti Virus. Any other anti-virus solution would need to be validated and approved by Intrado. The anti-virudfirewall requirements described above also apply to Customer's computers needing access to other networks (LAN, WAN, etc.), and not only to servers. While Intrado recommends a closed network, we also understand the need in some particular instances, of having external connectivity and, within that scope; we will provide all the necessary assistance required to ensure the most secure environment while providing the required fimctionality. Intrado also prohibits the installation of non-approved 3rd party components on servers and workstations provided by Intrado and running Intrado software. Any support offered as a result of troubleshooting non-approved software will be billed to the Customer. While Intrado markets and sells its products as turnkey solutions, it also wishes to respond favorably to certain Customers, who might, for operational, budgetary or contractual reasons, desire to replace one or more components of the Intrado solution with one or more components of their choice or remove a device altogether. In these cases, Customers can either have the replacement product certified by Intrado at an additional cost or decide to perform the replacement without certification. Customers who do not opt for the certification process are hereby informed that solution component failures, lack of performance or any other deviation from a published specification will not be considered as a product or solution failure from Intrado's perspective if it is determined that such failures have been occasioned by a non- certified component. In addition, all help desk, technician and engineering service costs associated with the diagnostics of the failure condition will be invoiced to the Customer at published rates. Problems associated with the removal of a component will also be treated in the same manner as above. Note: For these cases a disclaimer document will be required to be signed by the Customer. Page 17 of 24 Version 1 Copyright 2010 - lntrado - -- CONFIDENTIAL 3.0 Software, Equipment and Services 3.1 Software Versions 3.2 3rd Party Vendors - Model Information & Contact Name 3.3 Intrado Ecluipment and Service List Note, equipment list will be provided once final order is received. Page 18 of 24 Version 1 Copyright 201 0 - lntrado CONFIDENTIAL 1 Travel Fee - Technician 1 Travel Fee - Trainer 5 Living Expenses - Trainer 3.4 Power 91 1 Features The following Features have been purchased as part of Power91 1 and need to be enabled: 4.0 General Terms and Conditions 4.0.1 Building Readiness All building modifications are the responsibility of the End-customer and the Telco. The Intrado Project Manager will work closely with the Telco to determine proper timeline coordination for a smooth system implementation. Additional charges may apply if building modifications delay Intrado's agreed upon implementation timelines. 4.0.2 Training Equipment I 2 workstations will be used for training. Training will be held in South San Francisco 91 1 center. 4.0.3 Out-of-Sco~e Requests Page 1 Q of 24 Version 1 Copyright 201 0 - Intrado CONFIDENTIAL Requests for additional services, software features, functionality, custom reports, etc. that are not part of Intrado's standard products and services offering, or included in the Customer purchase order, will be reviewed and evaluated. All such requests will be subject to additional charges. 4.0.4 Rescheduling Fees The Intrado Project Management team proactively partners with customers in order to define realistic and feasible project deployment schedules. Individual project milestones are discussed, mutually agreed, and documented for all project stakeholders. Once agreed, the Intrado Project Manager submits a final request to schedule Intrado resources. This usually occurs at a minimum of three weeks ahead of the start of installation activities. Any unexpected changes to the agreed-to schedule and resourcing plans often results in unexpected Intrado project expenses. In situations where the onsite installation activities (e.g.: those performed by technicians, trainers, solution architects, project managers) have already been scheduled and the schedule is then changed unexpectedly by the Customer, a rescheduling fee will be assessed. The rescheduling fee will be defined as $300 per person-day scheduled to be onsite as of the date the unexpected reschedule occurs. In addition, the Customer will be responsible for any direct non-recoverable costs incurred by Intrado as a result of the rescheduling (e.g. airline ticket changes fees, forfeitures, etc.). Intrado will apply reasonable discretion, for example, waiving the fee for an unexpected act of God, such as a tornado or hurricane. Page 20 of 24 Version 1 Copyright 2010 - Intrado CONFIDENTIAL 5.0 Appendices 5.0.1 Avuendix A - Training Schedule Based on the preliminary /baseline project plan (Appendix D) and related installation dates, the training schedule for this project is: Scheduled will be provided once training is confirmed. Page 21 of 24 Venion 1 Copyright 201 0 - Intrado - - CONFIDENTIAL 5.0.2 A~pendix B - Customer Status Report The following standard status reporting format will be used by Intrado's Project Manager unless the Customer specifies a different format to be used. This, combined with the Issues Register (Appendix C) and the Project Plan (Appendix D) are intended to provide the Customer with a clear and comprehensive understanding of the status of this project. Customer Status Report Date Prepared By: Frank Flores Accomplished this Period: 8 Activities Planned Next 2 Weeks: 8 Customer Name Project # Sales Order # Other Activities I Items of Interest or Importance (eg: Business Issues not previously noted, risks, key meetings, onsite visits, customer information, or Site Name Project Description TBD TBD important activities not in the project plan) South San Francisco PD New Viper installation with P911 on 8 new workstation. Milestones (Missed) I I J Page 22 of 24 Version 1 Copyright 201 0 - lntrado CONFIDENTIAL Due Date Milestones (Upcoming) 1 Milestone Due Date Milestone 5.0.3 Avvendix C - Issue Register The following standard issues reporting content will be provided by lntrado's Project Manager unless the Customer requests other content to be used. ID and Status o Issue Identifier o Date Raised o Raised by (either Organization or Individual) o Status Description o Description of Issue o Priority / Severity (based on the importance of resolving the issue) o Gating / Not Gating to Acceptance Resolution o Action, Outcome, and Other Status Information o Owner o Date Resolution Required o Date Resolved o Date Closed Page 23 of 24 Version I Copyright 201 0 - lntrado - - CONFIDENTIAL 5.0.4 Appendix D - Preliminarv 1 Baseline Proiect Plan The attached MS Project file includes the preliminary 1 baseline plan proposed for this project. As and when necessary, the Intrado Project Manager will coordinate with the Customer to adjust the project plan as mutually agreed by both parties. Page 24 of 24 Version 1 Copyright 2010 - Intrado CONFIDENTIAL Staff Report DATE: December 10, 2014 TO: Mayor and City Council FROM: Alex Greenwood, Director of Economic and Community Development SUBJECT: AN ORDINANCE APPROVING THE FIRST AMENDMENT TO THE DEVELOPMENT AGREEMENT BETWEEN THE CITY OF SOUTH SAN FRANCISCO AND HCP OYSTER POINT III, LLC (“FIRST AMENDMENT”) FOR THE PREVIOUSLY ENTITLED BRITANNIA COVE AT OYSTER POINT PROJECT TO MAKE MINOR MODIFICATIONS TO THE HOTEL USE AT 101 OYSTER POINT BOULEVARD IN THE BAY WEST COVE SPECIFIC PLAN ZONING DISTRICT IN ACCORDANCE WITH SSFMC CHAPTERS 19.60 & 20.110. Applicant: Project Mgmt Advisors, Inc. Property Owner: HCP Oyster Point III LLC Site Address: 101 Oyster Point Blvd (APNs: 015-010-770, 015-010-780, 015- 010-790, 015-010-820, 015-010-830, and 015-010-840) Case Nos. P12-0061: DA12-0003 & DAA14-0001 RECOMMENDATION It is recommended that the City Council conduct a public hearing and introduce an Ordinance approving the First Amendment to the Development Agreement for the development of a 20.1 acre site for the Britannia Cove at Oyster Point Project in the Bay West Cove Specific Plan District, and waive further reading. BACKGROUND/DISCUSSION On February 12, 2014, after review by the Design Review Board and Planning Commission, the City Council approved Specific Plan Amendments, a Zoning Text Amendment, Precise Plan, Use Permit, Design Review, Transportation Demand Management Plan (TDM), Master Sign Program, Development Agreement and Parcel Map to allow the construction of a campus development at 101 Oyster Point Blvd. The project consists of 884,344 square feet of Office/R&D development, a Full- Service Hotel with up to 200 rooms (including a restaurant) at 126,000 square feet, 20,000 square feet of retail including a second restaurant, a 9-story parking structure, surface parking, and other on- and off-site improvements (Project). The entitlement approvals also included certification of an Environmental Impact Report (EIR) with the adoption of a Statement of Overriding Considerations and Mitigation Monitoring and Reporting Program. Currently the applicant has submitted for a construction permit for Phase 1 of the Project, which would include two Office/R&D buildings (Buildings 3 & 4) and associated site improvements. Staff Report Subject: Britannia Cove at Oyster Point – Development Agreement Amendment Date: December 10, 2014 Page 2 of 4 First Amendment to the Development Agreement (“Amended DA”) As part of the Project approvals, the City and the applicant negotiated a Development Agreement to clarify and obligate several Project features and mitigation measures, including the type of hotel development allowed, impact fees, a public access easement and trail/bike path, climate action plan compliance, transit station/ferry terminal enhancement contribution, and TDM reporting and monitoring requirements while simultaneously vesting the applicant’s approvals for up to 20 years. After obtaining entitlements for the Project, the applicant issued a request-for-proposals to hotel developers soliciting offers in keeping with the original requirement for a full service hotel providing the specific amenities discussed in the original Development Agreement, but did not receive any offers that met all of the requirements. However, the applicant has identified a potential hotel client that they believe can provide a hotel project that is in keeping with the City’s vision for a hotel at this location, and the hotel client is in the process of developing more detailed project plans. Prior to preparing a Precise Plan application for the hotel development, the applicant is requesting modifications to the Development Agreement that would allow the identified hotel client to be located within the project site. The First Amendment to the Development Agreement (“Amended DA”) includes the following substantive amendments related to the proposed hotel development:  Reduce the number of hotel rooms required from 200 to 185.  Revise the square footage of the hotel to allow an area range (110,000 to 145,000 square feet) rather than a specific requirement (145,000 square feet).  Revise the allowable stories to allow a range (6 to 11 stories) rather than a specific requirement (11 stories)  Amend the description of the hotel from “Full-Service” to “full service or upscale boutique- style”.  Reduce the meeting space requirement from 8,000 square feet to 4,000 square feet, which, according to the applicant, is the amount of meeting space that can be supported by the proposed number of rooms.  Revise the restaurant service from “all-purpose restaurant” to “dine-in restaurant and bar which serves breakfast and at a minimum light dinner/small plates.”  Amend the required hotel services to be offered to remove the requirement for concierge service and room service, and make bell-hop service available upon request. The proposed Amended DA is attached as Exhibit A to the Resolution. If the Amended DA were to be adopted, the applicant would then submit a Precise Plan application for the hotel development, which would likely be scheduled for a public hearing before the Planning Commission in early 2015. GENERAL PLAN CONFORMITY AND ZONING CONSISTENCY The Project site is designated Business Commercial within the General Plan and is also part of the East of 101 Planning Sub-Area. The site is also located within the Bay West Cove Specific Plan District, which provides zoning for the coordinated development of planning areas with various commercial and R&D uses. The Project is consistent with the guiding and implementing policies in the General Plan by creating a campus-style development of research and development uses. The Project remains consistent Staff Report Subject: Britannia Cove at Oyster Point – Development Agreement Amendment Date: December 10, 2014 Page 4 of 4 MF/PO/AG/JR/SK/bg Attachments: 1. Draft Ordinance Exhibit A - First Amendment to the Development Agreement 2. Strikeout/Underline Version of Revisions to Original Development Agreement 3. Planning Commission Documents a. Draft Minutes of November 20, 2014 Planning Commission Meeting b. Resolution 2751-2014 – Amended DA Resolution (no attachments) 4. Conceptual Drawings by OTO Development 2366086.1 Attachment 1 Draft Development Agreement Adoption Ordinance  Exhibit A - First Amendment to the Development Agreement 1 ORDINANCE NO._________ CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO STATE OF CALIFORNIA AN ORDINANCE ADOPTING THE FIRST AMENDMENT TO THE DEVELOPMENT AGREEMENT FOR THE DEVELOPMENT OF A 20.1 ACRE SITE FOR THE BRITANNIA COVE AT OYSTER POINT PROJECT IN THE BAY WEST COVE SPECIFIC PLAN DISTRICT. WHEREAS, HCP Oyster Point III, LLC (“Owner” or “Applicant”) owns property commonly known as Planning Area 1 of the Bay West Cove Specific Plan, and located at the northern terminus of Gateway Boulevard; and, WHEREAS, on February 26, 2014, after conducting all proceedings and making all findings necessary for the valid adoption and execution of a development agreement for the Property in accordance with Government Code Sections 65864 through 65869.5, the California Environmental Quality Act (“CEQA”), and Chapter 19.60 of the Municipal Code, the City Council adopted Ordinance No. 1483-2014, approving and adopting a development agreement for the property at 101 Oyster Point Boulevard (“Property”); and, WHEREAS, on June 6, 2014, Applicant and City entered into a certain Development Agreement for the Britannia Cove at Oyster Point Project to permit the development of the Property with an office/research and development (“R&D”) campus, commercial, hotel, and recreational open space uses (“Project”), as approved and adopted by the City Council; and, WHEREAS, Applicant has submitted a First Amendment to the Development Agreement to the City to allow modifications to the hotel development within the Project; and, WHEREAS, the City Council certified an Subsequent Environmental Impact Report (“SEIR”) on February 12, 2014 (State Clearinghouse number 1996-092081) in accordance with the provision of the California Environmental Quality Act (Public Resources Code, §§ 21000, et seq., “CEQA”) and CEQA Guidelines, which analyzed the potential environmental impacts of the Project; and, WHEREAS, the modifications to the hotel development contemplated in the First Amendment to the Development Agreement are minor in nature, the approval of which would not result in any new significant environmental effects or a substantial increase in the severity of any previously identified effects beyond those disclosed and analyzed in the SEIR certified by City Council, nor does the First Amendment to the Development Agreement constitute a change in the Project or change in circumstances that would require additional environmental review. WHEREAS, the Planning Commission held a duly noticed public hearing on November 20, 2014, to solicit public comment and consider the proposed entitlements and take public 2 testimony, at the conclusion of which the Planning Commission recommended that the City Council approve the First Amendment to the Development Agreement; and, WHEREAS, the City Council held a duly noticed public hearing on December 10, 2014, to consider the First Amendment to the Development Agreement and take public testimony. NOW, THEREFORE, the City Council of the City of South San Francisco does hereby ordain as follows: SECTION 1. Findings. That based on the entirety of the record before it, which includes without limitation, the California Environmental Quality Act, Public Resources Code §21000, et seq. (“CEQA”) and the CEQA Guidelines, 14 California Code of Regulations §15000, et seq.; the South San Francisco General Plan and General Plan EIR; the South San Francisco Municipal Code; the Project applications; the 1997 Bay West Cove Commercial Project EIR, including the Draft and Final EIR and all appendices thereto; the 2000 Bay West Cove Commercial Project Supplemental EIR, including the Draft and Final EIR and all appendices thereto; the Britannia Cove at Oyster Point Precise Plan Subsequent EIR, including the Draft and Final SEIR and all appendices thereto; all site plans, and all reports, minutes, and public testimony submitted as part of the Planning Commission’s duly noticed November 20, 2014 meeting; all reports, minutes, and public testimony submitted as part of the City Council’s duly noticed December 10, 2014 meeting; and any other evidence (within the meaning of Public Resources Code §21080(e) and §21082.2), the City Council of the City of South San Francisco hereby finds as follows: A. The foregoing recitals are true and correct. B. The Exhibit attached to this Ordinance, the proposed First Amendment to the Development Agreement (Exhibit A), is incorporated by reference and made a part of this Ordinance, as if set forth fully herein. C. The documents and other material constituting the record for these proceedings are located at the Planning Division for the City of South San Francisco, 315 Maple Avenue, South San Francisco, CA 94080, and in the custody of Chief Planner, Susy Kalkin. D. The Owner and City have negotiated a First Amendment to the Development Agreement (“First Amendment”) pursuant to Government Code section 65864 et seq. The First Amendment, in conjunction with the Development Agreement, attached hereto as Exhibit A, sets forth the duration, property, project criteria, and other required information identified in Government Code section 65865.2. Based on the findings in support of the Project, the Planning Commission finds that the First Amendment, in conjunction with the Development Agreement, vesting a project for a campus-style development of office and R&D buildings and a hotel, is consistent with the objectives, policies, general land uses and programs specified in the South San Francisco General Plan, the Bay West Cove Specific Plan, and any applicable zoning 3 regulations. E. The First Amendment, in conjunction with the Development Agreement is compatible with the uses authorized in, and the regulations prescribed for the land use district in which the real property is located. The subject site is suitable for the type and intensity of the land use being proposed. The General Plan specifically contemplates the proposed type of project and the suitability of the site for development was analyzed thoroughly in the environmental document prepared for the Project. F. The First Amendment, in conjunction with the Development Agreement is in conformity with public convenience, general welfare and good land use practice in that the project will implement land use guidelines set forth in the General Plan and the Bay West Cove Specific Plan which have planned for campus-style development of office and R&D buildings and a hotel at this location. G. The First Amendment, in conjunction with the Development Agreement will not be detrimental to the health, safety and general welfare because the project will proceed in compliance with all of the policies and programs specified in the General Plan and the Bay West Cove Specific Plan and in compliance with all applicable zoning, subdivision, and building regulations of the City of South San Francisco. H. The First Amendment, in conjunction with 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 the Bay West Cove Specific Plan. SECTION 2. Approval of Development Agreement. A. The City Council of the City of South San Francisco hereby approves the First Amendment to the Development Agreement between the City of South San Francisco and HCP Oyster Point III, LLC, attached hereto as Exhibit A and incorporated herein by reference. B. The City Council further authorizes the City Manager to execute the Development Agreement, on behalf of the City, in substantially the form attached as Exhibit A, and to make revisions to such Agreement, subject to the approval of the City Attorney, which do not materially or substantially increase the City’s obligations thereunder. SECTION 3. Severability. If any provision of this Ordinance or the application thereof to any person or circumstance is held invalid or unconstitutional, the remainder of this Ordinance, including the application of such part or provision to other persons or circumstances shall not be affected thereby and shall continue in full force and effect. To this end, provisions of this Ordinance are severable. The City Council of the City of South San Francisco hereby declares that it would have passed each section, subsection, subdivision, paragraph, sentence, clause, or phrase hereof 4 irrespective of the fact that any one or more sections, subsections, subdivisions, paragraphs, sentences, clauses, or phrases be held unconstitutional, invalid, or unenforceable. SECTION 4. Publication and Effective Date. Pursuant to the provisions of Government Code Section 36933, a summary of this Ordinance shall be prepared by the City Attorney. At least five (5) days prior to the Council meeting at which this Ordinance is scheduled to be adopted, the City Clerk shall (1) publish the Summary, and (2) post in the City Clerk’s Office a certified copy of this Ordinance. Within fifteen (15) days after the adoption of this Ordinance, the City Clerk shall (1) publish the summary, and (2) post in the City Clerk’s Office a certified copy of the full text of this Ordinance along with the names of those City Council members voting for and against this Ordinance or otherwise voting. This Ordinance shall become effective thirty (30) days from and after its adoption. * * * * * * * Introduced at a regular meeting of the City Council of the City of South San Francisco, held the 10th day of December, 2014. Adopted as an Ordinance of the City of South San Francisco at a regular meeting of the City Council held the ____ day of ________, 2015 by the following vote: AYES:________________________________________________________________ NOES:________________________________________________________________ ABSTENTIONS:________________________________________________________ ABSENT:______________________________________________________________ Attest:__________________________________ City Clerk As Mayor of the City of South San Francisco, I do hereby approve the foregoing Ordinance this ___ day of _________, 2015. Mayor 5 Exhibit A First Amendment to the Development Agreement 2358107.1 6 BN 17276076v6 FIRST AMENDMENT TO DEVELOPMENT AGREEMENT This First Amendment to the Development Agreement (“First Amendment”) is entered into by and between HCP OYSTER POINT III, LLC (“Developer”) and the CITY OF SOUTH SAN FRANCISCO, a municipal corporation (“City”) on this _____ day of _________________, 2014. RECITALS A. On February 26, 2014, the City Council adopted Ordinance No. 1483-2014 (“Ordinance”) concerning a Development Agreement between City and Developer (“Development Agreement”). The executed Development Agreement was recorded on June, 6, 2014 (Doc. 2014-049290). B. The Planning Commission held a public hearing on ________________ and considered and recommended approval of the proposed First Amendment to the Development Agreement. The recommendation of the Planning Commission is based on its determinations as stated in Resolution No. _____;. C. On ______, the City Council held a public hearing on the proposed First Amendment to the Development Agreement and adopted Ordinance No. ______. NOW, THEREFORE, in consideration of the mutual covenants and promises of the parties herein contained, the City and Developer agree as follows: AMENDMENT TO AGREEMENT 1. Recitals. The foregoing recitals are true and correct and hereby incorporated herein. 2. Defined Terms. All capitalized terms not defined herein shall have the meanings ascribed to them in the Development Agreement. 3. Article 1. The 12th term included in Article 1 Definitions of the Development Agreement shall be deleted as follows with deletions in strikethrough text: “Full Service Hotel” shall have that meaning set forth in Section 3.02(b)(ii) of this Agreement. 4. Section 3.02. Section 3.02 of the Development Agreement not including its subsections, is hereby amended to read as follows, with additions underlined and deletions in strikethrough text: Section 3.02. The Project: The Project consists of development of the improvements, amenities, and facilities described below. The Project will include: (1) construction of seven buildings for a total of up to 884,344 square feet of research and development and office buildings, predicated upon Floor Area Ratio (“FAR”) calculation of 1.0 across Planning Areas 1a, 2 and 3 of the Bay West Cove Specific Plan; (2) approximately 20,000 square feet of commercial and restaurant development; (3) a full service hotel of 200 185 rooms and including a dine-in 7 BN 17276076v6 restaurant built in a building of approximately between 110,000 and 145,000 square feet; and (4) an 8 to 9-floor parking structure and surface parking. 5. Section 3.02(b). Section 3.02(b) of the Development is hereby amended to read as follows, with additions underlined and deletions in strikethrough text: (b) Hotel. (i) The Project includes an approximately a 110,000 to 145,000 square foot Full Service full service or upscale boutique-style, free standing hotel with 6 to 11- stories hotel with 200 and 185 rooms and a dine-in restaurant (“Hotel”) on a 2.21-acre portion of the 20.1 acre Project site identified as Planning Area 1b (“Hotel Site”). (ii) Full Service The Hotel is defined as: is a hotel with a distinguished design and enhanced physical attributes that provides a full range of guest services, facilities and amenities for lodging purposes. The Full Service Hotel shall offer an all- purpose a dine-in restaurant and bar which serves breakfast, and at a minimum light dinner/small plates. Additional amenities of a Full Service the Hotel shall include approximately 8,000 4,000 square feet of meeting space, a business center, fitness room, swimming pool, and whirlpool, wireless internet access, telecommunication, fax and copy services similar to other full service boutique style or upscale quality hotels, transportation assistance, conference rooms, concierge service, and bell-hop service available upon request, and room service. Accommodations shall also include traditional décor with spacious work desks, and signature bedding such as pillow-top mattresses. (These hotels are usually near corporate complexes, convention centers and airports. By way of illustration, Sheraton by Starwood, Wyndham by Wyndham, Le Meridien by Starwood, AC Hotels by Marriot, Renaissance by Marriot, and InterContinental by IHG include these services.) 6. Section 8.02. Section 8.02 of the Development Agreement is hereby amended to read as follows, with additions underlined and deletions in strikethrough text: Section 8.02. Permitted Uses Vested by This Agreement. The permitted uses of the Project Site; the density and intensity of use of the Project Site; the maximum height, bulk and size of the proposed buildings; provisions for reservation or dedication of land for public purposes and the location of public improvements; the general location of public utilities; and other terms and conditions of development applicable to the Project, shall be as set forth in the Project Approvals and the Subsequent Approvals. Permitted uses of the Project Site shall include, without limitation, research and development, office, hotel, business services, and employee-serving amenities such as personal service establishments, and eating and drinking establishments. 7. Section 8.03. Section 8.03 of the Development Agreement is hereby amended to read as follows, with additions underlined and deletions in strikethrough text: 8 BN 17276076v6 Section 8.03. Applicable Law. The rules, regulations, official policies, standards and specifications applicable to the Project (the “Applicable Law”) shall be those set forth in this Agreement, the First Amendment and the Project Approvals and Subsequent Approvals, and with respect to matters not addressed by this Agreement as amended or the Project Approvals or Subsequent Approvals, those rules, regulations, official policies, standards and specifications (including the General Plan and City ordinances and resolutions) governing permitted uses, building locations, timing of construction, densities, design, and heights, and the fees, assessments, exactions, and taxes in force and effect on the Effective Dates of this Agreement, or as specified in Exhibits E and illustrated in E-1.. 8. Section 8.08. Section 8.08 of the Development Agreement is hereby amended to read as follows, with additions underlined and deletions in strikethrough text: Section 8.08. Life of Project Approvals. The term of any approval, permit, or other land use entitlement approved as a Project Approval or Subsequent Approval shall automatically be extended for the longer of the duration of the Agreement (including any extensions) or the term otherwise applicable to such Project Approval or Subsequent Approval if the Agreement is no longer in effect. 9. Effect of this First Amendment. Except as expressly modified by this First Amendment, the Development Agreement shall continue in full force and effect according to its terms, and Developer and City hereby ratify and affirm all their respective rights and obligations under the Development Agreement, including but not limited to Developer’s indemnification obligations as set forth in Section 13.10 of the Development Agreement. In the event of any conflict between this First Amendment and the Development Agreement, the provisions of this First Amendment shall govern. 10. Binding Agreement. This First Amendment shall be binding upon and inure to the benefit of the heirs, administrators, executors, successors in interest, and assigns of each of the parties hereto. Any reference in this First Amendment to a specifically named party shall be deemed to apply to any successor, administrator, executor, or assign of such party who has acquired an interest in compliance with the terms of this First Amendment or under law. 11. Recordation: The City shall record a copy of this First Amendment within ten (10) days following execution by all parties. 12. Counterparts. This First Amendment may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, when taken together, shall constitute the same document. 13. California Law. This First Amendment shall be governed by and interpreted in accordance with the laws of the State of California. 14. Invalidity. Any provision of this First Amendment that is determined by a court of competent jurisdiction to be invalid or unenforceable shall be deemed severed from this 9 BN 17276076v6 First Amendment, and the remaining provisions shall remain in full force and effect as if the invalid or unenforceable provision had not been a part hereof 15. Headings. The headings used in this First Amendment are for convenience only and shall be disregarded in interpreting the substantive provisions of this First Amendment. IN WITNESS WHEREOF, this First Amendment has been entered into by and between Developer and City as of the date and year first above written. HCP OYSTER POINT III LLC CITY OF SOUTH SAN FRANCISCO By: _____________________ By: ___________________ Name: __________________ Title: ____________________ Date: ___________________ Date: _________________ APPROVED AS TO FORM: By: ___________________ Steven T. Mattas City Attorney ATTEST: By: ____________________ Krista J. Martinelli, City Clerk 2351489.1 10 Attachment 2 Strikeout/Underline Version of Revisions to Original Development Agreement (For Illustrative Purposes Only) 11 4836-5320-6808, v. 3 BN 17324805v2 BN 17324805v2 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City Clerk City of South San Francisco 400 Grand Avenue P.O. Box 711 South San Francisco, CA 94083 APNs: [insert APNs] ______________________________________________________________________________ (Space Above This Line Reserved For Recorder's Use) This instrument is exempt from recording fees pursuant to Government Code Sec. 27383. DEVELOPMENT AGREEMENT BY AND BETWEEN CITY OF SOUTH SAN FRANCISCO AND HCP OYSTER POINT III LLC 12 2236258.2 BN 17324805v2 BN 17324805v2 1 DEVELOPMENT AGREEMENT THIS DEVELOPMENT AGREEMENT (the “Agreement”) is entered into as of February 26, 2014 by and between the City of South San Francisco (“City”), and HCP Oyster Point III LLC (“Developer”), pursuant to California Government Code Section 65864 et seq. RECITALS A. To strengthen the public planning process, encourage private participation in comprehensive planning and reduce the economic risk of development, the Legislature of the State of California enacted California Government Code Section 65864 et seq. (the “Development Agreement Statute”), which authorizes City to enter into an agreement with any person having a legal or equitable interest in real property regarding the development of such property. B. Pursuant to California Government Code Section 65865, the City has adopted procedures and requirements for the consideration of development agreements (City Ordinance No. 909). This Development Agreement has been processed, considered and executed in accordance with such procedures and requirements. C. Developer has a legal and/or equitable interest in certain real property consisting of approximately twenty and one-tenth (20.1) acres located in the Bay West Cove area of the City of South San Francisco, San Mateo County, California, as more particularly described in Exhibit A attached hereto, and as diagrammed in Exhibit B attached hereto (the “Project Site”). D. Developer intends to develop the Project Site with research and development and office buildings, retail, and a hotel comprising a total of up to 1,049,344 square feet of development plus structured and surface parking (defined more fully in Section 3.02 below as the “Project”). E. This Agreement is based upon and was written to achieve two basic purposes: First, that the City will be kept and/or made whole by Developer with respect to all aspects (e.g., fiscal impacts, etc.) of the planning, development, maintenance and operation of the Project including, among other things, the costs to the City of providing the Project with public services and facilities and mitigating the Project’s environmental impacts; and second, that Developer will have a full and vested right to develop, use and operate the Project and the Project Site as set forth herein. The rights and obligations of the parties to the Agreement shall be construed and interpreted in such a manner as shall give full effect to each of these purposes. F. Prior to or concurrently with approval of this Agreement, City has taken several actions to review and plan for the future development of the Project. These include, without limitation, the following: 13 2236258.2 BN 17324805v2 BN 17324805v2 2 1. Subsequent Environmental Impact Report: EIR12-0002. The environmental impacts of the Project, including the Project Approvals, as defined below, and numerous alternatives to the Project and its location, have properly been reviewed and assessed by City pursuant to the California Environmental Quality Act, Public Resources Code Section 21000 et seq.; California Code of Regulations Title 14, Section 15000 et seq.; and City’s local guidelines promulgated thereunder (hereinafter collectively referred to as “CEQA”). In 1997, the City certified an Environmental Impact Report for the Bay West Cove Specific Plan, and subsequently certified a Supplemental Environmental Impact Report for amendments to the Bay West Cove Specific Plan in 2000. On February 12, 2014, pursuant to CEQA and in accordance with the recommendation of the Planning Commission for the City of South San Francisco (the “Planning Commission”), the City Council certified a final subsequent environmental impact report covering the Project (the “EIR”). As required by CEQA, by Resolution No. 23-2014, the City adopted written findings and a mitigation monitoring and reporting program (the “MMRP”) prior to approving the Project Approvals. 2. Bay West Cove, Planning Area 1, Specific Plan Amendment: SPA 13-0001. The City Council, by Resolution No. 24-2014, approved amendments to the Bay West Cove, Planning Area 1,Specific Plan (the “Specific Plan Amendment”). 3. Britannia Technology Center, Planning Areas 2 and 3 Specific Plan Amendments: SPA 13-0002. The City Council, by City Resolution No. 24-2014, approved amendments to the Britannia Technology Center, Planning Areas 2 and 3 Specific Plan (the “BTC Specific Plan Amendment”). 4. Bay West Cove Specific Plan District Amendment: ZA 12-0005. The City Council, by City Ordinance No. 1482-2014, approved amendments to the South San Francisco Municipal Code Chapter 20.210 – Bay West Cove Specific Plan District Amendment (the “Zoning Amendment”). 5. Precise Plan: PP 12-0001. Following adoption of Resolution No. 23-2014 recommending City Council certification of the EIR, and a duly noticed public hearing, the Planning Commission adopted Resolution No. 2738-2013, recommending the City Council approve a Precise Plan for the Project (the “Precise Plan”), contingent upon City Council approval of the Specific Plan Amendment and the Development Agreement. 6. Transportation Demand Management Plan: TDM 12-0004. Concurrent with the Planning Commission’s recommendation of approval of the Precise Plan, the Planning Commission adopted Resolution No. 2738-2013, approving a Transportation Demand Management Plan for the Project, contingent upon City Council approval of the Specific Plan Amendment and the Development Agreement. 7. Parcel Map: PM 12-0002. Concurrent with the Planning Commission’s recommendation of approval of the Precise Plan, the Planning Commission adopted Resolution No. 2738-2013, approving a Parcel Map for the Project, contingent upon City Council approval of the Specific Plan Amendment and the Development Agreement. 14 2236258.2 BN 17324805v2 BN 17324805v2 3 8 Design Review: DR 12-0029. Concurrent with the Planning Commission’s recommendation of approval of the Precise Plan, the Planning Commission adopted Resolution No. 2738-2013, approving a Design Review for the Project, contingent upon City Council approval of the Specific Plan Amendment and the Development Agreement. 9. Conditional Use Permit: UP 12-004. Concurrent with the Planning Commission’s recommendation of approval of the Precise Plan, the Planning Commission adopted Resolution No. 2738-2013, approving a Conditional Use Permit, contingent upon City Council approval of the Specific Plan Amendment and the Development Agreement. The approvals and development policies described in this Recital F are collectively referred to herein as the “Project Approvals.” G. City has determined that the Project presents certain public benefits and opportunities which are advanced by City and Developer entering into this Agreement. This Agreement will, among other things, (1) reduce uncertainties in planning and provide for the orderly development of the Project; (2) mitigate most potentially significant environmental impacts associated with the Project; (3) strengthen the City’s economic base with a variety of high quality long-term jobs, in addition to shorter term construction jobs; (4) provide for and generate substantial revenues for the City in the form of one-time and annual fees, taxes, exactions, and other fiscal benefits; (5) promote high quality design and development; and (6) otherwise achieve the goals and purposes for which the Development Agreement Statute was enacted. H. The complexity, magnitude, and long-term build out of the Project would not be feasible if City had not determined, through this Agreement, to provide a sufficient degree of certainty in the land use regulatory process to justify Developer’s substantial financial investment associated with development of the Project. In recognition of the benefits to City described in the preceding Recital, together with the other public benefits that will result from the development of the Project, Developer will receive by this Agreement assurance that it may proceed with the Project in accordance with the Applicable Law (defined below), and therefore desires to enter into this Agreement. I. The City Council, after conducting a duly noticed public hearing, has found that this Agreement is consistent with the General Plan and with the applicable Specific Plan and has conducted all necessary proceedings in accordance with the City’s rules and regulations for the approval of this Agreement. J. Following a duly noticed public hearing, the Planning Commission adopted Resolution No. 2738-2013 recommending that the City Council approve this Agreement. Following City Council certification of the EIR and adoption of the Specific Plan Amendment and the Precise Plan, the City Council at a duly noticed public hearing adopted City Ordinance No. 1483-2014, approving and authorizing the execution of this Agreement. 15 2236258.2 BN 17324805v2 BN 17324805v2 4 AGREEMENT NOW, THEREFORE, in consideration of the promises, covenants and provisions set forth herein, the receipt and adequacy of which is hereby acknowledged, the parties agree as follows: ARTICLE 1. DEFINITIONS “Administrative Agreement Amendment” shall have that meaning set forth in Section 10.02(a) of this Agreement. “Administrative Project Amendment” shall have that meaning set forth in Section 10.01(a) of this Agreement. “Agreement” shall mean this Development Agreement. “Applicable Law” shall have that meaning set forth in Section 8.03 of this Agreement. “Child Care Facility” shall have that meaning set forth in Section 3.02(e) of this Agreement. “Child Care Facility Payment” shall have that meaning set forth in Section 3.02(e) of this Agreement. “City Law” shall have that meaning set forth in Section 9.01 of this Agreement. “Deficiencies” shall have that meaning set forth in Section 12.02(a) of this Agreement. “Development Agreement Statute” shall have that meaning set forth in Recital A of this Agreement. “Effective Date” shall have that meaning set forth in Section 2.01 of this Agreement. “Floor Area Ratio (FAR)” shall have that meaning set forth in Section 3.02 of this Agreement. “Full Service Hotel” shall have that meaning set forth in Section 3.02(b)(ii) of this Agreement. “Hotel” shall have that meaning set forth in Section 3.02(b) of this Agreement. “Hotel Site” shall have that meaning set forth in Section 3.02(b) of this Agreement. 16 2236258.2 BN 17324805v2 BN 17324805v2 5 “Judgment” shall have that meaning set forth in Section 12.02(a) of this Agreement. “Letter of Intent” or “LOI” shall have that meaning set forth in Section 3.03(d) of this Agreement. “Mitigation Monitoring and Reporting Program” or “MMRP” shall have that meaning set forth in Recital F (1) of this Agreement. “Non-Assuming Transferee” shall have that meaning set forth in Section 11.03 of this Agreement. “Notice of Compliance” shall have that meaning set forth in Section 11.04 of this Agreement. “Periodic Review” shall have that meaning set forth in Section 13.03(a) of this Agreement. “Project” shall have that meaning set forth in Recital D and Section 3.02 of this Agreement. “Project Approvals” shall have that meaning set forth in Recital F of this Agreement. “Project Site” shall have that meaning set forth in Recital C of this Agreement. “Subsequent Approvals” shall include any Precise Plan and required related approvals for Phase 3 of the Project. “Term” shall have that meaning set forth in Section 2.02 of this Agreement. “Transfer Agreement” shall have that meaning set forth in Section 11.02(a) of this Agreement. “Transferee” shall have that meaning set forth in Section 11.01 of this Agreement. ARTICLE 2. EFFECTIVE DATE AND TERM Section 2.01. Effective Date. Pursuant to Section 19.60.130 of the Municipal Code, this Agreement shall become effective upon the effective date of the ordinance adopted by the City Council approving this Agreement and this Agreement is fully executed by the parties (the “Effective Date”), subject to the provisions of Government Code, Section 65867.5(a). The Effective Date is that date set forth at the beginning of this Agreement. Section 2.02. Term. The term of this Agreement (the “Term”) shall commence upon the Effective Date and continue for a period of fifteen (15) years, unless (and then only to the extent) such date is extended pursuant to the following sentence. The 17 2236258.2 BN 17324805v2 BN 17324805v2 6 Term may be extended for an additional five (5) years at the option of Developer provided that within ten (10) years of the Effective Date either 1) the Hotel referenced in Section 3.02(b) has been constructed or 2) the Developer has conveyed the Hotel Site to the City. If litigation challenging the Project Approvals is filed against Developer (or any of its officers, agents, employees, contractors, representatives or consultants) and which the City also is a party should delay implementation or construction on the Project Site (as defined in Section 3 below), the expiration date of this Agreement shall be extended for a period equal to the length of time from the time the summons and complaint is served on the defendant(s) until the judgment entered by the court is final and not subject to appeal; provided, however, that the total amount of time for which the expiration date shall be extended as a result of such litigation shall not exceed three (3) years. ARTICLE 3. THE PROJECT AND PROJECT APPROVAL PROCESS Section 3.01. The Project Site. The Project Site comprises the area commonly known as Planning Area 1, (which is comprised of Planning Areas 1A and 1B of the Britannia Cove at Oyster Point and in the Bay West Cove Specific Plan, as amended by City Council Resolution 24-2014) (“Project Site”). The Project Site is described more particularly in Exhibit A and is depicted in Exhibit B. Section 3.02. The Project. The Project consists of development of the improvements, amenities, and facilities described below. The Project will include: (1) construction of seven buildings for a total of up to 884,344 square feet of research and development and office buildings, predicated upon a Floor Area Ratio (“FAR”) calculation of 1.0 across Planning Areas 1a, 2 and 3 of the Bay West Cove Specific Plan; (2) approximately 20,000 square feet of commercial and restaurant development; (3) a full service hotel of 200 185 rooms and including a dine-in restaurant built in a building of approximately 110,000 to 145,000 square feet; and (4) an 8 to 9-floor parking structure and surface parking. (a) Floor Area Ratio for Office and Research and Development. The research and development and office buildings shall have a FAR of up to 1.0 as calculated to include all existing development and area in Planning Areas 2 and 3 and development of Planning Area 1a described herein. The Hotel and Retail will not count against the 1.0 FAR for research and development and office use. The FAR shall apply across Planning Area 1a, and Planning Areas 2 and 3), and development potential may be transferred from Planning Areas 2 and 3 to Planning Area 1a, provided that the total development capacity and FAR established in the Bay West Cove Specific Plan is not exceeded. Any FAR transferred from Planning Areas 2 and 3 to Planning Area 1a shall no longer be available for use in Planning Areas 2 and 3. (b) Hotel. 18 2236258.2 BN 17324805v2 BN 17324805v2 7 i. The Project includes an approximately a 110,000 to 145,000 square foot Full Servicefull service or upscale boutique-style, free standing 11- story hotel with 200 6 to 11-stories and 185 rooms and a dine-in restaurant (“Hotel”) on a 2.21-acre portion of the 20.1 acre Project Site identified as Planning Area 1b (“Hotel Site”). ii. Full Service The Hotel is defined as: a hotel with a distinguished design and enhanced physical attributes that provides a full range of guest services, facilities and amenities for lodging purposes. The Full Service Hotel shall offer an all-purpose a dine-in restaurant and bar which serves breakfast, and at a minimum light dinner / small plates. Additional amenities of a Full Service the Hotel shall include approximately 8,000 4,000 square feet of meeting space, a business center, fitness room, swimming pool, and whirlpool, wireless internet access, telecommunication, fax and copy services similar to other full service boutique style or upscale quality hotels, transportation assistance, conference rooms, concierge service, and bell hop service, and room service available upon request. Accommodations shall also include traditional décor with spacious work desks, and signature bedding such as pillow-top mattresses. (These hotels are usually near corporate complexes, convention centers and airports. By way of illustration, Sheraton by Starwood, AC Hotels by Marriott, Wyndham by Wyndham, Le Meridien by Starwood, Renaissance by Marriott, and InterContinental by IHG include these services.) (c) Retail. The Project includes 20,000 square feet of retail space. This space shall satisfy any retail use requirements for Britannia Oyster Point in Planning Areas 1, 2 and 3. (d) Restaurants. The Project includes two restaurants, to be located in the Retail space and the Hotel, respectively. (e) Child Care. The Project and the Planning Area 2/3 development require construction of a separate child care facility. The demand for child care generated by the Project and Planning Area 2/3 development will be satisfied through the construction of an approximately 8,000 square foot (minimum capacity 80 children is required but preferably a minimum capacity of 100 children) Child Care Facility on the Planning Area 3 Regional Water Quality Control Board approved site, required as a condition of development of the Britannia Oyster Point I project (formerly “Britannia Technology Center”) or on a site located in South San Francisco and owned or leased for not less than thirty (30) years by Developer within 1.5 miles of the Project site. Developer shall obtain all necessary approvals and construct the Child Care Facility by the earlier of: (1) two (2) years prior to termination of the initial 15 year term of this Agreement or (2) issuance of a certificate of occupancy for the fifth (5th) building within the Project. In the event the Child Care Facility is constructed in the manner and according to 19 2236258.2 BN 17324805v2 BN 17324805v2 8 the schedule required by this paragraph, any Child Care Facility Payment or Child Care Impact Fee paid prior to such construction as otherwise required by this subsection (e) shall be reimbursed to Developer. Alternatively, prior to when construction of the Child Care Facility is required pursuant to this Section 3.02(e), Developer may elect to instead pay a Child Care Facility Payment of $1,591,169 adjusted by the increase in the Engineering News Index calculated from the month of the Effective Date through the month prior to the day the Child Care Facility Payment is paid. Prior to the earlier of the due dates listed above, if the Developer has not constructed the Child Care Facility, the Developer shall also pay the Child Care Impact Fee, set forth in South San Francisco Municipal Code Section 20.310 applicable at the time the fee is payable in accordance with Section 4.02 and Exhibit E, attached hereto and incorporated herein, of this Agreement. The Child Care Impact Fee required for the already constructed Britannia Oyster Point I project on Planning Area 2/3 shall be payable upon issuance of the first building permit issued for the Project. (see E-1) If the Child Care Impact Fee referenced above is no longer in effect at the time performance is due, Developer may satisfy Child Care Impact Fee conditions by paying the Child Care Facility payment of $1,591,169 including adjustments as described above. (f) Parking. The maximum allowable parking ratio is 2.83 spaces per 1,000 square feet, provided that 100 parking spaces shall be reserved for the Hotel. The 100 dedicated parking spaces shall be adjacent to the Hotel. Additionally, 67 spaces shall be reserved for Retail within the Parking Structure and/or at-grade and be conveniently accessible to the Retail. Section 3.03. Project Phasing. At Developer’s sole and absolute discretion, the Project may be constructed in three phases, generally as set forth below. The improvements comprising each phase are identified and depicted in Exhibit C attached hereto. (a) Phase I Improvements. The “Phase I Improvements” consist of: i. Two (2) of the seven (7) Research & Development/office buildings included in the Project, which may consist of Buildings 3 and 4 shown in the Britannia Cove at Oyster Point Precise Plan. ii. Parking. During Phase I, parking shall be provided at a maximum ratio of 2.83 spaces per 1,000 square feet. 20 2236258.2 BN 17324805v2 BN 17324805v2 9 (b) Phase II Improvements. The “Phase II Improvements” consist of: i. Two (2) of the remaining five (5) Research & Development/office buildings included in the Project, which may consist of Buildings 1 and 2 shown in the Britannia Cove at Oyster Point Precise Plan. ii. Retail improvements located in the Parking Structure shall be constructed as part of Phase II of the development. Prior to issuance of the first occupancy permit for the parking garage, Developer shall have constructed the exterior walls of the restaurant space including all necessary utility improvements stubbed to the exterior walls of the restaurant space. iii. Parking. During Phase II, parking shall be provided at a maximum ratio of 2.83 spaces per 1,000 square feet, provided that 100 parking spaces shall be reserved for the Hotel adjacent to the Hotel and 67 spaces shall be reserved for Retail within the Parking Structure and/or at-grade and be conveniently accessible to the Retail. (c) Phase III Improvements. The “Phase III Improvements” consist of: i. The remaining three (3) of the seven (7) Research & Development/ office buildings included in the Project referred to as Buildings 5, 6 and 7 for which the Britannia Cove at Oyster Point Design Guidelines shall apply. ii. Parking. During Phase III, parking shall be provided at a maximum ratio of 2.83 spaces per 1,000 square feet, provided that 100 parking spaces shall be reserved for the Hotel adjacent to the Hotel and 67 spaces shall be reserved for Retail within the Parking Structure and/or at-grade and be conveniently accessible to the Retail. The parking spaces for the Hotel and Retail provided pursuant to section 3.03(b)(iii) shall satisfy this requirement. 21 2236258.2 BN 17324805v2 BN 17324805v2 10 (d) Hotel. Development of the Hotel will be determined by market conditions, and may be the last building to be constructed in the Project. i. Developer shall design and construct all necessary utilities to serve the Hotel Site as approved by the City Engineer, shall stub all utilities to the edge of the Hotel Site and shall rough grade and then prepare the Hotel Site for passive open space use. The requirements of this subsection (d)(i) shall occur and be satisfied independently of the actual development of the Hotel and no later than the issuance of certificate of occupancy for the second building (i.e. likely Buildings 3 or 4) constructed during the first phase of construction of the Project. ii. For ten (10) years from the Effective Date, Developer shall retain sole and absolute discretion over the selection and execution of a hotel project on the Hotel Site subject to the restrictions identified in this Agreement, including Section 3.03(d)(vi), below, or other applicable documents unless the Hotel Site is conveyed to the City. Prior to construction of Hotel, Developer shall maintain the Hotel Site as passive open space only. Developer acknowledges that the Hotel Site shall not be used for temporary parking or as a construction staging area. Provided the Hotel Site has not been conveyed to City, during the first ten (10) years following the Effective Date, Developer retains the sole right to approve any lease, sublease or assignment to unaffiliated third parties solely for the purpose of constructing a hotel wherein construction of the Hotel must be complete no later than ten (10) years from the Effective Date. iii. In the event Developer does not construct the Hotel within ten (10) years from the Effective Date , Developer agrees to convey the Hotel Site property to the City for development of the Hotel or, in the City’s sole discretion following reasonable efforts to identify and select a hotel developer or an operator, for a park which Hotel Site shall be conveyed free and clear of any easements that would impair the ability to construct the Hotel, liens and assessments or taxes due. Developer agrees to convey the Hotel Site to the City within sixty (60) days of the ten (10) year anniversary of the Effective Date. Upon acceptance of the Hotel Site, the City shall market the site for hotel development. The design of the Hotel shall be compatible with and complement the remainder of the Project. The City shall consult with the Developer regarding the design of the Hotel to confirm that the design adheres to Section 3.02(b)(ii) of this Agreement, and the final design shall be approved in the sole discretion of the City. iv. Within sixty (60) days of the Effective Date, Developer shall prepare and record a deed restriction, which prior to recordation must be approved as to form by the City Attorney in her or his sole discretion, that restricts development of the Hotel Site to either a hotel or a park 22 2236258.2 BN 17324805v2 BN 17324805v2 11 for a period not less than fifty (50) years from the Effective Date. The deed restriction shall provide both the Developer and/or the City the right to enforce the deed restriction. v. In the event Developer either completes construction of the Hotel or conveys the Hotel Site to the City within ten (10) years of the Effective Date, City will forgive the Child Care Facility Payment referenced in section 3.02(e) above unless the Child Care Facility Payment has already been paid in which case City will reimburse Developer the amount paid. vi. In the event Developer does not construct the Hotel within seven (7) years from the Effective Date, Developer agrees the City shall have the right to present to Developer the terms of a qualifying Hotel project embodied in an executed term-sheet between the City and a third party hotel developer and/or operator (“Letter of Intent” or “LOI”). Upon City’s determination to initiate negotiations with a hotel developer and/or operator, city shall notify Developer of City’s intent to proceed with such negotiations prior to execution of the LOI in order that Developer may elect to enter into an agreement with the hotel developer and/or operator to complete the Hotel Project. In the event Developer does not enter into an agreement with the hotel developer and/or operator prior to the City’s execution of the LOI, the City shall have the right to enter into the LOI with the qualifying hotel developer and/or operator. The LOI shall provide in reasonable detail all of the fundamental terms and conditions of the Hotel project including, but not limited to, the identification and qualifications of the proposed hotel operator and/or developer, the proposed Hotel project concept, as well as all relevant business terms (such as construction and completion obligations/covenants, project economics and schedule, lease or sale terms, and City-proposed incentives). Developer shall have sixty (60) days from the City’s delivery of the LOI to Developer to accept and proceed forward under the terms of the proposed Hotel project set forth in the LOI. The City agrees it shall remain obligated to provide any incentives it had offered for the hotel operator and/or developer in the LOI. In the event Developer does not accept the proposed terms in the LOI, Developer shall, upon receipt of evidence from the City of a fully binding agreement with the hotel operator and/or developer, convey the Hotel Site to the City at no cost to the City. Upon (a) receipt of evidence from City of a fully binding agreement with the hotel developer and/or operator and (b) conveyance of the Hotel Site by Developer to the City, Developer shall receive any and all credits due to Developer in accordance with the schedule and timing set forth in this Agreement, including but not limited to the credits due to Developer under Sections 3.02(e), 3.03(d)(v) and 4.02, 23 2236258.2 BN 17324805v2 BN 17324805v2 12 and Developer shall be released from any further obligations related to the Hotel Project. (e) Parking. Developer will construct surface parking to serve the first two buildings in Phase I. In the event Phase I includes three (3) or more buildings, Developer shall construct a minimum of 2.5 and a maximum of 2.83 spaces per 1,000 square feet of research and development/office area within the proposed Parking Structure and surface parking prior to certificate of occupancy for the third research and development/office building. ARTICLE 4. OBLIGATIONS OF DEVELOPER Section 4.01. Obligations of Developer Generally. The parties acknowledge and agree that the City’s agreement to perform and abide by its covenants and obligations set forth in this Agreement is a material consideration for Developer’s agreement to perform and abide by its long term covenants and obligations, as set forth herein, including performance of the applicable mitigation measures identified in the MMRP. Section 4.02. City Fees . (a) Developer shall pay those processing, inspection and plan checking fees and charges required by the City for processing applications and Project Approvals under the applicable regulations in effect at the time the relevant permit is issued. (b) Consistent with the terms of the Agreement, including the provisions of Section 8.04, City shall have the right to impose only those development fees (the “Development Fees”) identified in Exhibit E, and limited to (i) those actually in effect at the time the Agreement is executed identified herein as Existing Fees, at the rates in effect at the time the Development Fee is due including any lawfully imposed adjustments and escalators set forth in the applicable resolutions and ordinances, which are identified in Exhibit E, and (ii) those other generally applicable Future Fees and exactions identified in Exhibit E, at a rate for each such fee or exaction no greater than the rate specified for such fee or exaction in Exhibit E including any lawfully imposed adjustments and escalators set forth in the applicable resolutions and ordinances. Development Fees shall be due upon issuance of building permits or certificates of occupancy for the Project in accordance with the ordinances or resolutions imposing such fees, or as otherwise stipulated in this Agreement. (c) Park In-Lieu Fee. The City is evaluating a “Park In-Lieu Fee” to support the creation of additional public open space in lieu of requiring that applicants avail one-half an acre per 1,000 new employees, to the public in the East of 24 2236258.2 BN 17324805v2 BN 17324805v2 13 101 area. Developer shall pay a Park In-Lieu Fee of $4.78 per square foot of development, excluding parking structures. i. The fee payable may be reduced if the City adopts such a Park In-Lieu Fee applicable to developments in the East of 101 area similar to the Britannia Cove at Oyster Point Project and the amount owed per square foot under that Park In-Lieu Fee is less than $4.78 per square foot in which case Developer shall pay the amount set forth in the Park In-Lieu Fee applicable to developments in the East of 101 area, rather than the $4.78 per square foot fee. ii. In the event Developer completes construction of the Hotel referenced in Section 3.02 (b) above within ten (10) years of the Effective Date, or in the event Developer transfers title to the Hotel site to the City within ten (10) years of the Effective Date, City will forgive Developer’s obligation to pay the Park-in-Lieu Fee unless the Park in Lieu Fee or any portion of it has already been paid in which case Developer will receive a credit against future Project Park-In-Lieu Fees due, if any, in an amount equal to the amount paid with any balance due Developer reimbursed by City. iii. In the event Developer constructs the Hotel in accordance with Section 3.03(d) of the Agreement, Developer shall receive a credit to offset the entire portion of the Park In-Lieu Fee allocated to the Hotel Site. Developer shall pay the Park In-Lieu Fee once per phase, upon issuance of the first tenant improvement permit for each phase, based upon the total square footage approved for development for that phase. iv. In the event Developer conveys the Hotel Site in accordance with Section 3.03(d) of the Agreement, Developer shall receive a credit to offset the portion of the Park In-Lieu Fee allocated to the Hotel Site. (d) City Fee Credits. Credits established by this Agreement to be made against fees otherwise required of the Developer may be applied only against the specific fee for which the credit is granted, and may not be applied against any other City imposed fees. If after application of the credit against the fee against which it is to be credited any surplus fee remains, that surplus fee is forfeited and of no value to the Developer or any other party unless this Agreement specifically provides for the reimbursement of any such surplus fee. Section 4.03. Intentionally Omitted. 25 2236258.2 BN 17324805v2 BN 17324805v2 14 Section 4.04. Mitigation Measures. Developer and City shall comply with the MMRP approved in conjunction with the EIR for the Project, as it may be modified from time to time in accordance with the MMRP or other law. Section 4.05. Public Access Easement and Trail/Bike Path. Prior to approval of the Parcel Map, Developer shall dedicate a public access easement for a trail/bike path connecting Oyster Point Blvd to the BCDC Bay Trail as described and shown in Exhibit G attached hereto. Developer shall design and construct the trail prior to issuance of a certificate of occupancy for the first building. Developer shall be responsible for ongoing maintenance of the trail. Section 4.06. Climate Action Plan Compliance. The City is in the process of approving a Climate Action Plan. The following items are consistent with the likely new development requirements of that plan and shall be satisfied unless the adopted Climate Action Plan imposes lesser requirement which shall then be applicable. If the Climate Action Plan imposes more stringent requirements Developer shall only be obligated to satisfy the requirements set forth as follows: (a) Electric Vehicle Charging Installations. Developer shall provide conduit for future electric vehicle charging installations as shown in the Parking Structure, for example. (b) Heat Island Reductions. Developer shall use high-albedo surfaces and technologies as appropriate throughout the project site. (c) Alternative Energy Facilities. Developer shall install renewable distributed generation systems or cogeneration systems to meet a minimum of 50% of project electricity needs with on-site renewable electricity. At the discretion of the chief building official, the applicant can satisfy the intent of this measure through the following mechanisms: i. Achieve a 50% reduction in project electricity needs through a combination of CALGreen Tier 2 energy efficiency standards and/or on-site renewable electricity or co-generation systems. To calculate 50% of building electricity needs for new conditioned space, the applicant shall calculate building electricity use as part of the Title 24 compliance process. Total electricity use shall include total use for the new conditioned space excluding “process energy” generated by the tenants of the project, including those within the parking garage. ii. Participate in a power purchase agreement to offset a minimum of 50% of modeled building electricity use. (d) Solar Wiring Installation. Developer shall install, or shall require Tenants to install conduit in all buildings to accommodate wiring for solar. (e) Water Demand Reduction. Owner shall undertake the following improvements on-site to reduce water demand: i. Establish variable-speed pump exchange for water features. 26 2236258.2 BN 17324805v2 BN 17324805v2 15 ii. Restrict hours of irrigation to occur between 3:00 a.m. and two hours after sunrise. iii. Install irrigation controllers with rain sensors. iv. Install drip-irrigation systems, where applicable. v. Reduce impervious surfaces, where applicable. Section 4.07 Transportation Demand Management. Owner shall prepare and implement a Transportation Demand Management (TDM) Plan in compliance with the requirements of SSFMC Chapter 20.400 as in effect on the Effective Date (the “TDM Ordinance”). As part of such compliance, Owner shall prepare (i) annual TDM surveys and (ii) triennial TDM reports, each meeting the applicable requirements of the TDM Ordinance, and shall submit same to the City, to document the effectiveness of Owner’s TDM Plan in achieving the goal of thirty-five percent (35%) alternative mode usage by employees within the Project. The annual surveys will be prepared by a TDM consultant pre-qualified with or approved by the City and retained, directed and paid for by Owner, and the triennial reports will be prepared by an independent TDM consultant retained by the City and paid for by Owner. Both the annual surveys and the triennial reports will include a determination of historical employee commute methods, which information shall be obtained by survey of all employees working in the buildings on the Property. If the response rate on which a triennial report is based is below 51 percent, additional responses needed to reach a 51 percent response rate will be counted as drive alone trips. (a) TDM Surveys and Reports: The initial TDM survey for each building on the Property will be submitted two (2) years after the granting of a Certificate of Occupancy with respect to such building. The initial triennial TDM report for each building on the Property will be submitted three (3) years after the granting of a Certificate of Occupancy with respect to such building. The second and all later annual surveys and triennial reports (when applicable) with respect to each building shall be included in an annual comprehensive TDM submission to the City covering all of the buildings on the Property that are submitting their second or later TDM surveys or reports. (1) Triennial Report Requirements: The goal of the TDM program is to encourage alternative mode usage, as defined in Chapter 20.400 of the Municipal Code. The initial triennial TDM report shall either: (A) state that the applicable building or buildings have achieved thirty-five percent (35%) alternative mode usage, providing supporting statistics and analysis to establish attainment of the goal; or (B) state that the applicable building or buildings have not achieved thirty-five percent (35%) alternative mode usage, providing an explanation of how and why the goal has not been reached, and a description of additional measures that will be adopted in the coming year to try to ensure attaining the TDM goal of thirty-five percent (35%) alternative mode usage. (2) Penalty for Non-Compliance: If, after the initial triennial TDM report, subsequent triennial reports indicate that, in spite of the changes in the TDM Plan, thirty-five percent (35%) alternative mode usage is still not being achieved, or if 27 2236258.2 BN 17324805v2 BN 17324805v2 16 Owner fails to submit such a triennial TDM report at the times required under SSFMC Chapter 20.400, the City may assess Owner a penalty in the amount of up to fifteen thousand dollars ($15,000.00) per year for each full percentage point by which the Property falls below the minimum thirty-five percent (35%) alternative mode usage goal. (i) In determining whether a financial penalty is appropriate, the City may consider whether Owner has made a good faith effort to meet the TDM goals. (ii) If the City determines that Owner has made a good faith effort to meet the TDM goals but a penalty is still imposed, and such penalty is imposed within the first three (3) years in which a penalty could be imposed in connection with the TDM Plan, the City in its sole discretion may agree to allow Owner to apply such penalty sums toward the implementation of the TDM Plan instead of requiring them to be paid to the City. If the penalty sums are used to implement the TDM Plan, an Implementation Plan shall be prepared by Owner and reviewed and approved by the City prior to Owner’s expending any penalty funds. (iii) Notwithstanding the foregoing, the amount of any penalty shall bear the same relationship to the maximum penalty as the completed construction to which the penalty applies bears to the maximum amount of square feet of Office, Commercial, Retail (if any) and Research and Development use permitted to be constructed on the Property. For example, if there is 100,000 square feet of completed construction on the Property included within the TDM report with respect to which the penalty is imposed, the maximum penalty would be determined by multiplying fifteen thousand dollars ($15,000.00) times a fraction, the numerator of which is 100,000 square feet and the denominator of which is the maximum amount of square feet of construction permitted on the Property (subtracting the square footage of the parking facilities); this amount would then be multiplied by the number of full percentage points by which the Project has fallen below the thirty-five percent (35%) alternative mode usage goal for the applicable period. (b) The provisions of this Section 4.07 are incorporated as Conditions of Approval for the Project and shall be included in the approved TDM Plan for the Project. (c) Owner shall reimburse the City for costs incurred in maintaining and enforcing the trip reduction program for the Project. ARTICLE 5. OBLIGATIONS OF CITY Section 5.01. Obligations of City Generally. The parties acknowledge and agree that Developer’s agreement to perform and abide by its covenants and obligations set forth in this Agreement, including Developer’s decision to process the siting of the Project in the City, is a material consideration for City’s agreement to perform and abide by the long term covenants and obligations of City, as set forth herein. 28 2236258.2 BN 17324805v2 BN 17324805v2 17 Section 5.02. Protection of Vested Rights. To the maximum extent permitted by law, City shall take any and all actions as may be necessary or appropriate to ensure that the vested rights provided by the Agreement can be enjoyed by Developer and to prevent any City Law, as defined below, from invalidating or prevailing over all or any part of the Agreement. City shall cooperate with Developer and shall undertake such actions as may be necessary to ensure the Agreement remains in full force and effect. City shall not support, adopt, or enact any City Law, or take any other action which would violate the express provisions or intent of the Agreement. Section 5.03. Availability of Public Services. To the maximum extent permitted by law and consistent with its authority, City will assist Developer in obtaining capacity for sewer, wastewater treatment, water, and storm services as may be necessary to serve the Project. Developer agrees that it shall pay the then-effective fees for the services provided for the Project pursuant to this Section. City agrees that if Developer is required to fund more than its proportionate share of the costs of any improvements required to mitigate the Project impacts as described in the SEIR, City will enter into a reimbursement agreement with Developer, at the time Developer funds the improvements, for a term of twenty (20) years so that future new construction served by the specific public improvement pays its proportionate share and City will convey such payments to Developer less a five (5) percent administrative processing fee. Upon expiration of the reimbursement agreement, City’s obligation to collect and pay Developer reimbursements shall terminate. Section 5.04. Right to Rebuild. Developer may renovate or rebuild the Project or any part thereof within the Term of the Agreement, unless otherwise extended, should it become necessary due to natural disaster, changes in seismic requirements, or should the buildings located within the Project become functionally outdated, within Developer’s sole discretion, due to changes in technology. Any such renovation or rebuilding shall be subject to the square footage, height limitations and FAR vested by the Agreement, and shall comply with the Project Approvals, the building codes existing at the time of such rebuilding or reconstruction, and the requirements of CEQA. ARTICLE 6. COOPERATION - IMPLEMENTATION Section 6.01. Processing Applications for Subsequent Approvals. The City will not use its discretionary authority in considering any application for a Subsequent Approval to change the policy decisions reflected by this Agreement or otherwise to prevent or delay development of the Project. Section 6.02. Timely Submittals by Developer. Developer acknowledges that City cannot expedite processing Subsequent Approvals until Developer submits complete applications on a timely basis. Developer shall use its reasonable efforts to (i) provide to City in a timely manner any and all documents, applications, plans, and other information necessary for City to carry out its obligations hereunder; and (ii) cause Developer’s planners, engineers, and all other consultants to provide to City in a timely manner all such documents, applications, plans and other necessary required materials as set forth in 29 2236258.2 BN 17324805v2 BN 17324805v2 18 the Applicable Law. It is the express intent of Developer and City to cooperate and diligently work to timely process any and all Subsequent Approvals. Section 6.03. Timely Processing by City. Upon submission by Developer of the application for any Subsequent Approval and processing fees, City shall promptly and diligently commence and complete all steps necessary to act on the application including, without limitation, (i) providing at Developer’s expense, as requested by Developer or determined to be necessary by the Chief Planner, reasonable overtime staff assistance and/or staff consultants for planning and processing of the application; (ii) if legally required, providing notice and holding public hearings; and (iii) acting on the application. City shall ensure that adequate staff is available, and shall authorize overtime staff assistance as may be necessary, to timely process the application, including, but not limited to the following: (a) Scheduling all required public hearings by the City Council and City Planning Commission; and (b) Processing and checking all maps, plans, permits, building plans and specifications and other plans relating to development of the Project Site filed by Developer or its nominee, successor or assign as necessary for development of the Project; and (c) Inspecting and providing acceptance of or comments on all work by Developer that requires acceptance or approval by the City. Section 6.04. Review of Subsequent Approvals. The City may deny an application for a Subsequent Approval only if such application does not comply with the Agreement or Applicable Law (as defined below) or with any state or federal law, regulations, plans, or policies as set forth in Section 9.03. Section 6.05. Other Government Permits. The City shall cooperate with Developer in its efforts to obtain, as may be required, permits and approvals from other governmental or quasi-governmental entities and shall, from time to time at the request of Developer, use its reasonable efforts to assist Developer and to ensure the timely processing of such permits and approvals. ARTICLE 7. PRECISE PLANS Section 7.01. The Phase I and Phase II Precise Plan in the form approved by the City Council is attached to this Agreement as Exhibit D. Section 7.02. Any subsequent material change, modification, revision or alteration of any approved Precise Plan shall be submitted for approval according to the procedures established in the Specific Plan or this Agreement. Any proposed material change, modification, revision or alteration shall be approved or disapproved by the Planning Commission within seventy-five (75) calendar days of submittal of a complete Precise Plan Application, including, but not limited to, any required CEQA analysis and 30 2236258.2 BN 17324805v2 BN 17324805v2 19 documents. If the City refuses or fails to approve or disapprove the revision, modification or alteration to the Precise Plan within said seventy-five (75) calendar day period, the City shall, within ninety (90) calendar days after receipt of such submittal, provide the Developer with a written statement of the reasons the City refused or failed to approve such submittal. If the City fails to approve or deny the amended Precise Plan and to provide the Developer with the written statement described above, Developer shall have the right to attempt to compel City action on the requested approval through the filing of a writ of mandate. ARTICLE 8. STANDARDS, LAWS AND PROCEDURES GOVERNING THE PROJECT Section 8.01. Vested Right to Develop. Developer shall have a vested right to develop the Project on the Project Site in accordance with the terms and conditions of this Agreement and Applicable Law. Section 8.02. Permitted Uses Vested by This Agreement. The permitted uses of the Project Site; the density and intensity of use of the Project Site; the maximum height, bulk and size of proposed buildings; provisions for reservation or dedication of land for public purposes and the location of public improvements; the general location of public utilities; and other terms and conditions of development applicable to the Project, shall be as set forth in the Project Approvals and the Subsequent Approvals. Permitted uses of the Project Site shall include, without limitation, research and development, office, hotel, business services, and employee-serving amenities such as personal service establishments, and eating and drinking establishments. Section 8.03. Applicable Law. The rules, regulations, official policies, standards and specifications applicable to the Project (the “Applicable Law”) shall be those set forth in this Agreement , the First Amendment and the Project Approvals and Subsequent Approvals, and, with respect to matters not addressed by this Agreement as amended or the Project Approvals or Subsequent Approvals, those rules, regulations, official policies, standards and specifications (including the General Plan and City ordinances and resolutions) governing permitted uses, building locations, timing of construction, densities, design, and heights, and the fees, assessments, exactions, and taxes in force and effect on the Effective Date of this Agreement, or as specified in Exhibits Exhibit E and illustrated in E-1. 31 2236258.2 BN 17324805v2 BN 17324805v2 20 Section 8.04. Fees and Assessments. Developer shall not be responsible for any fees imposed by the City in connection with the development and construction of the Project, including (but not limited to) fees and costs relating to the formation or implementation of any new special assessment districts, except (1) as expressly set forth in this Agreement (including, without limitation, the provisions of this Section 8.04); (2) City’s customary and generally applicable fees and charges with respect to application for and issuance of the Use Permit; and (3) any other customary and generally applicable fees in effect as of the Effective Date of this Agreement as further set forth below. (a) Existing Fees. The Parties understand and agree that as of the Effective Date, the fees, taxes, exactions, and assessments listed in Exhibit E are the only City fees, taxes, exactions, and assessments applicable to the Project Site. Except for those proposed fees, exactions or assessments set forth in Exhibit E, City is unaware of any pending efforts to initiate, or consider applications for new or increased fees, taxes, exactions, or assessments covering the Project Site, or any portion thereof. This shall not prohibit City from imposing on Developer any fee or obligation that is imposed by a regional agency in accordance with state or federal obligations and required to be implemented by City. (b) City agrees, as set forth in Section 5.03, to cooperate in seeking reimbursement from the developer of any future project which benefits from additional capacity afforded by Project-implemented improvements (e.g., sewer or drainage). (c) Future Fees or Assessments. City understands that long term assurances by City concerning fees, taxes and assessments were a material consideration for Developer agreeing to process the siting of the Project in its present location and to pay long term fees, taxes and assessments described in this Agreement. City shall retain the ability to initiate or process applications for the formation of new assessment districts covering all or any portion of the Project Site. Notwithstanding the foregoing, Developer retains all its rights to oppose the formation or proposed assessment of any new assessment district or increased assessment. In the event an assessment district is lawfully formed to provide funding for services, improvements, maintenance or facilities which are substantially the same as those services, improvements, maintenance or facilities being funded by the fees or assessments to be paid by Developer under the Project Approvals or this Agreement, such fees or assessments to be paid by Developer shall be subject to reduction/credit in an amount equal to Developer’s new or increased assessment under the assessment district. Alternatively, the new assessment district shall reduce/credit Developer’s new assessment in an amount equal to such fees or assessments to be paid by Developer under the Project Approvals or this Agreement. (d) Fee Reductions or Credits. Developer shall not be required to pay for any costs that are covered by any exaction, fee or assessment which Developer 32 2236258.2 BN 17324805v2 BN 17324805v2 21 funds in accordance with the Project Approvals or this Agreement. Accordingly, the fees described in Section 8.04 and Exhibit E shall be subject to reductions/credits in an amount equal to Developer’s actual cost of complying with any lawfully imposed exaction, tax, or assessment generally which is established to produce funds to pay for similar uses or purposes, whether imposed on the Project, the Project Site, or the Project Approvals. Section 8.05. No Public Procurement Process. Nothing in this Agreement, including any related agreements for financing of infrastructure or public amenities, shall require Developer to follow any statutory provisions, regulations, rules, or procedures applicable to City with respect to bidding for public procurement or contracting; nor shall City attempt to impose any such requirement on Developer or its tenants by way of ordinance or condition of approval. This provision shall not exempt Developer from any applicable prevailing wage requirement. Section 8.06. Uniform Codes. City may apply to the Project, at any time during the Term, then current California Building Standards Code and other uniform construction codes, including any lawful local modifications and amendments, and City’s then current design and construction standards for road, sewer and storm drain facilities, provided any such uniform code or standard has been adopted and uniformly applied by City on a citywide basis and provided that no such code or standard is adopted for the purpose of preventing or otherwise limiting construction of all or any part of the Project. Section 8.07. Environmental Mitigation. The parties understand that the EIR was intended to be used in connection with each of the Project Approvals needed for the Project. Consistent with the CEQA policies and requirements applicable to the EIR, City agrees to use the EIR in connection with the processing of any Project Approval to the maximum extent allowed by law and not to impose on the Project any mitigation measures except those specifically imposed by the Project Approvals and the MMRP, or as required pursuant to CEQA, based on any required additional CEQA analysis, or specifically required by Applicable Law. Section 8.08. Life of Project Approvals. The term of any approval, permit, or other land use entitlement approved as a Project Approval or Subsequent Approval shall automatically be extended for the longer of the duration of the Agreement (including any extensions) or the term otherwise applicable to such Project Approval or Subsequent Approval if the Agreement is no longer in effect. Section 8.09. Timing of Project Construction and Completion. (a) Project Phasing. The Project may be built in several phases during the Term of the Agreement, as described more fully in Section 3.03 above. (b) Notwithstanding any provision of this Agreement or any other Applicable Law, City and Developer expressly agree that, except as otherwise provided herein, there is no requirement that Developer initiate or complete development of the Project or any particular phase of the Project within any 33 2236258.2 BN 17324805v2 BN 17324805v2 22 particular period of time, and City shall not impose such a requirement on any Project Approval. The parties acknowledge that Developer cannot at this time predict when or the rate at which phases will be developed or the order in which phases will be developed. Such decisions depend upon numerous factors which are not within the control of Developer, such as market orientation and demand, interest rates, competition and other similar factors. (c) In light of the foregoing and except as set forth in subsection (d) below, the parties agree that Developer shall be able to develop in accordance with Developer’s own time schedule as such schedule may exist from time to time, and, following initiation and completion of Phase I, Developer shall determine which parts of the Project Site to develop at what time, and in what sequence. In particular, and not in limitation of any of the foregoing, since the California Supreme Court held in Pardee Construction Co. v. City of Camarillo, 37 Cal.3d 465 (1984), that the failure of the parties therein to consider and expressly provide for the timing of development resulted in a later-adopted initiative restricting the timing of development to prevail over such parties’ agreement, it is the parties’ desire to avoid that result by acknowledging that, assuming Developer has obtained all required approvals, Developer shall have the right to develop the Project in such order and at such rate and at such times as Developer deems appropriate within the exercise of its subjective business judgment. (d) Nothing in this Agreement shall exempt Developer from completing work required by this Agreement, a subdivision agreement, road improvement agreement, the obligation to convey the Hotel Parcel as set forth in Section 3.03(d)(iii) or similar agreement in accordance with the terms thereof. In addition, during the initial phase of the construction of the Project and before receiving a certificate of occupancy for any building built pursuant to this Agreement, Developer shall, at a minimum, construct perimeter landscape improvements along Oyster Point Blvd (from Veterans Blvd west to where the flyover hits the site frontage), along the primary project entry point north of Gateway Blvd., and along Veterans Blvd, as well as parking and landscaping around individual buildings and along phase edges, substantially as depicted on the conceptual phasing plan sheets 1A and 1B dated 06-27- 2013 submittal by Developer so as to ensure that the Project at each phase presents as complete a development as possible. ARTICLE 9. CHANGES IN LAW Section 9.01. No Conflicting Enactments. City shall not impose on the Project (whether by action of the City Council or Planning Commission, or by initiative, referendum or other means) any ordinance, resolution, rule, regulation, standard, directive, condition or other measure (each individually, a “City Law”) that is in conflict with Applicable Law or this Agreement or that reduces the development rights or assurances provided by this Agreement. Without limiting the generality of the foregoing, 34 2236258.2 BN 17324805v2 BN 17324805v2 23 any City Law shall be deemed to conflict with Applicable Law or this Agreement or reduce the development rights provided hereby if it would accomplish any of the following results, either by specific reference to the Project or as part of a general enactment which applies to or affects the Project: (a) Change any land use designation or permitted use of the Project Site; (b) Limit or control the availability of public utilities, services or facilities or any privileges or rights to public utilities, services, or facilities (for example, water rights, water connections or sewage capacity rights, sewer connections, etc.) for the Project (except when necessary pursuant to Section 9.03); (c) Limit or control the location of buildings, structures, grading, or other improvements of the Project in a manner that is inconsistent with or more restrictive than the limitations included in the Project Approvals; (d) Limit or control the rate, timing, phasing or sequencing of the Project as set forth in this Agreement; (e) Apply to the Project any City Law otherwise allowed by this Agreement that is not uniformly applied on a City-wide basis to all substantially similar types of development projects and project sites; (f) Result in Developer having to substantially delay construction of the Project or require the issuance of additional permits or approvals by the City other than those required by Applicable Law; (g) Limit the processing or procuring of applications and approvals of Project Approvals; (h) Establish, enact, increase, or impose against the Project or Project Site any fees, taxes (including without limitation general, special, and excise taxes), assessments, liens or other monetary obligations other than those specifically permitted by this Agreement and referred to in Exhibit E or E-1 or other connection fees required by third party utilities; or (i) Substantially increase the cost of constructing or developing the Project or any portion thereof. Section 9.02. Initiatives and Referenda. (a) If any City Law is enacted or imposed by initiative or referendum, or by the City Council directly or indirectly in connection with any proposed initiative or referendum, which City Law would conflict with Applicable Law or this Agreement or reduce the development rights provided by this Agreement, such Law shall not apply to the Project. 35 2236258.2 BN 17324805v2 BN 17324805v2 24 (b) Without limiting the generality of any of the foregoing, no moratorium or other limitation (whether relating to the rate, timing, phasing or sequencing of development) affecting subdivision maps, building permits or other entitlements to use that are approved or to be approved, issued or granted within the City, or portions of the City, shall apply to the Project. (c) To the maximum extent permitted by law, City shall prevent any City Law from invalidating or prevailing over all or any part of this Agreement, and City shall cooperate with Developer and shall undertake such actions as may be necessary to ensure this Agreement remains in full force and effect. (d) Developer reserves the right to challenge in court any City Law that would conflict with Applicable Law or this Agreement or reduce the development rights provided by this Agreement. Section 9.03. State and Federal Law. As provided in California Government Code Section 65869.5, the Agreement shall not preclude the application to the Project of changes in laws, regulations, plans or policies, to the extent that such changes are specifically mandated and required by changes in state or federal laws or regulations. ARTICLE 10. AMENDMENT Section 10.01. Amendments to Project Approvals Excluding this Agreement. To the extent permitted by state and federal law, any Project Approval may, from time to time, be amended or modified in the following manner: (a) Administrative Project Amendments. Upon the written request of Developer for an amendment or modification to a Project Approval, the Chief Planner or his/her designee shall determine: (i) whether the requested amendment or modification is minor when considered in light of the Project as a whole; and (ii) whether the requested amendment or modification is consistent with this Agreement and Applicable Law. If the Chief Planner or his/her designee finds that the proposed amendment or modification is minor, consistent with this Agreement and Applicable Law, and will result in no new significant impacts not addressed and mitigated in the EIR and MMRP, the amendment shall be determined to be an “Administrative Project Amendment” and the Chief Planner or his/her designee may, except to the extent otherwise required by law, approve the Administrative Project Amendment without notice and public hearing. Without limiting the generality of the foregoing, lot line adjustments, minor reductions in the density, intensity, scale or scope of the Project, minor alterations in vehicle circulation patterns or vehicle access points, substitutions of comparable landscaping for any landscaping shown on any final development plan or landscape plan, variations in the location of structures that do not substantially alter the design concepts of the Project, variations in the location or installation of utilities and other infrastructure connections or facilities that do not substantially alter the design concepts of the Project, and minor adjustments to the Project Site 36 2236258.2 BN 17324805v2 BN 17324805v2 25 diagram or Project Site legal description shall be treated as Administrative Project Amendments. Notwithstanding the foregoing, the Chief Planner shall have sole discretion to refer a request for any amendment or modification that has generated substantial public controversy or involves significant changes in land use planning to the Planning Commission for review and action. (b) Non-Administrative Project Amendments. Any request of Developer for an amendment or modification to a Project Approval which is determined not to be an Administrative Project Amendment as set forth above shall be subject to review, consideration and action pursuant to the Applicable Law and this Agreement. Section 10.02. Amendment of This Agreement. This Agreement may be amended from time to time, in whole or in part, by mutual written consent of the parties hereto or their successors in interest, as follows: (a) Administrative Agreement Amendments. Any amendment to this Agreement which does not substantially affect (i) the Term of this Agreement; (ii) permitted uses of the Project Site; (iii) provisions for the reservation or dedication of land; (iv) conditions, terms, restrictions or requirements for subsequent discretionary actions; (v) the density or intensity of use of the Project Site or the maximum height or size of proposed buildings; (vi) development or terms related to development of the Hotel and Hotel Site or (vii) monetary contributions by Developer, shall be deemed an “Administrative Agreement Amendment” and shall not, except to the extent otherwise required by law, require notice or public hearing before the parties may execute an amendment hereto. Such amendment may be approved by City resolution. (b) Other Amendment. Any amendment to this Agreement other than an Administrative Agreement Amendment shall be subject to approval by the Planning Commission (by advisory resolution) and City Council (by ordinance) following duly noticed public hearing before the Planning Commission and City Council, consistent with Government Code Sections 65867 and 65867.5. (c) Amendment Exemptions. No amendment of a Project Approval shall require an amendment to this Agreement. Instead, any such matter automatically shall be deemed to be incorporated into the Project or the Project Approvals and vested under this Agreement. ARTICLE 11. ASSIGNMENT, TRANSFER AND NOTICE Section 11.01. Assignment and Transfer. Subject to this Article 11, and Applicable Law, Developer may transfer or assign all or any portion of its interests, rights or obligations under the Agreement or the Project Approvals to third parties 37 2236258.2 BN 17324805v2 BN 17324805v2 26 acquiring an interest or estate in the Project or any portion thereof including, without limitation, purchasers or lessees of lots, parcels or facilities (each a “Transferee”). An Assignment and Assumption of Rights and Obligations form is attached as Exhibit F. Section 11.02. Transfer Agreements. (a) In connection with the transfer or assignment by Developer of all or any portion of the Project (other than a transfer or assignment by Developer to an affiliated party or mortgagee, or a Non-Assuming Transferee (as defined in Section 11.03), Developer and the Transferee shall enter into a written agreement regarding the respective interests, rights and obligations of Developer and the transferee in and under the Agreement and the Project Approvals (a “Transfer Agreement”). Such Transfer Agreement shall include an executed Assignment and Assumption of Rights and Obligations, as set forth in Exhibit F, and may (i) release Developer from obligations under the Agreement or the Project Approvals that pertain to that portion of the Project being transferred, as described in the Transfer Agreement, provided that the Transferee expressly assumes such obligations; (ii) transfer to the Transferee vested rights to improve that portion of the Project being transferred; and (iii) address any other matter deemed by Developer to be necessary or appropriate in connection with the transfer or assignment. (b) Developer shall not be obligated to seek City’s prior written consent to any Transfer Agreement between Developer and a Developer-affiliated entity. For purposes of this Article 11, a Developer-affiliated entity shall be defined as, “(i) any subsidiary, affiliate, parent or other entity which controls, is controlled by or is under common control with Developer, HCP, Inc., HCP Estates USA Inc., (ii) any member or partner of Developer or any subsidiary, parent or affiliate of any such member or partners, or (iii) any successor or successors to Developer, HCP, Inc., or HCP Estates USA Inc. by merger, acquisition, consolidation, non-bankruptcy reorganization or government action. As used in this subsection, “control” shall mean the possession, directly or indirectly, of the power to direct or cause the direction of management or policies, whether through the ownership of voting securities, partnership interest, contracts (other than those that transfer Developer’s interest in the Property to a third part not specifically identified in this subsection) or otherwise. (c) Developer shall seek City’s prior written consent to any Transfer Agreement involving a transfer to a non-affiliated entity, which consent shall not be unreasonably withheld or delayed. Failure by City to respond within thirty (30) days to any request made by Developer for such consent shall be deemed to be City’s approval of the Transfer Agreement in question. At the time Developer requests City’s written consent, Developer shall submit to the City information describing Transferee’s development experience and financial resources. City may refuse to give its consent only if, in light of the 38 2236258.2 BN 17324805v2 BN 17324805v2 27 proposed Transferee’s reputation and financial resources, such Transferee would not in City’s reasonable opinion be able to perform the obligations proposed to be assumed by such transferee. Such determination shall be made by the City Manager and is appealable by Developer to the City Council. (d) Any Transfer Agreement shall be binding on Developer, City and the Transferee. Once approved by the Developer, the Transferee and the City and then upon recordation of any Transfer Agreement in the Official Records of San Mateo County, Developer shall automatically be released from those obligations assumed by the transferee therein. (e) Developer shall be free from any and all liabilities accruing on or after the date of any assignment or transfer with respect to those obligations assumed by a Transferee pursuant to a Transfer Agreement. No breach or default hereunder by any person succeeding to any portion of Developer’s obligations under this Agreement shall be attributed to Developer, nor may Developer’s rights hereunder be canceled or diminished in any way by any breach or default by any such person. Section 11.03. Non-Assuming Transferees. Except as otherwise required by Developer in Developer’s sole discretion, the burdens, obligations and duties of Developer under this Agreement shall terminate with respect to, and neither a Transfer Agreement nor City’s consent shall be required in connection with the transfer of any property that has been established as one or more separate legal parcels for uses permitted under this Agreement. Except as provided in Section 3.03(d), the transferee in such a transaction and its successors (“Non-Assuming Transferees”) shall be deemed to have no obligations under this Agreement, but shall continue to benefit from the vested rights provided by this Agreement for the duration of the Term. Nothing in this section shall exempt any property transferred to a Non-Assuming Transferee from payment of applicable fees and assessments or compliance with Applicable Law. Section 11.04. Notice of Compliance Generally. Within thirty (30) days following any written request which Developer may make from time to time, City shall execute and deliver to Developer (or to any party requested by Developer) a written “Notice of Compliance,” in recordable form, duly executed and acknowledged by City, that certifies: (a) This Agreement is unmodified and in full force and effect, or if there have been modifications hereto, that this Agreement is in full force and effect as modified and stating the date and nature of such modifications; (b) There are no current uncured defaults under this Agreement or specifying the dates and nature of any such default; and 39 2236258.2 BN 17324805v2 BN 17324805v2 28 (c) Any other information reasonably requested by Developer. The failure to deliver such a statement within such time shall constitute a conclusive presumption against City that this Agreement is in full force and effect without modification except as may be represented by the Developer and that there are no uncured defaults in the performance of the Developer, except as may be represented by the Developer. Developer shall have the right at Developer’s sole discretion, to record the Notice of Compliance. ARTICLE 12. COOPERATION IN THE EVENT OF LEGAL CHALLENGE Section 12.01. Cooperation. (a) In the event of any administrative, legal, or equitable action or other proceeding instituted by any person not a party to the Agreement challenging the validity of any provision of the Agreement or any Project Approval, the parties shall cooperate in defending such action or proceeding. City shall promptly notify Developer of any such action against City. If City fails promptly to notify Developer of any legal action against City or if City fails to cooperate in the defense, Developer shall not thereafter be responsible for City’s defense. The Parties shall use best efforts to select mutually agreeable legal counsel to defend such action, and Developer shall pay compensation for such legal counsel (including City Attorney time and overhead for the defense of such action), but shall exclude other City staff overhead costs and normal day-to-day business expenses incurred by City. Developer’s obligation to pay for legal counsel shall extend to fees incurred on appeal. In the event City and Developer are unable to select mutually agreeable legal counsel to defend such action or proceeding, each party may select its own legal counsel and Developer shall pay its and the City’s legal fees and costs. (b) The parties agree that this Section 12.01 shall constitute a separate agreement entered into concurrently, and that if any other provision of this Agreement, or the Agreement as a whole, is invalidated, rendered null, or set aside by a court of competent jurisdiction, the parties agree to be bound by the terms of this section, which shall survive such invalidation, nullification or setting aside. Section 12.02. Cure; Re-approval. (a) If, as a result of any administrative, legal, or equitable action or other proceeding, all or any portion of the Agreement or the Project Approvals are set aside or otherwise made ineffective by any judgment in such action or proceeding (“Judgment”), based on procedural, substantive or other deficiencies (“Deficiencies”), the parties agree to use their respective best efforts to sustain and reenact or readopt the Agreement, and/or the Project Approvals, that the Deficiencies related to, unless the Parties mutually agree in writing to act otherwise: 40 2236258.2 BN 17324805v2 BN 17324805v2 29 (i) If any Judgment requires reconsideration or consideration by City of this Agreement or Project Approval, then the City shall consider or reconsider that matter in a manner consistent with the intent of this Agreement and with Applicable Law. If any such Judgment invalidates or otherwise makes ineffective all or any portion of this Agreement or Project Approval, then the Parties shall cooperate and shall cure any Deficiencies identified in the Judgment or upon which the Judgment is based in a manner consistent with the intent of this Agreement and with Applicable Law. City shall then consider readopting or reenacting this Agreement or the Project Approval, or any portion thereof, to which the Deficiencies related. (ii) Acting in a manner consistent with the intent of this Agreement includes, but is not limited to, recognizing that the Parties intend that Developer may develop the Project as described herein, and adopting such ordinances, resolutions, and other enactments as are necessary to readopt or reenact all or any portion of this Agreement and/or Project Approvals without contravening the Judgment. (b) The parties agree that this Section 12.02 shall constitute a separate agreement entered into concurrently, and that if any other provision of this Agreement, or the Agreement as a whole, is invalidated, rendered null, or set aside by a court of competent jurisdiction, the parties agree to be bound by the terms of this section, which shall survive such invalidation, nullification or setting aside. ARTICLE 13. DEFAULT; REMEDIES; TERMINATION Section 13.01. Defaults. Any failure by either party to perform any term or provision of the Agreement, which failure continues uncured for a period of thirty (30) days following written notice of such failure from the other party (unless such period is extended by mutual written consent), shall constitute a default under the Agreement. Any notice given shall specify the nature of the alleged failure and, where appropriate, the manner in which said failure satisfactorily may be cured. If the nature of the alleged failure is such that it cannot reasonably be cured within such 30-day period, then the commencement of the cure within such time period, and the diligent prosecution to completion of the cure thereafter, shall be deemed to be a cure within such 30-day period. Upon the occurrence of a default under the Agreement, the non-defaulting party may institute legal proceedings to enforce the terms of the Agreement or, in the event of a material default, terminate the Agreement. If the default is cured, then no default shall exist and the noticing party shall take no further action. Section 13.02. Termination. If City elects to consider terminating the Agreement due to a material default of Developer, then City shall give a notice of intent to terminate the Agreement and the matter shall be scheduled for consideration and review by the City Council at a duly noticed and conducted public hearing. Developer shall have the right to offer written and oral evidence prior to or at the time of said public hearings. If the City 41 2236258.2 BN 17324805v2 BN 17324805v2 30 Council determines that a material default of Developer has occurred and is continuing, and elects to terminate the Agreement, City shall give written notice of termination of the Agreement to Developer by certified mail and the Agreement shall thereby be terminated sixty (60) days thereafter; provided, however, that if Developer files an action to challenge City’s termination of the Agreement within such 60-day period, then the Agreement shall remain in full force and effect until a trial court has affirmed City’s termination of the Agreement and all appeals have been exhausted (or the time for requesting any and all appellate review has expired); provided, however, that the time period during which the Agreement shall remain in effect shall not exceed three (3) years. Section 13.03. Periodic Review. (a) Conducting the Periodic Review. Throughout the Term of the Agreement, at least once every twelve (12) months following the execution of the Agreement, City shall review the extent of good-faith compliance by Developer with the terms of the Agreement (“Periodic Review”). (b) Notice. At least five (5) calendar days prior to the Periodic Review, and in the manner prescribed in Section 14.09 of this Agreement, City shall make available to Developer a copy of any staff reports and documents to be used or relied upon in conducting the review and, to the extent practical, related exhibits concerning Developer’s performance hereunder. Developer shall be permitted an opportunity to respond to City’s evaluation of Developer’s performance, either orally at a public hearing or in a written statement, at Developer’s election. Such response shall be made to the Chief Planner. (c) Good Faith Compliance. During the Periodic Review, the Chief Planner shall review Developer’s good-faith compliance with the terms of this Agreement. At the conclusion of the Periodic Review, the Chief Planner shall make written findings and determinations, on the basis of substantial evidence, as to whether or not Developer has complied in good faith with the terms and conditions of this Agreement. The decision of the Chief Planner shall be appealable to the City Council. If the Chief Planner finds and determines that Developer has not complied with such terms and conditions, the Chief Planner may recommend to the City Council that it terminate or modify this Agreement by giving notice of its intention to do so, in the manner set forth in California Government Code Sections 65867 and 65868. (d) Failure to Properly Conduct Periodic Review. If City fails, during any calendar year, to either (i) conduct the Periodic Review, or (ii) notify Developer in writing of City’s determination, pursuant to a Periodic Review, as to Developer’s compliance with the terms of the Agreement and such failure remains uncured as of December 31 of any year during the Term of the Agreement, such failure shall be conclusively deemed an approval by City of Developer’s compliance with the terms of the Agreement. 42 2236258.2 BN 17324805v2 BN 17324805v2 31 (e) Written Notice of Compliance. With respect to any year for which Developer has been determined or deemed to have complied with this Agreement, City shall, within thirty (30) days following request by Developer, provide Developer with a written notice of compliance, in recordable form, duly executed and acknowledged by City. Developer shall have the right, in Developer’s sole discretion, to record such notice of compliance. (f) Finality of Determination. Any decision of the Chief Planner which is not appealed to the City Council as to Developer’s compliance shall be final. Any Court action or proceeding to attack, review, set aside, void or annul any final decision of the City under its Periodic Review shall be commenced within thirty (30) days of the final decision by the City Council, provided Developer has received proper notice from City. (g) Costs. Costs reasonably incurred by the City in connection with the Periodic Review and related hearings shall be paid by Developer in accordance with the City's schedule of fees and billing rates for staff time in effect at the time of review and subject to the terms of the City’s annual review procedure as set forth in Chapter 19.60 of the Municipal Code. (h) Effect on Transferees. If Developer has effected a transfer so that its interest in the Project Site has been divided between Transferee(s) in accordance with Section 11.01 above, then the Periodic Review hereunder shall be conducted separately with respect to each party, and the Chief Planner, and if appealed, the City Council shall make its determinations and take its actions separately with respect to each party. If the Chief Planner or City Council terminates, modifies or takes such other actions in connection with a determination that such party has not complied with the terms and conditions of this Agreement, such action by the Chief Planner, or the City Council shall be effective only as to the party to whom the determination is made and the portions of the Project Site in which such party has an interest. (i) The rights and powers of the City Council under this Section 13.03 are in addition to, and shall not limit, the rights of the City to terminate or take other action under this Agreement on account of the commission by Developer of an event of Default. Section 13.04. Default by City or Developer. In the event City or Developer defaults under the terms of this Agreement, City or Developer shall have the rights and remedies provided in Section 13.06. A Party shall be in default under this Agreement upon the happening of one or more of the following events: (a) If a warranty, representations or statement made or furnished by such Party to the other Party in this Agreement is false or proves to have been false in any material respect when it was made; or 43 2236258.2 BN 17324805v2 BN 17324805v2 32 (b) If a Party fails to fulfill any of its obligations set forth in this Agreement and such failure continues beyond any applicable cure period provided in this Agreement. This provision shall not be interpreted to create a cure period for any event of default where such cure period is not specifically provided for in this Agreement. Section 13.05. Enforced Delay; Extension of Time of Performance. In addition to specific provisions of the Agreement, neither party shall be deemed to be in default where delays in performance or failures to perform are due to, and a necessary outcome of, war, insurrection, strikes or other labor disturbances, walk-outs, riots, floods, earthquakes, fires, casualties, acts of God, restrictions imposed or mandated by other governmental entities (including new or supplemental environmental regulations), enactment of conflicting state or federal laws or regulations, judicial decisions, or similar basis for excused performance which is not within the reasonable control of the party to be excused. Litigation attacking the validity of the Agreement or any of the Project Approvals, or any permit, ordinance, entitlement or other action of a governmental agency other than City necessary for the development of the Project pursuant to the Agreement shall be deemed to create an excusable delay as to Developer. Upon the request of either party hereto, an extension of time for the performance of any obligation whose performance has been so prevented or delayed will be memorialized in writing. The term of any such extension shall be equal to the period of the excusable delay, or longer, as may be mutually agreed upon. Section 13.06. Legal Action. Either party may institute legal action to cure, correct, or remedy any default, enforce any covenant or agreement herein, enjoin any threatened or attempted violation thereof, and enforce by specific performance the obligations and rights of the parties hereto. The sole and exclusive remedy for any default or violation of this Agreement shall be specific performance. In any proceeding brought pursuant to this Section 13.06 to enforce this Agreement, the prevailing party shall be entitled to recover from the unsuccessful party all costs, expenses and reasonable attorney’s fees incurred by the prevailing party in the enforcement proceeding. Section 13.07. California Law. This Agreement shall be construed and enforced in accordance with the laws of the State of California. Any action to enforce or interpret this Agreement shall be filed and heard in the Superior Court of San Mateo County, California. Section 13.08. Resolution of Disputes. With regard to any dispute involving development of the Project, the resolution of which is not provided for by this Agreement or Applicable Law, Developer shall, at City’s request, meet with City. The parties to any such meetings shall attempt in good faith to resolve any such disputes. Nothing in this Section 13.08 shall in any way be interpreted as requiring that Developer and City and/or City’s designee reach agreement with regard to those matters being addressed, nor shall the outcome of these meetings be binding in any way on City or Developer unless expressly agreed to by the parties to such meetings. 44 2236258.2 BN 17324805v2 BN 17324805v2 33 Section 13.09. Attorneys’ Fees. In any legal action or other proceeding brought by either party to enforce or interpret a provision of this Agreement, the prevailing party is entitled to reasonable attorneys’ fees and any other costs incurred in that proceeding in addition to any other relief to which it is entitled pursuant to Section 13.06. Section 13.10. Hold Harmless. Developer shall indemnify, defend (subject to the provisions of Article 12) and hold harmless City, any City agencies and their respective elected and appointed councils, boards, commissions, officers, agents, employees, volunteers and representatives (collectively herein, “City”) from any and all loss, liability, fines, penalties, forfeitures, costs and damages (whether in contract, tort or strict liability, including but not limited to personal injury, death at any time and property damage) and from any and all claims, demands and actions in law or equity (including attorneys’ fees and litigation expenses) by any person or entity, directly or indirectly arising or alleged to have arisen out of or in any way related to (1) this Agreement or the Project Approvals; (2) the construction of the Project, or of operations performed under this Agreement ; and (3) any actions or inactions by the Developer or its contractors, subcontractors, agents, or employees in connection with the construction or improvement of the Project Site and the Project, including off-site public improvements, except (1) as solely arising out of the gross negligence or willful misconduct of City, its contractors, subcontractors, agents or employees, or (2) to the extent arising out of or in connection with the maintenance, use or condition of any public improvement after the time it has been dedicated to and accepted by the City or another public entity (except as otherwise provided in an improvement agreement or maintenance bond, if applicable). The indemnity under this Section shall survive expiration, termination or cancellation of this Agreement and shall be independent of other indemnity agreements. ARTICLE 14. MISCELLANEOUS Section 14.01. Incorporation of Recitals and Introductory Paragraph. The Recitals contained in this Agreement, and the introductory paragraph preceding the Recitals, are hereby incorporated into this Agreement as if fully set forth herein. Section 14.02. No Agency, Joint Venture or Partnership. It is specifically understood and agreed to by and between the parties hereto that: (i) the subject development is a private development; (ii) City has no interest or responsibilities for, or duty to, third parties concerning any improvements until such time, and only until such time, that City accepts the same pursuant to the provisions of this Agreement or in connection with the various Project Approvals; (iii) Developer shall have full power over and exclusive control of the Project herein described, subject only to the limitations and obligations of Developer under this Agreement, the Project Approvals, and Applicable Law; and (iv) City and Developer hereby renounce the existence of any form of agency relationship, joint venture or partnership between City and Developer and agree that nothing contained herein or in any document executed in connection herewith shall be construed as creating any such relationship between City and Developer. Neither Developer nor any of Developer’s agents or contractors are or shall be considered to be agents of the City in connection with the performance of Developer’s obligations under this Agreement. 45 2236258.2 BN 17324805v2 BN 17324805v2 34 Section 14.03. Enforceability. City and Developer agree that unless this Agreement is amended or terminated pursuant to the provisions of this Agreement, this Agreement shall be enforceable by any party hereto notwithstanding any change hereafter enacted or adopted (whether by ordinance, resolution, initiative, or any other means) in any applicable general plan, specific plan, zoning ordinance, subdivision ordinance, or any other land use ordinance or building ordinance, resolution or other rule, regulation or policy adopted by City that changes, alters or amends the rules, regulations and policies applicable to the development of the Project Site at the time of the approval of this Agreement as provided by California Government Code Section 65866. Section 14.04. Other Necessary Acts. Each party shall execute and deliver to the other all such other further instruments and documents as may be reasonably necessary to carry out the Project Approvals and this Agreement and to provide and secure to the other party the full and complete enjoyment of its rights and privileges hereunder. Section 14.05. Severability. If any term or provision of this Agreement, or the application of any term or provision of this Agreement to a particular situation, is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining terms and provisions of this Agreement, or the application of this Agreement to other situations, shall continue in full force and effect unless amended or modified by mutual consent of the parties. Notwithstanding the foregoing, if any provision of this Agreement, or the application of such provision to a particular situation, is held to be invalid, void or unenforceable, and such provision deprives a party hereto of an essential benefit of its bargain hereunder, then such party so deprived shall have the option to terminate this Agreement by providing written notice of such termination to the other party. Section 14.06. Construction. Each reference in this Agreement to this Agreement or any of the Project Approvals shall be deemed to refer to the Agreement or Project Approval as it may be amended from time to time, whether or not the particular reference refers to such possible amendment. Section headings in this Agreement are for convenience only and are not intended to be used in interpreting or construing the terms, covenants, or conditions of this Agreement. This Agreement has been reviewed and revised by legal counsel for both City and Developer, and no presumption or rule that ambiguities shall be construed against the drafting party shall apply to the interpretation or enforcement of this Agreement. Section 14.07. Other Miscellaneous Terms. The singular shall include the plural; the masculine gender shall include the feminine; “shall” is mandatory; “may” is permissive; and “days” means calendar days unless specifically provided otherwise. If there is more than one signer of this Agreement, the signer obligations are joint and several. Section 14.08. Covenants Running with the Land. During the term of this Agreement and except as provided in Section 3.03(d), all of the provisions contained in this Agreement shall be binding upon the parties and their respective heirs, successors and assigns, representatives, lessees, and all other persons acquiring all or a portion of the Project Site, or any interest therein, whether by operation of law or in any manner 46 2236258.2 BN 17324805v2 BN 17324805v2 35 whatsoever. All of the provisions contained in this Agreement shall be enforceable as equitable servitudes and shall constitute covenants running with the land pursuant to California law including, without limitation, Civil Code Section 1468. Each covenant herein to act or refrain from acting is for the benefit of or a burden upon the Project, as appropriate, runs with the Project Site and is binding upon the owner of all or a portion of the Project Site and each successive owner during its ownership of such property. Section 14.09. Notices. Any notice or communication required hereunder between City or Developer must be in writing, and may be given either personally, by telefacsimile (with original forwarded by regular U.S. Mail) by registered or certified mail (return receipt requested), or by Federal Express or other similar courier promising overnight delivery. If personally delivered, a notice shall be deemed to have been given when delivered to the party to whom it is addressed. If given by facsimile transmission, a notice or communication shall be deemed to have been given and received upon actual physical receipt of the entire document by the receiving party’s facsimile machine. Notices transmitted by facsimile after 5:00 p.m. on a normal business day or on a Saturday, Sunday or holiday shall be deemed to have been given and received on the next normal business day. If given by registered or certified mail, such notice or communication shall be deemed to have been given and received on the first to occur of (i) actual receipt by any of the addressees designated below as the party to whom notices are to be sent, or (ii) five (5) days after a registered or certified letter containing such notice, properly addressed, with postage prepaid, is deposited in the United States mail. If given by Federal Express or similar courier, a notice or communication shall be deemed to have been given and received on the date delivered as shown on a receipt issued by the courier. Any party hereto may at any time, by giving ten (10) days written notice to the other party hereto, designate any other address in substitution of the address to which such notice or communication shall be given. Such notices or communications shall be given to the parties at their addresses set forth below: If to City, to: City Manager City of South San Francisco 400 Grand Avenue South San Francisco, CA 94080 Phone: (650) 877-8500 Fax: (650) 829-6609 With a Copy to: Meyers Nave 575 Market Street, Suite 2050 San Francisco, CA 94105 Attn: Steven T. Mattas, City Attorney Phone: (415) 421-3711 Fax: (415) 421-3767 47 2236258.2 BN 17324805v2 BN 17324805v2 36 If to Developer, to: Jonathan Bergschneider HCP Life Science Estates, Inc. 400 Oyster Point Boulevard, Suite 409 South San Francisco, CA 94080 With a Copy to: Legal Department HCP, Inc. 3760 Kilroy Airport Way, Suite 300 Long Beach, CA 90806 Section 14.10. Entire Agreement, Counterparts and Exhibits. This Agreement is executed in two (2) duplicate counterparts, each of which is deemed to be an original. This Agreement consists of 37 pages and seven (7) exhibits which constitute in full, the final and exclusive understanding and agreement of the parties and supersedes all negotiations or previous agreements of the parties with respect to all or any part of the subject matter hereof. All waivers of the provisions of this Agreement shall be in writing and signed by the appropriate authorities of City and the Developer. The following exhibits are attached to this Agreement and incorporated herein for all purposes: (a) Exhibit A: Legal Description of Project Site (b) Exhibit B: Diagram of Project Site (c) Exhibit C: Phase I and II Improvements (d) Exhibit D: Phase I Precise Plan (e) Exhibit E and Exhibit E--1: Applicable Fees, Exactions and Assessments. (f) Exhibit F: Assignment and Assumption of Rights and Obligations Form (g) Exhibit G: Public Access Trail/Bike Path and Easement Section 14.11. Recordation of Development Agreement. Pursuant to California Government Code Section 65868.5, no later than ten (10) days after City enters into this Agreement, the City Clerk shall record an executed copy of this Agreement in the Official Records of the County of San Mateo. IN WITNESS WHEREOF, this Agreement has been entered into by and between Developer and City as of the day and year first above written. SIGNATURES ON NEXT PAGE 48 2236258.2 BN 17324805v2 BN 17324805v2 37 49 2236258.2 BN 17324805v2 BN 17324805v2 38 CITY CITY OF SOUTH SAN FRANCISCO, a municipal corporation By:_______________________________ Name:____________________________ City Manager ATTEST: By: ___________________________ City Clerk APPROVED AS TO FORM: By: ___________________________ City Attorney DEVELOPER HCP OYSTER POINT III LLC, a Delaware limited liability company By: [insert] By:______________________________ Name:____________________________ Its:_______________________________ 50 BN 17324805v2 BN 17324805v2 Exhibit A Legal Description of Project Site 51 BN 17324805v2 BN 17324805v2 Exhibit B Diagram of Project Site 52 BN 17324805v2 BN 17324805v2 Exhibit C Phase I and II Improvements 53 BN 17324805v2 BN 17324805v2 Exhibit D Phase I Precise Plan 54 BN 17324805v2 BN 17324805v2 Exhibit E Applicable Law 55 BN 17324805v2 BN 17324805v2 Exhibit E-1 Fees, Exactions and Assessments 56 BN 17324805v2 BN 17324805v2 Exhibit F Assignment and Assumption of Rights and Obligations Form 57 BN 17324805v2 BN 17324805v2 Exhibit G Public Access Trail/Bike Path and Easement 58 Attachment 3 Planning Commission Documents A. Draft Minutes of November 20, 2014 Planning Commission Meeting B. Resolution 2751-2014 – Amended DA Resolution (no attachments) 59 EXCERPT FROM 11-20-14 PLANNING COMMISSION MEETING MINUTES Vice Chairperson Wong opened the public hearing and called for the staff report. Senior Planner Gross presented a brief staff report, explaining that the original Britannia Cove at Oyster Point project was reviewed by the Planning Commission in November 2013 and was approved by the City Council in February 2014. After obtaining entitlements for the project, the applicant identified a potential hotel developer who is proposing a hotel project they believe is in keeping with the City’s vision for the location. To allow the proposed hotel to move forward, the applicant is requesting modifications to the Development Agreement that would allow the identified hotel client to be located within the project site. Senior Planner Gross noted that if the Amendment was to be adopted the applicant will then submit a precise plan application for the overall hotel development, for which the Planning Commission would have approval authority. Chairperson Martin arrived to the meeting at 7:08pm and made a public apology for being late. John Bergschneider, Executive Vice President of HCP Life Science Estates, explained that at the February 2014 City Council meeting, the Development Agreement was modified to require a full-service hotel rather than a select-service hotel. In April 2014, HCP conducted a broad Request for Proposal process which included direct hotel brands, franchisees and owners, developers, contractors and consultants that specialize in the hospitality industry. None of the proposals received fulfilled all of the requirements, but one proposal for an up- scale boutique business service hotel stood out to HCP, resulting in the proposed amendments to the Development Agreement. Mr. Bergschneider introduced Steve Peters and Joe Viera of OTO Development, the potential hotel developer. Steve Peters gave a presentation stating they were a national hotel company that owns/operates 51 hotels across the country, primarily on the coasts. He further stated that the South San Francisco market for hotels is currently one of the strongest hotel markets in the Bay Area. He presented rough concept design plans for the site, and outlined the “AC by Marriott” business approach, noting that they believed this brand would be ideal for the proposed site. There being no speakers the public hearing was closed. Commission questions/comments:  Commission inquired if the reduction in the total number of hotel rooms would have an impact on the size of the proposed parking garage. Senior Planner Gross replied that the parking garage did not provide parking for the hotel, and therefore no changes would be necessary.  Commission asked for clarification from staff regarding the preference between up- scale business service hotel or full-service hotel and whether the full-service option is being removed from the project. Senior Planner Gross stated the proposed 60 revision would still allow for a Full-Service hotel on the site, but the requested revisions would not require that level of service.  Commission stated that the applicant presentation, including the proposed conceptual drawings, alleviated their concerns related to changing the requirement for a full-service hotel.  Commission inquired about how OTO Development determines their financial projections. Steve Peters answered that a service called Smith Travel Research provides data on specific hotels on the market, including rates and occupancy the hotels are achieving in the area; combination of new supply and increases in demand with office spaces; and air travel to SFO Airport. With this data, they project how a hotel will perform for 3-5 years. OTO Development also uses reports from PKF consulting firm that estimates performance long term. He also mentioned the need to find the right size hotel and they feel the reduction to a 185 room hotel would be appropriate.  Commission inquired about the development time-line. Steve Peters replied that the hope is to start construction within a year.  Commission inquired on the applicability of the revised language if the proposed developer did not ultimately build on this site. Senior Planner Gross confirmed that the Amended DA would be applicable to any development on the site, regardless of the specific developer.  Commission was very impressed with the project.  Commission asked that the applicant use the local trades and businesses.  Commission asked about the in and out traffic pattern. John Bergschneider responded that the primary entrance to the R&D/Office campus will be from the intersection of Gateway and Oyster Point Blvds and that the primary entrance for the hotel will be from Veterans Blvd.  Commission asked about the biggest competitors for hotels. Steve Peters responded Aloft in Millbrae was the closest example, but still quite different from the proposed hotel.  Commission expressed concern with the type of food service at the hotel restaurant regarding convenience. Steve Peters stated that a variety of foods and food service would be provided 24 hrs.  Commission inquired on the average hotel stay for this type of hotel. Steve Peters replied it is 1-3 days.  Commission questioned about proposed signage. Senior Planner Gross stated that signage will be included with the Precise Plan submittal.  Commission recommended a shuttle to take visitors to the Downtown. Steve Peters stated that there is a plan to have shuttles. Motion--Commissioner Zemke/Second--Commissioner Khalfin: to adopt a Resolution recommending the City Council adopt an Ordinance approving the proposed First Amendment to the Development Agreement. Approved by unanimous roll call vote (7-0). 61 RESOLUTION NO. 2751-2014 PLANNING COMMISSION, CITY OF SOUTH SAN FRANCISCO STATE OF CALIFORNIA A RESOLUTION RECOMMENDING THAT THE CITY COUNCIL ADOPT AN ORDINANCE APPROVING THE FIRST AMENDMENT TO THE DEVELOPMENT AGREEMENT FOR THE DEVELOPMENT OF A 20.1 ACRE SITE FOR THE BRITANNIA COVE AT OYSTER POINT PROJECT IN THE BAY WEST COVE SPECIFIC PLAN DISTRICT. WHEREAS, HCP Oyster Point III, LLC (“Owner” or “Applicant”) owns property commonly known as Planning Area 1 of the Bay West Cove Specific Plan, and located at the northern terminus of Gateway Boulevard; and, WHEREAS, on February 26, 2014, after conducting all proceedings and making all findings necessary for the valid adoption and execution of a development agreement for the Property in accordance with Government Code Sections 65864 through 65869.5, the California Environmental Quality Act (“CEQA”), and Chapter 19.60 of the Municipal Code, the City Council adopted Ordinance No. 1483-2014, approving and adopting a development agreement for the property at 101 Oyster Point Boulevard (“Property”); and, WHEREAS, on June 6, 2014, Applicant and City entered into a certain Development Agreement for the Britannia Cove at Oyster Point Project to permit the development of the Property with an office/research and development (“R&D”) campus, commercial, hotel, and recreational open space uses (“Project”), as approved and adopted by the City Council; and, WHEREAS, Applicant has submitted a First Amendment to the Development Agreement to the City to allow modifications to the hotel development within the Project; and, WHEREAS, the City Council certified an Subsequent Environmental Impact Report (“SEIR”) on February 12, 2014 (State Clearinghouse number 1996-092081) in accordance with the provision of the California Environmental Quality Act (Public Resources Code, §§ 21000, et seq., “CEQA”) and CEQA Guidelines, which analyzed the potential environmental impacts of the Project; and, WHEREAS, the modifications to the hotel development contemplated in the First Amendment to the Development Agreement are minor in nature, the approval of which would not result in any new significant environmental effects or a substantial increase in the severity of any previously identified effects beyond those disclosed and analyzed in the SEIR certified by City Council, nor does the First Amendment to the Development Agreement constitute a change in the Project or change in circumstances that would require additional environmental review. NOW, THEREFORE, BE IT RESOLVED that based on the entirety of the record before it, which includes without limitation, the California Environmental Quality Act, Public 62 Resources Code §21000, et seq. (“CEQA”) and the CEQA Guidelines, 14 California Code of Regulations §15000, et seq.; the South San Francisco General Plan and General Plan EIR; the South San Francisco Municipal Code; the Project applications; the 1997 Bay West Cove Commercial Project EIR, including the Draft and Final EIR and all appendices thereto; the 2000 Bay West Cove Commercial Project Supplemental EIR, including the Draft and Final EIR and all appendices thereto; the Britannia Cove at Oyster Point Precise Plan Subsequent EIR, including the Draft and Final SEIR and all appendices thereto; all site plans, and all reports, minutes, and public testimony submitted as part of the Planning Commission’s duly noticed November 20, 2014 meeting; and any other evidence (within the meaning of Public Resources Code §21080(e) and §21082.2), the Planning Commission of the City of South San Francisco hereby finds as follows: A. General Findings 1. The foregoing recitals are true and correct. 2. The Exhibit attached to this Resolution, the proposed First Amendment to the Development Agreement (Exhibit A), is incorporated by reference and made a part of this Resolution, as if set forth fully herein. 3. The documents and other material constituting the record for these proceedings are located at the Planning Division for the City of South San Francisco, 315 Maple Avenue, South San Francisco, CA 94080, and in the custody of Chief Planner, Susy Kalkin. B. Development Agreement 1. The Owner and City have negotiated a First Amendment to the Development Agreement (“First Amendment”) pursuant to Government Code section 65864 et seq. The First Amendment, in conjunction with the Development Agreement, attached hereto as Exhibit A, sets forth the duration, property, project criteria, and other required information identified in Government Code section 65865.2. Based on the findings in support of the Project, the Planning Commission finds that the First Amendment, in conjunction with the Development Agreement, vesting a project for a campus-style development of office and R&D buildings and a hotel, is consistent with the objectives, policies, general land uses and programs specified in the South San Francisco General Plan, the Bay West Cove Specific Plan, and any applicable zoning regulations. 2. The First Amendment, in conjunction with the Development Agreement is compatible with the uses authorized in, and the regulations prescribed for the land use district in which the real property is located. The subject site is suitable for the type and intensity of the land use being proposed. The General Plan specifically contemplates the proposed type of project and the suitability of the site for development was analyzed thoroughly in the 63 environmental document prepared for the Project. 3. The First Amendment, in conjunction with the Development Agreement is in conformity with public convenience, general welfare and good land use practice in that the project will implement land use guidelines set forth in the General Plan and the Bay West Cove Specific Plan which have planned for campus-style development of office and R&D buildings and a hotel at this location. 4. The First Amendment, in conjunction with the Development Agreement will not be detrimental to the health, safety and general welfare because the project will proceed in compliance with all of the policies and programs specified in the General Plan and the Bay West Cove Specific Plan and in compliance with all applicable zoning, subdivision, and building regulations of the City of South San Francisco. 5. The First Amendment, in conjunction with 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 the Bay West Cove Specific Plan. NOW, THEREFORE, BE IT FURTHER RESOLVED that the Planning Commission of the City of South San Francisco recommends that the City Council adopt an ordinance approving the proposed First Amendment to the Development Agreement between the City of South San Francisco and HCP Oyster Point III, LLC (attached as Exhibit A). BE IT FURTHER RESOLVED that this Resolution shall become effective immediately upon its passage and adoption. * * * * * * * I hereby certify that the foregoing resolution was adopted by the Planning Commission of the City of South San Francisco at the regular meeting held on the 20th day of November, 2014 by the following vote: AYES: Chairperson Martin, Vice Chairperson Wong, Commissioner Giusti, Commissioner Khalfin, Commissioner Ochsenhirt, Commissioner Ruiz and Commissioner Zemke NOES: ABSTENTIONS: ABSENT: Attest: /s/Susy Kalkin Susy Kalkin Secretary to the Planning Commission 64 Attachment 4 Conceptual Drawings by OTO Development 65 AC HOTEL S. SAN FRANCISCO November 14,2014 FACADE STUDY 66 FACADE STUDY | NOVEMBER 14, 2014 AC HOTEL S. SAN FRANCISCO SITE LOCATION 1257+NORTH SITE 67 FACADE STUDY | NOVEMBER 14, 2014 AC HOTEL S. SAN FRANCISCO STRONG AXIAL RELATIONSHIP TO THE ADJACENT BODY OF WATER SIMPLE, MEMORABLE, ICONIC FORM REFLECTION AS AN IMPORTANTPART OF THE ARCHITECTURESIMPLE FORM, STRONG AXIS CONCEPT DIAGRAMS 68 FACADE STUDY | NOVEMBER 14, 2014 AC HOTEL S. SAN FRANCISCO SIX-STORIES PORTAL EXPRESSION ON FACADE PRECEDENT: AC HOTELS, BARCELONA, SPAIN PRECEDENT: AC HOTELS, ALICANTE, SPAIN 69 FACADE STUDY | NOVEMBER 14, 2014 AC HOTEL S. SAN FRANCISCO VIEW FROM THE BAY 70 FACADE STUDY | NOVEMBER 14, 2014 AC HOTEL S. SAN FRANCISCO VIEW FROM NORTH 71 72 FACADE STUDY | NOVEMBER 14, 2014 AC HOTEL S. SAN FRANCISCO AERIAL VIEW FROM NORTH 73 FACADE STUDY | NOVEMBER 14, 2014 AC HOTEL S. SAN FRANCISCO VIEW FROM SOUTH 74 AC HOTEL S. SAN FRANCISCO November 18, 2014 FACADE STUDY-ENTRANCE EXPERIENCE 75 REVISED CONCEPT | NOVEMBER 7, 2014 AC HOTEL S. SAN FRANCISCO FACADE CONCEPTS More opague facades (while maintaining ample view out from guest rooms) Full glass facades facing courtyard. High performance (hence reflective) glazing to ensure privacy in guest rooms while channeling sunlight into courtyard below. PEARL OYSTER: Rough exterior, smooth glossy interior surface. FULL HEIGHT GLAZING: Glossy, hard surfaces. Reflection visually enlarges space. SOLID FACADES: Energy efficient and cost effective. Focus on lower floors. Allocate higher budget here. East facade facing water Far viewing distance Close viewing distance 76 REVISED CONCEPT | NOVEMBER 7, 2014 AC HOTEL S. SAN FRANCISCO ENTRANCE OUTDOOR LOUNGE CONCEPT Entrance width on plan Enlarged entrance expression INSPIRATION: Oyster reef ABSTRACTION: Corian screen Varied conditions based on functions behind the wall SOLID WALL Located at mechanical room areas. Mirrored glass layered behind Corian screen; reflections give the illusion of space behind the screen. FOOR TO CEILING GLAZING Located at lobby area. Corian screens in fixed perpendicular position; enhanced indoor- outdoor relationship. FOOR TO CEILING GLAZING Screens add interests and increase privacy where needed. COURTYARD PARTITIONS Pivoted screen doors kept in open position during open hours. COURTYARD PARTITIONS Pivoted screen doors closed for security and private events. 77 REVISED CONCEPT | NOVEMBER 7, 2014 AC HOTEL S. SAN FRANCISCO VIEW FROM VEHICLE Lower floors are more visible than upper floors when approaching the hotel. Emphasis on the entrance. 78 REVISED CONCEPT | NOVEMBER 7, 2014 AC HOTEL S. SAN FRANCISCO VIEW FROM SOUTH Over-sizes entrance expression with outdoor lounge enhances sense of arrival. 79 REVISED CONCEPT | NOVEMBER 7, 2014 AC HOTEL S. SAN FRANCISCO VIEW FROM SOUTH WEST Full-height glazing creates focal point and brightens the space by reflecting daylight and sunlight into the courtyard. 80 REVISED CONCEPT | NOVEMBER 7, 2014 AC HOTEL S. SAN FRANCISCO HOTEL DROP-OFF Outdoor lounge at drop-off 81 REVISED CONCEPT | NOVEMBER 7, 2014 AC HOTEL S. SAN FRANCISCO VIEW OF ENTRANCE Screens in open position. Direct view into courtyard. Screens in close position; privacy for events. 82 REVISED CONCEPT | NOVEMBER 7, 2014 AC HOTEL S. SAN FRANCISCO AERIAL VIEW FROM WEST 83 Staff Report DATE: December 10, 2014 TO: Mayor and City Council FROM: Alex Greenwood, Director of Economic and Community Development SUBJECT: AN ORDINANCE MAKING MODIFICATIONS TO THE SOUTH SAN FRANCISCO ZONING CODE RELATED TO TEMPORARY SIGNS WITHIN THE TERRABAY SPECIFIC PLAN ZONING DISTRICT Case Nos.: P07-0136: ZA14-0007 RECOMMENDATION It is recommended that the City Council follow the Planning Commission’s recommendation and introduce an Ordinance making modifications to the South San Francisco Zoning Code related to temporary signs within the Terrabay Specific Plan zoning district, and waive further reading. BACKGROUND/ DISCUSSION As follow-up to a study session request by the City Council on September 24, 2014, staff has prepared a specific zoning amendment recommendation for changes to the Terrabay Specific Plan District zoning regulations regarding temporary signs. The City Council indicated support for revised temporary sign regulations that could improve visibility to vehicular and pedestrian traffic based on the unique location of the Centennial Towers commercial development. Currently, all signage applications are regulated by the City’s Zoning Ordinance according to standards based on location and type. Since the City Council would like to allow flexibility for current or future tenants’ temporary signage needs within the commercial district of the Terrabay Specific Plan District, staff is recommending that additional language be introduced to allow the Chief Planner discretion for approval of unique temporary signage requests that exceed the technical requirements under Chapter 20.360 (Signs). Current Regulations The City’s Zoning Ordinance currently regulates all signs within the Terrabay Specific Plan District. Temporary Signs are regulated based on the following standards, and require a sign permit that is reviewed and approved by the Chief Planner: Any temporary sign, banner, balloon, pennant, valance or advertising display constructed of cloth, canvas, light fabric, cardboard, wallboard or other light materials, with or without frames for any event of limited duration including, but not limited to, entertainment, sporting events, elections, construction, sales of goods, and real estate sales and rental may be erected and located in accordance with the following standards: Staff Report Subject: Zoning Code Amendment – Terrabay Temporary Sign Regulations Date: December 10, 2014 Page 2 of 4 1. Maximum Total Temporary Sign Area. a. Residential. Six square feet, no portion of which may be higher than seven feet above existing grade. b. Nonresidential. 24 square feet, no portion of which may be higher than 10 feet above existing grade. 2. Distance between Signs. Minimum two feet. 3. Time Limits. Temporary signs shall be removed within 30 days after they are placed, erected or installed, or 15 calendar days after the conclusion of the event to which they relate occurs, whichever is later. The Chief Planner may, for good reason, grant an extension of up to 45 days based on the sign owner’s written application. In no case shall a temporary sign remain in place for more than 90 days or be allowed more than twice per year. Depending on the type of temporary sign proposed, further standards within Chapter 20.360 (Signs) regulate the appropriate height, clearance, and projection as appropriate. For instance, a wall banner cannot be placed higher than the second story, cover more than 75% of the building’s wall length, or project further than 12” from the face of the building. Banners are the most common type of temporary sign and are typically utilized by a business while their permanent sign is under construction or review, or to highlight a special sale or event. In the case of the Terrabay Commercial District, the existing limit of 24 SF for a temporary wall banner and height limits have made it challenging for new tenants to advertise their location. Proposed Revisions Because the current Terrabay Specific Plan District zoning does not specifically address permanent or temporary signage requirements, the Zoning Ordinance’s Chapter 20.360 (Signs) governs signs within the Terrabay Specific Plan District. In order to address the City Council’s concerns, staff has recommended a focused Zoning Text Amendment that would revise Chapter 20.240 (Terrabay Specific Plan District) to include a new section for Temporary Signage under the “Commercial District Regulations.” Accordingly, staff proposes that a new subsection be added to Section 20.240.013 to read as follows: F. Temporary Signs. Any sign designed or intended to be temporarily mounted or displayed, and that is not intended for permanent or long-term use as defined by Chapter 20.360. If the proposed temporary sign does not conform to the technical standards of Chapter 20.360, but nonetheless accomplishes the design purposes of Chapter 20.360, the Chief Planner may approve an application for a temporary sign placement provided the following standards are met: 1. Any development within the Commercial District is eligible for a temporary sign placement at a height no greater than the maximum height of the existing structure, subject to compliance with Building Division requirements. 2. The allowable size of temporary signs shall be reviewed in the context of providing the smallest sized signage that adequately conveys the intended message, as determined by the Chief Planner, and shall generally not exceed 200 square feet. Any proposed sign should be consistent with surrounding signage and design. The size, depth, durability of material and other design features of the proposed temporary sign shall be reviewed for consistency with the City’s design standards in Chapter 20.360, as applicable. Staff Report Subject: Zoning Code Amendment – Terrabay Temporary Sign Regulations Date: December 10, 2014 Page 3 of 4 3. Temporary signs shall be removed within 30 days after they are placed, erected or installed, or 15 calendar days after the conclusion of the event to which they relate occurs, whichever is later. The Chief Planner may, for good reason, grant an extension of up to 45 days based on the sign owner’s written application. In no case shall a temporary sign remain in place for more than 90 days or be allowed more than twice per year. 4. All temporary signs shall be maintained appropriately or will be subject to removal at the applicant’s expense. 5. Property Management authorization for the proposed sign shall be submitted with the application. Benefits to the Zoning Amendment This new section would allow the Chief Planner discretion to approve temporary signage requests within the Terrabay Specific Plan District commercial development area that would not otherwise be allowed under the current temporary sign regulations, but nonetheless achieve the design purposes of the City’s sign ordinance regulations. This could include unique signs that exceed size or location standards and these applications would be reviewed on a case-by-case basis by the Chief Planner for consistency with the purposes of the Zoning Code chapter regulating signs. If necessary, the sign proposals could be referred to the Design Review Board for evaluation prior to the Chief Planner’s determination. The logic behind this proposal is that given the unique and somewhat isolated location of the Terrabay commercial district, sign advertisement options have limited impact given the lower pedestrian density and high speed vehicular traffic. The types of temporary signage that are effective in traditional commercial corridors are less effective for the Terrabay commercial district location. The proposed Zoning Amendment would only apply to commercial development within the Terrabay Specific Plan District; furthermore, permanent sign regulations would not change and would be enforced for all existing and future tenants. PLANNING COMMISSION At the November 20, 2014 Planning Commission public hearing, the Planning Commission reviewed the proposed zoning amendment and unanimously recommended that the City Council adopt the proposed legislation. The Planning Commission resolution and draft minutes of the Commission meeting are attached to this staff report. GENERAL PLAN CONSISTENCY Although the proposed zoning amendment would change some performance standards for temporary signage within the Terrabay Specific Plan District, the amendments are nonetheless consistent with the General Plan because they would not alter the permitted uses or operation of uses in the commercial district in a manner that is inconsistent with the General Plan. The proposed text amendments will remain consistent with the City’s General Plan vision for community and economic development and will not impede achievement of any of the goals, policies, or land use designations established in the General Plan. ORDINANCE NO. ________ CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO STATE OF CALIFORNIA AN ORDINANCE MAKING MODIFICATIONS TO THE SOUTH SAN FRANCISCO ZONING CODE RELATED TO TEMPORARY SIGNS WITHIN THE TERRABAY SPECIFIC PLAN ZONING DISTRICT WHEREAS, in July of 2010, the City Council for the City of South San Francisco (“City”) adopted a comprehensive update to the City’s zoning ordinance, which repealed the then-existing Title 20 of the South San Francisco Municipal Code, and replaced it with an entirely new Title that, among other actions, established new zoning districts, revised and reformatted many then-existing zoning provisions, eliminated inconsistent and outdated provisions, and codified entirely new zoning provisions, including new land use regulations and development standards (“Zoning Ordinance Update”); and, WHEREAS, since adoption of the Zoning Ordinance Update in July 2010, the City has identified areas of the Zoning Ordinance that require refinement, clarification, and/or correction; and, WHEREAS, the City’s Zoning Ordinance establishes a “Terrabay Specific Plan District”; and, WHEREAS, in recognition of the unique location of the commercial district within the Terrabay Specific Plan commercial district, and in an effort to promote General Plan economic development policies within this important commercial district; and WHEREAS, the Zoning Ordinance Amendment will provide flexibility to the type, size, and location of temporary signs for commercial district tenants that meet certain design standards within the Terrabay Specific Plan District, which will achieve economic development goals; and WHEREAS, the Zoning Ordinance Update was adopted after preparation, circulation, consideration, and adoption of an Initial Study/Negative Declaration (“IS/ND”) in accordance with the California Environmental Quality Act, Public Resources Code Sections 21000, et seq. (“CEQA”), which IS/ND analyzed the environmental impacts of adopting the Zoning Ordinance Update and concluded that adoption of the Zoning Ordinance Update could not have a significant effect on the environment because none of the impacts required to be analyzed under CEQA would exceed established thresholds of significance; and WHEREAS, the refinements, clarifications, and/or corrections set forth in this Zoning Ordinance Amendment, as they relate to the Terrabay Specific Plan District, are minor in nature, the adoption of which would not result in any new significant environmental effects or a substantial increase in the severity of any previously identified effects beyond those disclosed 1 and analyzed in the IS/ND prepared and circulated for the Zoning Ordinance Update, nor do the refinements, clarifications, and/or corrections constitute a change in the project or change in circumstances that would require additional environmental review. NOW, THEREFORE, BE IT ORDAINED that based on the entirety of the Record before it, as described below, the City Council of the City of South San Francisco does hereby ORDAIN as follows: SECTION I. FINDINGS. Based on the entirety of the record as described above, the City Council for the City of South San Francisco hereby makes the following findings: A. General Findings. 1. The foregoing recitals are true and correct and made a part of this Ordinance. 2. The Record for these proceedings, and upon which this Ordinance is based, includes without limitation, Federal and State law; the California Environmental Quality Act (Public Resources Code §§ 21000, et seq. (“CEQA”)) and the CEQA Guidelines (14 California Code of Regulations § 15000, et seq.); the South San Francisco 1999 General Plan and General Plan Environmental Impact Report, including the 2001 updates to the General Plan and 2001 Supplemental Environmental Impact Report; the South San Francisco Municipal Code; the Initial Study and Negative Declaration prepared for the Zoning Ordinance Update, including all written comments received; all reports, minutes, and public testimony submitted as part of the Planning Commission's duly noticed meeting on November 20, 2014; all reports, minutes, and public testimony submitted as part of the City Council's duly noticed meeting on December 10, 2014; and any other evidence (within the meaning of Public Resources Code §21080(e) and §21082.2). 3. The documents and other material constituting the record for these proceedings are located at the Planning Division for the City of South San Francisco, 315 Maple Avenue, South San Francisco, CA 94080, and in the custody of Chief Planner, Susy Kalkin. B. Zoning Amendment Findings 1. The proposed zoning amendments are consistent with the adopted General Plan because, although the proposed amendments would change the performance standards for temporary signage in the Terrabay Specific Plan District, the zoning amendments would not otherwise alter the permitted uses or operation of uses in the commercial district that would be inconsistent with the General Plan designation as Business Commercial. The proposed text amendments will remain consistent with the City’s General Plan vision for community and economic development and will not impede achievement of any of the goals, policies, or land use designations established in the General Plan. 2 2. The proposed zoning amendments would only affect temporary signage within the commercial district of the Terrabay Specific Plan District and have been designed to be appropriate for the specific area. No new permanent uses would be permitted, and accordingly all affected properties within the zoning district would generally be suitable in terms of access, size of parcel, relationship to similar or related uses, and other considerations deemed relevant by the Planning Commission and City Council. 3. The proposed zoning amendments would not be detrimental to the use of land in any adjacent zone because the proposed change would only affect temporary signage that would be temporary in nature. Performance standards have been introduced to adequately provide for appropriate design standards for any temporary signage proposal so that adjacent properties in other zoning districts are not substantially impacted. SECTION II. AMENDMENTS. The City Council hereby amends the following sections of the South San Francisco Municipal Code to read as follows (with text in strikeout indicating deletion and double underline indicating addition). Sections and subsections that are not amended by this Ordinance are not included below, and shall remain in full force and effect. A. Revise Section 20.240.013 “Commercial District Regulations” as follows: 20.240.013 Commercial District Regulations The following special regulations shall apply to the development within the Terrabay commercial district shown on Figure 20.240.001, Terrabay Specific Plan District. A. Building Height Limits. 1. The North Tower shall not exceed 360 feet above mean sea level and the South Tower shall not exceed 275 feet above mean sea level. The parking structure shall not exceed 160 feet above mean sea level. 2. Height is measured from the top of the uppermost parapet down to finished grade at the point below or directly parallel to that point where the exterior façade of the building intersects the finished grade from mean sea level. B. Entry/Exit Drive. A privately maintained entry drive shall be constructed to serve the Terrabay commercial district. The drive shall have an 88-foot right-of-way at the intersection of Airport Boulevard which will accommodate two inbound lanes, three outbound lanes and a median. The additional right of way will also accommodate an additional outbound lane if warranted by the circulation monitoring required by the 2005 SEIR and 2006 Addendum. C. Internal Intersection. The first internal inbound driveway shall include a minimum of 52 feet of right-of-way to accommodate two inbound traffic lanes and the potential for an additional 3 exclusive right turn and left turn lane pocket. The outbound portion of the driveway shall include a minimum of 48 feet of right-of-way to accommodate three outbound lanes of traffic and the potential for an additional lane should circulation monitoring warrant the addition of the lane. D. Roadway Improvements. In keeping with the requirements of the Terrabay specific plans and development agreements, development in the Terrabay commercial district shall proceed only to the extent that the project sponsor improves the adjacent roadways in accordance with the Terrabay specific plan. Adjacent roadways are not able to carry the traffic generated by each phase of the development if the public improvements identified in the Terrabay specific plan as necessary for each phase are not constructed concurrently with that phase. E. Parking Requirements—Office. 1. A parking capacity of 1,952 cars in striped stalls is required based upon the parking requirements of 2.74 spaces per 1,000 gross square feet of floor area as set forth in the final Terrabay specific plan. Parking shall be provided as follows: a. Valet or similar assisted parking services shall not be used in the surface parking lot. b. Valet or similar assisted parking services shall be used during special events and or during peak seasons in the parking structures. 2. Striped stalls in the parking structures shall measure eight and one-half feet in width and 18 feet in length and otherwise meet the requirements of Chapter 20.330 (“On-Site Parking and Loading”). Parking adjacent to columns shall be nine feet in width. 3. Striped stalls in the surface lots shall measure a minimum of eight and one-half feet in width and 18 feet in length. Two feet of the required 18 feet may overhang in a landscape area provided that the area is a minimum of six feet in width and the overhang does not interfere with shrub or tree growth. Parallel parking shall measure eight and one-half feet in width and 20 feet in length with four feet of separation between the spaces. 4. Parking and parking services, including valet or similar assisted parking services and the size of striped parking for van pool, car pool, shuttle bus and motorcycle parking shall conform to the requirements of the TDM program identified in the final Terrabay specific plan and 20.350, On-Site Parking and Loading. 5. A childcare drop-off and pickup area shall be provided that is protected from the flow of traffic and does not impede the flow of traffic. F. Temporary Signs. Any temporary sign designed or intended to be temporarily mounted or displayed, and that is not intended for permanent or long-term use as defined by South San Francisco Municipal Code Section 20.360.006(Q). If the proposed temporary sign does not conform to the technical standards of Chapter 20.360, but nonetheless accomplishes the 4 design purposes of Chapter 20.360, the Chief Planner may approve an application for a temporary sign placement provided the following standards are met: 1. Any development within the Commercial District is eligible for a temporary sign placement at a height no greater than the maximum height of the existing structure, subject to compliance with Building Division requirements. 2. The allowable size of temporary signs shall be reviewed in the context of providing the smallest sized signage that adequately conveys the intended message, as determined by the Chief Planner, and shall generally not exceed 200 square feet. Any proposed sign should be consistent with surrounding signage and design. The size, depth, durability of material and other design features of the proposed temporary sign shall be reviewed for consistency with the City’s design standards in Chapter 20.360, as applicable. 3. Temporary signs shall be removed within 30 days after they are placed, erected or installed, or 15 calendar days after the conclusion of the event to which they relate occurs, whichever is later. The Chief Planner may, for good reason, grant an extension of up to 45 days based on the sign owner’s written application. In no case shall a temporary sign remain in place for more than 90 days or be allowed more than twice per year. 4. All temporary signs shall be maintained appropriately or will be subject to removal at the applicant’s expense. 5. Property Management authorization for the proposed sign shall be submitted with the application. SECTION III. SEVERABILITY. If any provision of this Ordinance or the application thereof to any person or circumstance is held invalid or unconstitutional, the remainder of this Ordinance, including the application of such part or provision to other persons or circumstances shall not be affected thereby and shall continue in full force and effect. To this end, provisions of this Ordinance are severable. The City Council of the City of South San Francisco hereby declares that it would have passed each section, subsection, subdivision, paragraph, sentence, clause, or phrase hereof irrespective of the fact that any one or more sections, subsections, subdivisions, paragraphs, sentences, clauses, or phrases be held unconstitutional, invalid, or unenforceable. SECTION IV. PUBLICATION AND EFFECTIVE DATE. Pursuant to the provisions of Government Code Section 36933, a summary of this Ordinance shall be prepared by the City Attorney. At least five (5) days prior to the Council meeting at which this Ordinance is scheduled to be adopted, the City Clerk shall (1) publish the Summary, and (2) post in the City Clerk’s Office a certified copy of this Ordinance. Within fifteen (15) days after the adoption of this Ordinance, the City Clerk shall (1) publish the 5 summary, and (2) post in the City Clerk ’s Office a certified copy of the full text of this Ordinance along with the names of those City Council members voting for and against this Ordinance or otherwise voting. This Ordinance shall become effective thirty (30) days from and after its adoption. * * * * * * * Introduced at a regular meeting of the City Council of the City of South San Francisco, held the 10th day of December, 2014. Adopted as an Ordinance of the City of South San Francisco at a regular meeting of the City Council held the _____ day of _____________, 2014 by the following vote: AYES:_______________________________________________________________________ NOES:_______________________________________________________________________ ABSTENTIONS:_______________________________________________________________ ABSENT:_____________________________________________________________________ Attest:__________________________________ Krista Martinelli, City Clerk As Mayor of the City of South San Francisco, I do hereby approve the foregoing Ordinance this _____ day of _____________, 2014. Mayor 6 EXCERPT FROM 11-20-14 PLANNING COMMISSION MINUTES Chairperson Martin opened the public hearing and called for the staff report. Senior Planner Rozzi presented a brief staff report explaining the Zoning Text Amendment would provide additional flexibility for temporary signs within the Terrabay Specific Plan District Commercial district. There being no speakers the public hearing was closed. Commission comments/questions:  Commission questioned what type of review and permit the temporary signage would require. Senior Planner Rozzi responded that it would be a Type "A" sign application that would be reviewed and approved by the Chief Planner. Depending on the type of sign proposed, the Chief Planner would have the opportunity to defer to the Design Review Board for consideration and recommendation to the applicant. The sign permit could be allowed for a maximum of 90 days.  Commission asked if the applicant would submit a mock-up of the proposed signage. Senior Planner Rozzi stated that the application requires a site plan, rendering of the sign on the building, as well as specific sign details for construction, and would be processed through the building permit process.  Commission inquired whether the City anticipates they are going to request a sign as large as 200 SF, which is the recommended upper limit for temporary signs as part of the ordinance. Senior Planner Rozzi stated it is anticipated that for large new tenants, they may want to promote their new location, so in that instance a sign that large could be proposed. It would be reviewed against all sign development standards, however. Senior Planner Rozzi stated that for individual leasing of single commercial spaces, it is unlikely that the property management would approve a 200 SF banner or that staff would support it. The flexibility is primarily for major tenants or commercial retail uses.  Commission asked how many other commercial spaces are on the ground floor. Senior Planner Rozzi responded 2 spaces, and Chief Planner Kalkin noted there were more approved within the unbuilt second tower.  Commission expressed no issues and recognized that the building’s visibility for signage is difficult due to the location. Senior Planner Rozzi added that 200sf is the maximum advised size. He further advised that the code is written to require the smallest possible sign that adequately advertises the business.  Commission expressed concern that the building would become a billboard and asked if the signage is only relevant to the building. Senior Planner Rozzi responded that the provision doesn't speak to those concerns but the design standards and review by the Chief Planner would apply, which does not allow off-site signage. Motion--Commissioner Khalfin/Second--Commissioner Zemke: to make Findings and adopt a Resolution recommending the City Council adopt an Ordinance amending the Municipal Code related to temporary sign regulations for the Terrabay Specific Plan District. Approved by unanimous roll call vote (7-0). 7 RESOLUTION NO. 2750-2014 PLANNING COMMISSION, CITY OF SOUTH SAN FRANCISCO STATE OF CALIFORNIA A RESOLUTION RECOMMENDING MODIFICATIONS TO THE SOUTH SAN FRANCISCO ZONING CODE RELATED TO TEMPORARY SIGNS WITHIN THE TERRABAY SPECIFIC PLAN DISTRICT WHEREAS, in July of 2010, the City Council for the City of South San Francisco (“City”) adopted a comprehensive update to the City’s zoning ordinance, which repealed the then-existing Title 20 of the South San Francisco Municipal Code, and replaced it with an entirely new Title that, among other actions, established new zoning districts, revised and reformatted many then-existing zoning provisions, eliminated inconsistent and outdated provisions, and codified entirely new zoning provisions, including new land use regulations and development standards (“Zoning Ordinance Update”); and, WHEREAS, since adoption of the Zoning Ordinance in July 2010, the City has identified areas of the Zoning Ordinance that require refinement, clarification, and/or correction; and, WHEREAS, in recognition of the unique location of the Terrabay Specific Plan commercial district, and in an effort to promote General Plan economic development policies within this important commercial district; and WHEREAS, the Zoning Ordinance Amendment will provide flexibility to the type, size, and location of temporary signs for commercial district tenants that meet certain design standards within the Terrabay Specific Plan District, which will achieve economic development goals provided the proposal meets certain design standards; and WHEREAS, the Zoning Ordinance Update was adopted after preparation, circulation, consideration, and adoption of an Initial Study/Negative Declaration (“IS/ND”) in accordance with the California Environmental Quality Act, Public Resources Code Sections 21000, et seq. (“CEQA”), which IS/ND analyzed the environmental impacts of adopting the Zoning Ordinance Update and concluded that adoption of the Zoning Ordinance Update could not have a significant effect on the environment because none of the impacts required to be analyzed under CEQA would exceed established thresholds of significance; and WHEREAS, the refinements, clarifications, and/or corrections set forth in this Zoning Ordinance Amendment, as they relate to the Terrabay Specific Plan District, are minor in nature, the adoption of which would not result in any new significant environmental effects or a substantial increase in the severity of any previously identified effects beyond those disclosed and analyzed in the IS/ND prepared and circulated for the Zoning Ordinance Update, nor do the refinements, clarifications, and/or corrections constitute a change in the project or change in circumstances that would require additional environmental review; and 8 WHEREAS, on November 20, 2014 the Planning Commission for the City of South San Francisco held a lawfully noticed public hearing to solicit public comment and consider the CEQA finding and the proposed zoning ordinance amendments, take public testimony, and make a recommendation to the City Council on the project. NOW, THEREFORE, BE IT RESOLVED that based on the entirety of the record before it, which includes without limitation, the California Environmental Quality Act, Public Resources Code §21000, et seq. (“CEQA”) and the CEQA Guidelines, 14 California Code of Regulations §15000, et seq.; the South San Francisco General Plan and General Plan EIR; the South San Francisco Municipal Code; the Zoning Ordinance Text Amendments; and all reports, minutes, and public testimony submitted as part of the Planning Commission’s duly noticed November 20, 2014 meeting; and any other evidence (within the meaning of Public Resources Code §21080(e) and §21082.2), the Planning Commission of the City of South San Francisco hereby finds as follows: SECTION I FINDINGS A. General Findings 1. The foregoing recitals are true and correct and made a part of this Resolution. 2. Exhibit A attached to this Resolution, is incorporated by reference and made a part of this Resolution, as if set forth fully herein. 3. The documents and other material constituting the record for these proceedings are located at the Planning Division for the City of South San Francisco, 315 Maple Avenue, South San Francisco, CA 94080, and in the custody of Chief Planner, Susy Kalkin. B. Zoning Amendment Findings 1. The proposed zoning amendments are consistent with the adopted General Plan because although the proposed amendments would change the performance standards for temporary signage in the Terrabay Specific Plan District, the zoning amendments would not otherwise alter the permitted uses or operation of uses in the commercial district that would be inconsistent with the General Plan designation as Business Commercial. The proposed text amendments will remain consistent with the City’s General Plan vision for community and economic development and will not impede achievement of any of the goals, policies, or land use designations established in the General Plan. 2. The proposed zoning amendments would only affect temporary signage within the commercial district of the Terrabay Specific Plan District and have been designed to be appropriate for the specific area. No new permanent uses would be permitted, and accordingly all affected properties within the zoning district would generally be suitable in terms of access, size of parcel, relationship to similar or related uses, and other considerations deemed relevant by the Planning Commission and City Council. 9 3. The proposed zoning amendments would not be detrimental to the use of land in any adjacent zone because the proposed change would only affect temporary signage that would be temporary in nature. Performance standards have been introduced to adequately provide for appropriate design standards for any temporary signage proposal so that adjacent properties in other zoning districts are not substantially impacted. SECTION II RECOMMENDATION NOW, THEREFORE, BE IT FURTHER RESOLVED that the Planning Commission of the City of South San Francisco hereby makes the findings contained in this Resolution, and recommends that the City Council adopt an ordinance amending the Zoning Code, as attached hereto as Exhibit A. BE IT FURTHER RESOLVED that this Resolution shall become effective immediately upon its passage and adoption. * * * * * * * I hereby certify that the foregoing resolution was adopted by the Planning Commission of the City of South San Francisco at the regular meeting held on the 20th day of November, 2014 by the following vote: AYES: Chairperson Martin, Vice Chairperson Wong, Commissioner Giusti, Commissioner Khalfin, Commissioner Ochsenhirt, Commissioner Ruiz and Commissioner Zemke NOES: ABSTENTIONS: ABSENT: Attest: /s/Susy Kalkin Susy Kalkin Secretary to the Planning Commission 10 Staff Report DATE: December 10, 2014 TO: Mayor and City Council FROM: Alex Greenwood, Director of Economic & Community Development SUBJECT: COMPLETE STREETS - GENERAL PLAN AMENDMENT TO THE TRANSPORTATION ELEMENT, AND ASSOCIATED INITIAL STUDY- MITIGATED NEGATIVE DECLARATION EVALUATING THE ENVIRONMENTAL IMPACTS OF THE PROJECT. Address: Citywide Applicant: City of South San Francisco Case Nos.: P14-0073: GPA14-0002 & ND14-0002 RECOMMENDATION Staff recommends that the City Council take the following actions: 1. Adopt a resolution making findings and adopting a Mitigated Negative Declaration for the Complete Streets General Plan Amendment; and, 2. Adopt a resolution making findings and approving the Complete Streets General Plan Amendments. BACKGROUND / DISCUSSION In 2012, the OneBayArea Grant (OBAG) Program was created as a new funding approach that better integrates the region’s federal transportation program with California’s climate law (Senate Bill 375, Steinberg) and the Sustainable Communities Strategy. $800 million in funding through this program is shifted from the broad regional level to a more local level, with San Mateo County obtaining approximately $26 million over the current four year cycle (FYs 2012-13 through 2015- 16). Priority is given to promoting transportation investments in Priority Development Areas (PDAs) and allowing investments in bicycle and pedestrian improvements, local streets and roads preservation, and planning and outreach activities. To be eligible to receive OBAG funding during the current four year cycle, jurisdictions were required to adopt a Complete Streets Policy, which the City Council adopted in October 2012. For the OBAG funding cycle subsequent to FY 2015-16, jurisdictions are required to adopt certified housing elements and have general plans that comply with the Complete Streets Act of 2008 by January 31, 2015. Specifically, the transportation elements must be modified to "plan for a balanced, multimodal transportation network that meets the needs of all users of streets, roads, and highways for safe and convenient travel in a manner that is suitable to the rural, suburban, or urban context of the general plan. For purposes of this paragraph, ‘users of streets, roads, and highways’ mean bicyclists, children, persons with disabilities, motorists, movers of commercial goods, Staff Report Subject: Complete Streets General Plan Amendment Date: December 10, 2014 Page 2 of 5 pedestrians, users of public transportation, and seniors.” (California Government Code Section 65302(b)(2)). In an effort to assist jurisdictions with the adoption of appropriate policies, the Metropolitan Transportation Commission (MTC) provided a Model Complete Streets Policies document that included the following overriding objectives: 1. Integrate Complete Streets infrastructure and design features into street design and construction. 2. Make Complete Streets practices a routine part of everyday operations. 3. Plan and develop a comprehensive and convenient bicycle and pedestrian transportation network. 4. Promote safety of bicyclists, pedestrians, and public transportation. 5. Make public transportation an interconnected part of the transportation network. In recent years the City has adopted policy documents that address objectives 3-5 above, including the Bicycle Master Plan, Pedestrian Master Plan, Climate Action Plan, and South El Camino Real General Plan Amendments. Based on this, the proposed Complete Streets General Plan Amendments (GPA) provides recommended policy updates that will address objectives 1-2. Proposed Transportation Element Amendments The proposed General Plan Amendments to the Transportation Element include only minor changes and additions intended to integrate Complete Streets Policies into the City’s long-term planning framework. The amendments include new guiding and implementing policies that promote the Complete Streets objectives. The amendments provide a policy framework designed to support implementation of Complete Streets concepts, including integrating Complete Streets infrastructure and design features into street design and construction projects and to make Complete Streets practices a routine part of South San Francisco’s everyday operations. The majority of the changes to this element are in Section 4.2 - Street Network, Classification and Operations, where six new implementing policies are added. Following is a more detailed description of the proposed amendments: Overview – Definition of Complete Streets. The opening section has been modified to provide a definition of Complete Streets as “safe, comfortable, and convenient routes for walking, bicycling, and public transportation to increase use of these modes of transportation, enable active travel as part of daily activities, reduce pollution, help reduce transportation demand, and meet the needs of all users of the streets, including bicyclists, children, persons with disabilities, pedestrians, users of public transportation, seniors, youth, and families, while continuing to maintain a safe and effective transportation system for motorists and movers of commercial goods consistent with the other goals, objectives, and policies of this plan.” Section 4.2 Street Network, Classification, and Operations. This section has been modified to include new Guiding and Implementing Policies intended to integrate Complete Streets Staff Report Subject: Complete Streets General Plan Amendment Date: December 10, 2014 Page 3 of 5 infrastructure and design features into street design and construction projects and make the policies a routine part of South San Francisco’s everyday operations. Implementing policies include:  Include infrastructure that improves transportation options for pedestrians, bicyclists, and users of public transportation of all ages and abilities in all street projects.  Develop policies and tools to improve South San Francisco’s Complete Streets practices, including a pedestrian crossings policy, safety of crossings and travel near schools and parks, and checklists for development projects to include appropriate infrastructure.  Change transportation investment criteria to ensure that existing transportation funds are available for Complete Streets infrastructure.  Identify additional funding streams and implementation strategies to retrofit existing streets.  Revise existing City documents (i.e. zoning, subdivision and public improvement codes) to integrate, accommodate and balance the needs of all users in all streets projects on public streets.  Revise street standards and design manuals to include details that support and do not impede Complete Streets. ZONING CONSISTENCY The Complete Streets policies are consistent with existing zoning and do not include any changes to existing land use designations or zoning. CEQA A draft Initial Study-Mitigated Negative Declaration (IS-MND) was completed, providing a program-level analysis of the draft Complete Streets General Plan Amendments. The IS-MND was circulated for public comment for 30-days, from October 15, 2014 through November 13, 2014. One comment letter was received during the public circulation period, from the Rail Crossings and Engineering Branch (RCEB) of the California Public Utilities Commission. The RCEB recommended that the City add language to the General Plan Amendment “so that any future development adjacent to or near the railroad right-of-way is planned with the safety of the rail corridor in mind.” The Complete Streets General Plan Amendments do not include any site-specific designs or projects or grant any entitlements for development, and therefore would not have any impact on railroad rights-of-way. The comment letter, attached, does not raise any substantive issues related to the Complete Streets policies or the adequacy of environmental analysis conducted in the IS-MND, and therefore no further response is required. However, it is acknowledged that safety issues surrounding railroad rights-of-way are of significant importance and are addressed in both existing General Plan policies and in the above mentioned implementing policies. The CEQA document determined that impacts of the Project would be considered to be less than significant with mandatory compliance with existing federal, State and local standards and the implementation of mitigation measures listed in the document. Implementation of the Project would not degrade the quality and extent of the environment or result in adverse effects on human beings, Staff Report Subject: Complete Streets General Plan Amendment Date: December 10, 2014 Page 5 of 5 1. Draft CEQA Resolution a. Exhibit A – Initial Study/Mitigated Negative Declaration, October 2014 2. CEQA Comment Letters a. California Public Utilities Commission – dated November 11, 2014 3. Draft Plan Adoption Resolution a. Exhibit A- General Plan Amendments 4. Planning Commission Documents a. Draft Minutes of November 20, 2014 Planning Commission Meeting b. Resolution 2752-2014 – CEQA Resolution (no attachments) c. Resolution 2753-2014 – GPA Resolution (no attachments) Attachment 1 Draft CEQA Resolution  Exhibit A: Initial Study/ Mitigated Negative Declaration 1 RESOLUTION NO. ________ CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO STATE OF CALIFORNIA A RESOLUTION MAKING FINDINGS ADOPTING THE INITIAL STUDY AND MITIGATED NEGATIVE DECLARATION FOR THE COMPLETE STREETS GENERAL PLAN AMENDMENTS WHEREAS, the City of South San Francisco (“City”) has prepared amendments to the City’s General Plan related to Complete Streets policies (“Project”); and, WHEREAS, the draft Complete Streets General Plan Amendments provides a policy framework designed to support implementation of Complete Streets concepts, including integrating Complete Streets infrastructure and design features into street design and construction projects and to make Complete Streets practices a routine part of South San Francisco’s everyday operations, and support the goals of Assembly Bill 32 and Senate Bill 375; and, WHEREAS, in accordance with CEQA, an initial study was performed, the result of which was preparation and circulation of a mitigated negative declaration (“IS/MND”) analyzing the proposed Project and concluding that approval of the Project could not have a significant effect on the environment because the impacts of the Project could all be mitigated to levels below established CEQA thresholds of significance with the adoption of mitigation measures; and, WHEREAS, the IS/MND was circulated for a 30-day public review period, beginning on October 15, 2014, during which time members of the public were invited to comment on the environmental analysis and conclusions for the proposed Project; and WHEREAS, one comment letter was submitted, from the California Public Utilities Commission Rail Crossings and Engineering Branch, which did not raise any significant environmental issue or allege that the IS/MND was legally inadequate; and, WHEREAS, the Planning Commission held a duly noticed public hearing on November 20, 2014, to consider the IS/MND, including the comment letter submitted, and to take public testimony, at the conclusion of which, the Planning Commission recommended that the City Council adopt the IS/MND and approve the Project; and, WHEREAS, the City Council held a duly noticed public hearing on December 10, 2014, to consider the IS/MND, including the comment letter submitted, and take public testimony; and, WHEREAS, the City Council has reviewed and carefully considered the information in the IS/MND, including the comment letter submitted, and makes the findings contained in this Resolution, and adopts the IS/MND, as an objective and 2 accurate document that reflects the independent judgment and analysis of the City in the discussion of the Project’s environmental impacts. NOW, THEREFORE, BE IT RESOLVED that based on the entirety of the record before it, which includes without limitation, the California Environmental Quality Act, Public Resources Code §§ 21000, et seq. (“CEQA”) and the CEQA Guidelines, 14 California Code of Regulations § 15000, et seq.; the South San Francisco General Plan and General Plan EIR; the South San Francisco General Plan Update and General Plan Update EIR; the South San Francisco Municipal Code; the Initial Study and Mitigated Negative Declaration, prepared for the Project, including all written comments received; all reports, minutes, and public testimony submitted as part of the Planning Commission's duly noticed public hearing on November 20, 2014; and all reports and public testimony submitted as part of the City Council’s duly noticed public hearing on December 10, 2014, and City Council deliberations; and any other evidence (within the meaning of Public Resources Code §21080(e) and §21082.2), the City Council of the City of South San Francisco hereby finds as follows: 1. The foregoing recitals are true and correct and made a part of this Resolution. 2. The IS/MND for the Project including all mitigation measures and comment letter received, attached as Exhibit A to this Resolution, are incorporated by reference as part of this Resolution, as if each were set forth fully herein. 3. The documents and other material constituting the record for these proceedings are located at the Planning Division for the City of South San Francisco, 315 Maple Avenue, South San Francisco, CA 94080, and in the custody of Chief Planner, Susy Kalkin. 4. The proposed Project is consistent with the City of South San Francisco General Plan (as proposed for amendment) because the land uses, development standards, densities and intensities, buildings and structures proposed are compatible with the goals, policies, and land use designations established in the General Plan (see Gov’t Code, § 65860), and none of the land uses, development standards, densities and intensities, buildings and structures will operate to conflict with or impede achievement of the any of the goals, policies, or land use designations established in the General Plan. 5. In accordance with CEQA, the City Council has considered the Initial Study and Mitigated Negative Declaration for the Project, including all comments received on the IS/MND, and based on the entirety of the record, as described above, the City Council, exercising its independent judgment and analysis, makes the following findings regarding the environmental analysis of the Project: a. In October 1999, the City Council certified an Environmental Impact Report for the General Plan; in 2001 the City Council certified a Supplemental Environmental Impact Report for updates to the General Plan. CEQA allows for streamlined approval of actions that are consistent with adopted General Plans for which 3 an EIR was certified. (Pub. Resources Code, § 21083; CEQA Guidelines, §§ 15152, 15183.) An initial study was prepared for the proposed Project and a mitigated negative declaration analyzed the potential for impacts that were peculiar to the Project or not analyzed as significant impacts in the General Plan EIR, or Supplemental EIR. The IS/MND, which expressly considers the City’s previous EIRs, concludes that approval of the Project will not result in any significant environmental impacts. b. Policies in the General Plan, as it has been amended from time to time, and mitigation measures adopted as part of the General Plan EIR and Supplemental EIR and General Plan Amendment EIR, and the IS/MND prepared for the Project, will continue to operate to ensure the impacts of the General Plan and the proposed Project will not exceed established CEQA thresholds of significance. Therefore, and as further documented in the IS/MND for the Project, additional mitigation measures are not required for the Project. c. For the reasons stated in this Resolution, the City Council finds that there is no substantial evidence supporting a fair argument that approval of the Project will result in a significant environmental effect. BE IT FURTHER RESOLVED that the City Council of the City of South San Francisco hereby makes the findings contained in this Resolution, and adopts the IS/MND (ND14-0002) for the Project. BE IT FURTHER RESOLVED that this Resolution shall become effective immediately upon its passage and adoption. * * * * * * * I hereby certify that the foregoing resolution was adopted by the City Council of the City of South San Francisco at the regular meeting held on the 10th day of December, 2014 by the following vote: AYES:________________________________________________________________ NOES:________________________________________________________________ ABSTENTIONS:________________________________________________________ ABSENT:______________________________________________________________ Attest:__________________________________ City Clerk 4 Exhibit A Initial Study and Mitigated Negative Declaration 5 DRAFT INITIAL STUDY AND PROPOSED MITIGATED NEGATIVE DECLARATION CITY OF SOUTH SAN FRANCISCO COMPLETE STREETS GENERAL PLAN AMENDMENT PREPARED BY CITY OF SOUTH SAN FRANCISCO 315 MAPLE AVENUE SOUTH SAN FRANCISCO, CA 94080 OCTOBER 14, 2014 6 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendments October 2014 Initial Study i TABLE OF CONTENTS Environmental Checklist Form ......................................................................................................................... 1 Project Description ............................................................................................................................................ 1 Environmental Factors Potentially Affected ................................................................................................ 3 Determination .................................................................................................................................................... 4 Evaluation of Environmental Impacts ........................................................................................................... 5 I. Aesthetics .............................................................................................................................................. 7 II. Agriculture Resources ......................................................................................................................... 8 III. Air Quality .............................................................................................................................................. 9 IV. Biological Resources. ........................................................................................................................ 13 V. Cultural Resources ............................................................................................................................. 15 VI. Geology and Soils .............................................................................................................................. 17 VII. Greenhouse Gas Emissions .............................................................................................................. 19 VIII. Hazards and Hazardous Materials ................................................................................................. 20 IX. Hydrology and Water Quality ......................................................................................................... 23 X. Land Use and Planning .................................................................................................................... 26 XI. Mineral Resources.............................................................................................................................. 28 XII. Noise ..................................................................................................................................................... 29 XIII. Population and Housing ................................................................................................................... 31 XIV. Public Services .................................................................................................................................... 32 XV. Recreation .......................................................................................................................................... 33 XVI. Transportation/Traffic ........................................................................................................................ 34 XVII. Utilities and Service Systems............................................................................................................. 36 XVIII. Mandatory Findings Of Significance ............................................................................................. 38 References........................................................................................................................................................ 40 7 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendments October 2014 Initial Study 1 ENVIRONMENTAL CHECKLIST FORM 1. Project title: City of South San Francisco Complete Streets General Plan Amendment 2. Lead agency name and address: City of South San Francisco Economic and Community Development Department, Planning Division 315 Maple Avenue South San Francisco, CA 94080 3. Contact person and phone number: Billy Gross, Senior Planner 650-877-8535 4. Project location: The City of South San Francisco is located on the San Francisco peninsula in San Mateo County, California. The City is bounded on the north by Colma, Brisbane, and San Bruno Mountain State and County Park, on the west by Pacifica, on the south by San Bruno and the San Francisco International Airport, and on the east by the San Francisco Bay. 5. Project sponsor's name and address: City of South San Francisco Economic and Community Development Department, Planning Division 315 Maple Avenue South San Francisco, CA 94080 6. General Plan designation: Not applicable; Project is citywide 7. Zoning: Not applicable; Project is citywide 8. Description of Project: PROJECT DESCRIPTION INTRODUCTION The proposed Project consists of an update to the South San Francisco General Plan’s Circulation Element. The proposed update includes a revision of goals, principles, and policies addressing the concept of “Complete Streets”. Complete Streets provide safe, comfortable, and convenient travel along and across streets (including streets, roads, highways, bridges, and other portions of the transportation system) through a comprehensive, integrated transportation network that serves all 8 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 2 categories of users, including pedestrians, bicyclists, persons with disabilities, motorists, movers of commercial goods, users and operators of public transportation, seniors, children, youth, and families. Project components are described below. This Initial Study (IS) provides programmatic-level analysis of the proposed amendment . The Complete Streets policies do not include any development proposals and would not directly result in physical environmental effects due to the construction and operation of facilities. Any future projects that would be implemented consistent with these plans would be subject to further CEQA review by the City. Complete Streets General Plan Amendments The proposed Complete Streets General Plan Amendments (GPA) provide recommended policy updates to the City of South San Francisco’s existing General Plan, including goals and policies. The Complete Streets GPA would include edits and additions to existing text and policies in various sections of the Transportation Element. Together, these amendments integrate the objectives of the Complete Streets GPA into the City’s long-term planning framework. The amendments provide a policy framework designed to support implementation of Complete Streets concepts, including integrating Complete Streets infrastructure and design features into street design and construction projects and to make Complete Streets practices a routine part of South San Francisco’s everyday operations. The proposed amendments to the General Plan text and policies are provided in Appendix A of this Initial Study. 9. Surrounding land uses and setting: Briefly describe the Project's surroundings: The Complete Streets policies would be implemented citywide. 10. Other public agencies whose approval is required (e.g., permits, financing approval, or participation agreement.) The proposed Project would not require action by any other agencies. 9 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 3 ENVIRONMENTAL FACTORS POTENTIALLY AFFECTED: The environmental factors checked below would be potentially affected by this Project, involving at least one impact that is a “Potentially Significant Impact” as indicated by the checklist on the following pages. Aesthetics Agriculture Resources Air Quality Biological Resources Cultural Resources Geology/Soils Greenhouse Gas Emissions Hazards & Hazardous Materials Hydrology/Water Quality Land Use/Planning Mineral Resources Noise Population/Housing Public Services Recreation Transportation/Traffic Utilities/Service Systems Mandatory Findings of Significance 10 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 4 DETERMINATION: (To be completed by the lead agency) On the basis of this initial evaluation: I find that the proposed project COULD NOT have a significant effect on the environment, and a NEGATIVE DECLARATION will be prepared. I find that although the proposed project could have a significant effect on the environment, there will not be a significant effect in this case because revisions in the project have been made by or agreed to by the project proponent. A MITIGATED NEGATIVE DECLARATION will be prepared. I find that the proposed project MAY have a significant effect on the environment, and an ENVIRONMENTAL IMPACT REPORT is required. I find that the proposed project MAY have a “potentially significant impact” or “potentially significant unless mitigated” impact on the environment, but at least one effect (1) has been adequately analyzed in an earlier document pursuant to applicable legal standards, and (2) has been addressed by mitigation measures based on the earlier analysis as described on attached sheets. An ENVIRONMENTAL IMPACT REPORT is required, but it must analyze only the effects that remain to be addressed. I find that although the proposed project could have a significant effect on the environment, because all potentially significant effects (a) have been analyzed adequately in an earlier EIR or NEGATIVE DECLARATION pursuant to applicable standards, and (b) have been avoided or mitigated pursuant to that earlier EIR or NEGATIVE DECLARATION, including revisions or mitigation measures that are imposed upon the proposed project, nothing further is required. Signature Date Susy Kalkin Printed name Chief Planner___________ Title 11 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 5 EVALUATION OF ENVIRONMENTAL IMPACTS: 1) A brief explanation is required for all answers except “No Impact” answers that are adequately supported by the information sources a lead agency cites in the parentheses following each question. A “No Impact” answer is adequately supported if the referenced information sources show that the impact simply does not apply to projects like the one involved (e.g., the project falls outside a fault rupture zone). A “No Impact” answer should be explained where it is based on project-specific factors as well as general standards (e.g., the project will not expose sensitive receptors to pollutants, based on a project-specific screening analysis). 2) All answers must take account of the whole action involved, including off-site as well as on-site, cumulative as well as project-level, indirect as well as direct, and construction as well as operational impacts. 3) Once the lead agency has determined that a particular physical impact may occur, then the checklist answers must indicate whether the impact is potentially significant, less than significant with mitigation, or less than significant. “Potentially Significant Impact” is appropriate if there is substantial evidence that an effect may be significant. If there are one or more “Potentially Significant Impact” entries when the determination is made, an EIR is required. 4) “Negative Declaration: Less Than Significant With Mitigation Incorporated” applies where the incorporation of mitigation measures has reduced an effect from “Potentially Significant Impact” to a “Less Than Significant Impact.” The lead agency must describe the mitigation measures, and briefly explain how they reduce the effect to a less than significant level (mitigation measures “Earlier Analyses,” as described in (5) below, may be cross-referenced). 5) Earlier analyses may be used where, pursuant to the tiering, program EIR, or other CEQA process, an effect has been adequately analyzed in an earlier EIR or negative declaration. Section 15063(c)(3)(D). In this case, a brief discussion should identify the following: a) Earlier Analysis Used. Identify and state where they are available for review. b) Impacts Adequately Addressed. Identify which effects from the above checklist were within the scope of and adequately analyzed in an earlier document pursuant to applicable legal standards, and state whether such effects were addressed by mitigation measures based on the earlier analysis. c) Mitigation Measures. For effects that are “Less Than Significant With Mitigation Measures Incorporated,” describe the mitigation measures which were incorporated or refined from the earlier document and the extent to which they address site-specific conditions for the project. 6) Lead agencies are encouraged to incorporate into the checklist references to information sources for potential impacts (e.g., general plans, zoning ordinances). Reference to a previously prepared or outside document should, where appropriate, include a reference to the page or pages where the statement is substantiated. 7) Supporting Information Sources: A source list should be attached, and other sources used or individuals contacted should be cited in the discussion. 8) This is only a suggested form, and lead agencies are free to use different formats; however, lead agencies should normally address the questions from this checklist that are relevant to a project's environmental effects in whatever format is selected. 12 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 6 9) The explanation of each issue should identify: a) The significance criteria or threshold, if any, used to evaluate each question; and b) The mitigation measure identified, if any, to reduce the impact to less than significance. 13 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 7 Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact I. AESTHETICS. Would the project: a) Have a substantial adverse effect on a scenic vista? b) Substantially damage scenic resources, including, but not limited to, trees, rock outcroppings, and historic buildings within a state scenic highway? c) Substantially degrade the existing visual character or quality of the site and its surroundings? d) Create a new source of substantial light or glare that would adversely affect day or nighttime views in the area? ANALYSIS AND CONCLUSIONS a–d) Less Than Significant Impact The Complete Streets General Plan Amendment (GPA) is a policy-level amendment; it does not include any site-specific designs or proposals, nor does it grant any entitlements for development that would have the potential to degrade the aesthetic quality of the environment or adversely affect visual resources. The Complete Streets GPA does not propose to change existing land use designations or zoning and anticipates that land uses will be consistent with the designations established by the General Plan Land Use Element. As a policy document, the Complete Streets GPA would have no direct impact on visual resources, but future activities could change community aesthetics. Improvements related to Complete Streets policies would be located in currently developed areas and would generally rely on the use of existing lighting sources. Any future development project that would implement Complete Streets measures and actions would be subject to applicable City regulations and requirements, as well as be subject to further CEQA analysis of project-specific impacts. Continued implementation of City General Plan policy provisions and the South San Francisco Zoning Regulations would manage the appearance of structural development in the City, including scenic corridors, to ensure impacts to scenic vistas and the existing visual character of the City would be less than significant. 14 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 8 Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact II. AGRICULTURE RESOURCES. In determining whether impacts to agricultural resources are significant environmental effects, lead agencies may refer to the California Agricultur al Land Evaluation and Site Assessment Model (1997) prepared by the California Department of Conservation as an optional model to use in assessing impacts on agriculture and farmland. In determining whether impacts to forest resources, including timberland, are significant environmental effects, lead agencies may refer to information compiled by the California Department of Forestry and Fire Protection regarding the state’s inventory of forestland, including the Forest and Range Assessment Project and the Forest Legacy Assessment project; and forest carbon measurement methodology provided in Forest Protocols adopted by the California Air Resources Board. a) Convert Prime Farmland, Unique Farmland, or Farmland of Statewide Importance (Farmland), as shown on the maps prepared pursuant to the Farmland Mapping and Monitoring Program of the California Resources Agency, to nonagricultural use? b) Conflict with existing zoning for agricultural use, or a Williamson Act contract? c) Conflict with existing zoning for, or cause rezoning of, forestland (as defined in Public Resources Code Section 12220(g)), timberland (as defined by Public Resources Code Section 4526), or timberland zoned Timberland Production (as defined by Government Code Section 51104(g))? d) Result in the loss of forestland or conversion of forestland to non-forest use? e) Involve other changes in the existing environment which, due to their location or nature, could result in conversion of Farmland, to nonagricultural use or conversion of forestland to non-forest use? ANALYSIS AND CONCLUSIONS a–e) No Impact The City is built out and contains no important farmland, land zoned for agricultural use, or land subject to a Williamson Act contract. Similarly, the City does not contain any forestland or timberland or any land zoned for such uses. The proposed Complete Streets GPA does not include any development proposals or requests to rezone land or that would result in the conversion of agricultural or forestland to another use. Therefore, the proposed Project would have no impact on agriculture or forest resources. 15 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 9 Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact III. AIR QUALITY. Where available, the significance criteria established by the applicable air quality management or air pollution control district may be relied upon to make the following determinations. Would the project: a) Conflict with or obstruct implementation of the applicable air quality plan? b) Violate any air quality standard or contribute substantially to an existing or projected air quality violation? c) Result in a cumulatively considerable net increase of any criteria pollutant for which the project region is in nonattainment under an applicable federal or state ambient air quality standard (including releasing emissions that exceed quantitative thresholds for ozone precursors)? d) Expose sensitive receptors to substantial pollutant concentrations? e) Create objectionable odors affecting a substantial number of people? ANALYSIS AND CONCLUSIONS a) Less Than Significant Impact The City is located within the Bay Area Air Quality Management District (BAAQMD), which has prepared an Ozone Attainment Plan and Clean Air Plan to address the basin’s nonattainment with the national 1-hour ozone standard and the California ambient air quality standards (CAAQS). The emissions inventories contained in these plans are based on projected population growth and vehicle miles traveled (VMT) for the region. Projects that result in an increase in population or employment growth beyond that identified in regional or community plans could result in increases in VMT and subsequently increase mobile source emissions, which could conflict with the BAAQMD’s air quality planning efforts. The proposed Complete Streets GPA does not include any site-specific designs or proposals or grant any entitlements for development and does not propose to change existing land use designations or zoning. The proposed Complete Streets GPA is a key strategy within the City’s Climate Action Plan intended to reduce greenhouse gas (GHG) emissions. Similarly, the City’s Pedestrian Master Plan (PMP) and Bicycle Master Plan (BMP) provide concept plans for pedestrian and bicycle facility improvements intended to serve as guidance for the City in implementing these types of improvements in the future. 16 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 10 Future implementing actions of the Complete Streets GPA would not include any new housing or employment centers and would not result in population or employment growth beyond that identified in regional or community plans. Implementation of the Complete Streets GPA in conjunction with the CAP, PMP and BMP would assist in reducing GHGs and would help to reduce criteria air pollutants. Therefore, the proposed Project would not conflict with the BAAQMD’s adopted air quality plans, and this impact would be less than significant. b–d) Less Than Significant Impact with Mitigation Incorporated Construction Emissions 405.001 2332082.1 (2:57 PM) The quantity of daily emissions, particularly ROG and NOx emissions, generated by construction equipment used to implement Complete Streets GPA measures would depend on the number of vehicles used and the hours of operation. The significance of PM emissions would vary widely and would depend on a number of factors, including the size of the disturbance area and whether excavations or material transport would be necessary. Although individual improvements may not generate significant short-term emissions, it is possible that several improvements would be under construction simultaneously in the City and would generate cumulative construction emissions that could affect air quality. Future actions implementing proposed Complete Streets GPA measures and policies would include construction activities that would result in short-term construction emissions. Localized concentrations of construction-generated emissions can adversely impact nearby sensitive land uses. These emissions could include diesel PM, which was identified as a toxic air contaminant (TAC) by the California Air Resources Board in 1998. Diesel PM emissions could be generated by off-road diesel equipment during site grading and excavation, paving, and other construction activities. The amount to which receptors are exposed (a function of concentration and duration of exposure) is the primary factor used to determine health risk (i.e., potential exposure to TAC emissions levels that exceed applicable standards). Health-related risks associated with diesel-exhaust emissions are primarily linked to long-term exposure and the associated risk of contracting cancer. Cancer risk associated with exposure to TACs is typically based on calculations over a 70-year period of exposure. The use of diesel-powered construction equipment, however, would be temporary and episodic and would occur over a relatively large area. For these reasons, diesel PM generated by construction activities, in and of itself, would not be expected to create conditions where the probability of contracting cancer is greater than 10 in 1 million for nearby receptors. To assist local jurisdictions in the analysis of potential health risks associated with short-term construction projects, the BAAQMD has developed screening criteria that can be applied at the project level (BAAQMD 2011). The BAAQMD Construction Risk Calculator model provides distances from a construction site, based on user-provided project data, where the risk impacts are estimated to be less than significant; sensitive receptors located within these distances would be considered to have potentially significant risk impacts from construction. The BAAQMD considers this screening procedure an environmentally conservative guidance. Quantification of air quality impacts from short-term, temporary construction activities is not possible due to project-level variability and uncertainties related to future individual projects. However, all construction projects can produce ozone precursors, diesel PM, and nuisance dust emissions. The BAAQMD has identified basic construction mitigation measures to reduce construction-generated air pollutants. This impact would be less than significant with incorporation of the following mitigation measures. 17 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 11 Mitigation Measures AQ-1 The City shall require that projects implementing Complete Streets measures are analyzed as part of project review in accordance with BAAQMD-recommended methodologies and significance thresholds and shall require that all recommended mitigation measures are incorporated to reduce short-term construction emissions attributable to individual measures. Such mitigation measures may include, but are not limited to, the following:  Water all active construction areas at least twice daily as required.  Cover all trucks hauling soil, sand, and other loose materials or require all truck to maintain at least 2 feet of freeboard.  Sweep daily, as required, all paved access roads, parking areas, and staging areas at construction sites.  Sweep streets daily as required if visible soil material is carried onto adjacent public streets.  Reduce unnecessary idling of truck equipment in proximity to sensitive receptors (i.e., idle time of 5 minutes or less).  Where possible, use newer, cleaner-burning diesel-powered construction equipment.  Properly maintain construction equipment per manufacturer specifications.  Designate a disturbance coordinator responsible for ensuring that mitigation measures to reduce air quality impacts from construction are properly implemented. Timing/Implementation: During construction Enforcement/Monitoring: City of South San Francisco Planning Division In addition, each future implementing action would be subject to further CEQA analysis of project- specific impacts. At the time of specific project-level environment review, the City will ensure compliance with BAAQMD-recommended mitigation measures such as those listed in mitigation measure AQ-1, as well as through the placement of conditions of approval on individual projects, to reduce impacts. Implementation of the above measures would substantially reduce construction- related emissions. Operational Emissions As described above, the proposed Complete Streets GPA contains measures that support alternative transportation, which would help to reduce adverse air quality effects through the reduction of fossil fuel consumption and use of private motor vehicles. Therefore, the proposed Project would not contribute substantially to an existing or projected air quality violation, or increase criteria pollutants during operational activities. This impact would be less than significant. e) Less Than Significant Impact 18 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 12 The proposed Complete Streets GPA does not include any site-specific designs or proposals, grant any entitlements for development, or propose to change existing land use designations or zoning. Future implementing actions of the Complete Streets GPA would include the construction of facilities that serve all categories of users, such as pedestrian and bicycle facilities, which would not create objectionable odors. Therefore, this impact would be less than significant. 19 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 13 Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact IV. BIOLOGICAL RESOURCES. Would the project: a) Have a substantial adverse effect, either directly or through habitat modifications, on any species identified as a candidate, sensitive, or special- status species in local or regional plans, policies, or regulations, or by the California Department of Fish and Wildlife or US Fish and Wildlife Service? b) Have a substantial adverse effect on any riparian habitat or other sensitive natural community identified in local or regional plans, policies, or regulations, or by the California Department of Fish and Wildlife or US Fish and Wildlife Service? c) Have a substantial adverse effect on federally protected wetlands, as defined by Section 404 of the Clean Water Act (including, but not limited to, marsh, vernal pool, coastal wetlands, etc.), through direct removal, filling, hydrological interruption, or other means? d) Interfere substantially with the movement of any native resident or migratory fish or wildlife species or with established native resident or migratory wildlife corridors, or impede the use of native wildlife nursery sites? e) Conflict with any local policies or ordinances protecting biological resources, such as a tree preservation policy or ordinance? f) Conflict with the provisions of an adopted habitat conservation plan, natural community conservation plan, or other approved local, regional, or state habitat conservation plan? ANALYSIS AND CONCLUSIONS a–d) Less Than Significant Impact The Complete Streets GPA does not include any site-specific designs or proposals, nor does it grant any entitlements for development that would have the potential to adversely affect any candidate, sensitive, or special-status species, riparian habitat or other sensitive natural community, or federally protected wetlands or interfere substantially with the movement of any migratory species. The GPA 20 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 14 does not propose to change existing land use designations or zoning and anticipates that land uses will be consistent with the designations established by the General Plan Land Use Element. As a policy document, the GPA would have no direct impact on biological resources, but could have indirect impacts on such resources through future activities to implement the GPA. Future transportation improvement projects will require compliance with General Plan policies (in particular, 7 .1-G-1, 7.1-G- 2, 7.1-I-1, and 7.1-I-4), as well as compliance with applicable existing regulations, including but not limited to the federal Endangered Species Act, California Endangered Species Act, and Migratory Bird Treaty Act. Future development projects would also be subject to project-specific CEQA analysis of project-level impacts. Such measures would ensure impacts to biological resources in the City would be less than significant. e,f) Less Than Significant Impact South San Francisco contains two areas set aside as habitat for the conservation of threatened and endangered species: the southern base of San Bruno Mountain within the City limits, and the portion of Sign Hill currently designated as parkland by the City (see General Plan Figure 7-2). These areas are designated by the General Plan as parkland, but some limited development is permitted. As discussed above, the proposed Complete Streets GPA would have no direct impact on biological resources. The GPA does not identify future improvements within the habitat conservation areas. However, such facilities are consistent with parkland and could be constructed in these areas in the future. General Plan Policy 7.1-I-1 would require the preparation of biological resource assessments and cooperation with state and federal agencies prior to the development of any improvements in these areas in order to ensure that development does not substantially affect special-status species. Furthermore, all future improvement projects that would implement the Complete Streets GPA would be subject to further CEQA analysis of project-specific impacts. Continued implementation of City General Plan policy provisions and consultation with applicable state and federal wildlife agencies would ensure no conflicts with the City’s adopted habitat conservation plans. This impact would be less than significant. 21 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 15 Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact V. CULTURAL RESOURCES. Would the project: a) Cause a substantial adverse change in the significance of a historical resource as defined in Section 15064.5? b) Cause a substantial adverse change in the significance of an archaeological resource pursuant to Section 15064.5? c) Directly or indirectly destroy a unique paleontological resource or site or unique geological feature? d) Disturb any human remains, including those interred outside of formal cemeteries? ANALYSIS AND CONCLUSIONS a,d) Less Than Significant Impact Cultural resources include historic buildings and structures, historic districts, historic sites, prehistoric and historic archaeological sites, and other prehistoric and historic objects and artifacts. The proposed Complete Streets GPA is a policy document that does not include proposals for development projects and would not grant any entitlements for development that would have the potential to adversely affect cultural resources. Further, the GPA does not propose to change existing land use designations or zoning and anticipates that land uses will be consistent with the designations established by the City’s General Plan. As a policy document, the GPA would have no direct impact on cultural resources, but future activities could adversely affect these resources. However, General Plan Policy 7.5-I-4 requires a records review for any development proposed in areas of known resources, and Policy 7.5-I-5 requires preparation of a resource mitigation plan and monitoring program by a qualified archaeologist in the event that resources are uncovered. In addition, Section 7050.5(b) of the California Health and Safety Code specifies protocol when human remains are discovered that requires consultation with the Native American Heritage Commission and appropriate Native Americans, if appropriate, to ensure proper handling of the remains. Finally, all future development projects that would implement Complete Streets GPA measures and actions would be subject to further CEQA analysis of project-specific impacts. This impact would be less than significant. b) Less Than Significant Impact With Mitigation Incorporated Archaeological resources include prehistoric and historic archaeological sites and other prehistoric and historic objects and artifacts. As discussed above, the proposed Complete Streets GPA would have no direct impact on cultural resources, including archaeological resources. However, improvements to implement the Complete 22 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 16 Streets GPA could adversely affect these resources. This impact would be less than significant with mitigation incorporated. Mitigation Measure CUL-1 If archaeological resources are encountered during future grading or excavation activities associated with Complete Streets-related activities, work shall avoid altering the resource and its stratigraphic context until a qualified archaeologist has evaluated, recorded, and determined appropriate treatment of the resource pursuant to CEQA Guidelines Section 15064.5, in consultation with the City. Project personnel shall not collect cultural resources. Impacts to any significant resources shall be mitigated to a less-than-significant level through methods determined adequate by the archaeologist as approved by the City. Timing/Implementation: As a condition of project approval, and implemented during construction activities Enforcement/Monitoring: City of South San Francisco Planning Division c) Less Than Significant Impact With Mitigation Incorporated Paleontological resources include fossil remains, as well as fossil localities and rock or soil formations that have produced fossil material. Fossils are the remains or traces of prehistoric animals and plants. As discussed above, the proposed Complete Streets GPA would have no direct impact on cultural resources, including paleontological resources. However, improvements to implement the Complete Streets GPA could adversely affect these resources. This impact would be less than significant with mitigation incorporated. Mitigation Measure CUL-2 If paleontological resources are encountered during future grading or excavation activities associated with Complete Streets-related activities, work shall avoid altering the resource and its stratigraphic context until a qualified paleontologist has evaluated, recorded, and determined appropriate treatment of the resource, in consultation with the City. Project personnel shall not collect cultural resources. Appropriate treatment may include collecting and processing “standard” samples by a qualified paleontologist to recover microvertebrate fossils; preparing significant fossils to a reasonable point of identification; and depositing significant fossils in a museum repository for permanent curation and storage, together with an itemized inventory of the specimens. Timing/Implementation: As a condition of project approval, and implemented during construction activities Enforcement/Monitoring: City of South San Francisco Planning Division 23 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 17 Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact VI. GEOLOGY AND SOILS. Would the project: a) Expose people or structures to potential substantial adverse effects, including the risk of loss, injury, or death, involving: i) Rupture of a known earthquake fault, as delineated on the most recent Alquist-Priolo Earthquake Fault Zoning Map issued by the State Geologist for the area or based on other substantial evidence of a known fault? Refer to Division of Mines and Geology Special Publication 42. ii) Strong seismic ground shaking? iii) Seismic-related ground failure, including liquefaction? iv) Landslides? b) Result in substantial soil erosion or the loss of topsoil? c) Be located on a geologic unit or soil that is unstable, or that would become unstable as a result of the project, and potentially result in on- or off-site landslide, lateral spreading, subsidence, liquefaction, or collapse? d) Be located on expansive soil, as defined in Table 18-1-B of the Uniform Building Code (1994), creating substantial risks to life or property? e) Have soils incapable of adequately supporting the use of septic tanks or alternative wastewater disposal systems where sewers are not available for the disposal of wastewater? ANALYSIS AND CONCLUSIONS a, c–e) Less Than Significant Impact South San Francisco is located in the Alquist-Priolo Earthquake Fault Zone. There are approximately 30 known faults in the San Francisco Bay Area, 11 of which are within 40 miles of the City that are considered capable of generating earthquakes (City of South San Francisco 1999). 24 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 18 The proposed Complete Streets GPA does not include any site-specific designs or proposals, nor does it grant any entitlements for development. Further, the GPA does not propose to change existing land use designations or zoning and anticipates that land uses will be consistent with the designations established by the City’s Land Use Element. As a policy document, the GPA would not directly result in the exposure of people or structures to hazards associated with seismic activity or soil instability. Future projects that would implement the proposed GPA would not include any habitable structures. The design-controllable aspects of protection from seismic ground motion and soil or slope instability are governed by existing regulations of the State of California (California Building Code, California Code of Regulations [CCR], Title 24, Part 2) or the City of South San Francisco (South San Francisco Municipal Code Title 15). These regulations require that project designs reduce potential adverse soils, geology, and seismicity effects to less than significant levels. Compliance with these regulations is required, not optional. Compliance must be demonstrated by a project applicant to have been incorporated in the project’s design before permits for project construction would be issued . Therefore, there would be a less than significant impact related to rupture of a known earthquake fault, strong seismic ground shaking, seismic-related ground failure, landslides, unstable soils, expansive soils, or septic tanks or alternative wastewater disposal systems. b) Less Than Significant Impact The proposed Complete Streets GPA does not include proposals for development projects, would not grant any entitlements for development, and does not propose to change existing land use designations or zoning. Therefore, the GPA would not directly result in any soil erosion. However, ground disturbance during construction of facilities associated with the Complete Streets GPA would have the potential to result in soil erosion and loss of topsoil. Existing state law and General Plan Policy 7.2-I-1 require future development projects to obtain coverage under the National Pollutant Discharge Elimination System (NPDES) statewide General Construction permit. The NPDES program regulates point source discharges caused by general construction activities and the general quality of stormwater in municipal stormwater systems. As part of the permit application process, projects would require a stormwater pollution prevention plan (SWPPP), which would include a list of best management practices (BMPs) to be implemented on the site both during and post-construction to minimize erosion and sedimentation. City of South San Francisco Municipal Code Section 14.04.180 provides further protection from erosion with requirements for implementation of BMPs. Continued implementation of the City Municipal Code and compliance with state law would minimize potential soil erosion impacts. This impact would be less than significant. 25 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 19 Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact VII. GREENHOUSE GAS EMISSIONS. Would the project: a) Generate greenhouse gas emissions, either directly or indirectly, that may have a significant impact on the environment. b) Conflict with an applicable plan, policy, or regulation adopted for the purpose of reducing the emissions of greenhouse gases. ANALYSIS AND CONCLUSIONS a–b) No Impact Implementation of the Complete Streets GPA in conjunction with the Pedestrian Master Plan (PMP, Bicycle Master Plan (BMP) and Climate Action Plan (CAP) would provide additional opportunities for non-vehicular methods of transportation, reducing the number of vehicle trips. Therefore, the Complete Streets GPA would indirectly reduce the City’s contribution to GHG emissions. The proposed Complete Streets GPA would be consistent with AB 32, which requires California to reduce statewide GHG emissions to 1990 levels by 2020, as the GPA would support the implementation of the City’s CAP, which would achieve a 15 percent reduction below baseline (2005) levels. Therefore, implementation of the proposed Project would be consistent with state goals to reduce GHG emissions, and the proposed Project would have no impact on GHG emissions. 26 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 20 Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact VIII. HAZARDS AND HAZARDOUS MATERIALS. Would the project: a) Create a significant hazard to the public or the environment through the routine transport, use, or disposal of hazardous materials? b) Create a significant hazard to the public or the environment through reasonably foreseeable upset and accident conditions involving the release of hazardous materials into the environment? c) Emit hazardous emissions or handle hazardous or acutely hazardous materials, substances, or waste within one-quarter mile of an existing or proposed school? d) Be located on a site which is included on a list of hazardous materials sites compiled pursuant to Government Code Section 65962.5 and, as a result, would it create a significant hazard to the public or the environment? e) For a project located within an airport land use plan area or, where such a plan has not been adopted, within 2 miles of a public airport or a public use airport, would the project result in a safety hazard for people residing or working in the project area? f) For a project within the vicinity of a private airstrip, would the project result in a safety hazard for people residing or working in the project area? g) Impair implementation of, or physically interfere with, an adopted emergency response plan or emergency evacuation plan? h) Expose people or structures to a significant risk of loss, injury, or death involving wildland fires, including where wildlands are adjacent to urbanized areas or where residences are intermixed with wildlands? ANALYSIS AND CONCLUSIONS a–c) Less Than Significant Impact 27 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 21 The proposed Complete Streets GPA does not include any site-specific designs or proposals, grant any entitlements for development, or change any land use designations or zoning and would have no potential to directly result in the routine handling, generation, transportation, emission, or accidental release of hazardous materials or otherwise expose the public to hazardous substances. Any improvements developed to implement the Complete Streets GPA would be required to comply with applicable federal, state, and local regulations, including but not limited to, Titles 8 and 22 of the California Code of Regulations (CCR), the Uniform Fire Code, and Chapter 6.95 of the California Health and Safety Code. Compliance with these laws would limit use of hazardous materials during construction and operation (i.e., fuels, solvents, pesticides, etc.) and would not create a significant hazard to the public or the environment through the routine transport, use, or disposal of hazardous materials. This impact would be less than significant. d) No Impact The proposed Complete Streets GPA are policy-level documents that do not include any site-specific designs or proposals, grant any entitlements for development, or change any land use designations or zoning. Therefore, they would have no potential to directly result in development of a known hazardous release site. Future activities could involve development and/or expansion of transportation facilities, including pedestrian and bicycle facilities . According to the California Department of Toxic Substances Control (2013) Envirostor database of hazardous materials release sites, there are numerous hazardous materials release sites in the City. Because specific improvement projects are not known at this time, it cannot be determined if they would be constructed on or near a known hazardous release site. However, any future development project that would implement Complete Streets GPA measures would be subject to future environmental review, which would include a search of appropriate databases to determine whether the site is a listed hazardous materials site and the status of the site at the time improvements are proposed (e.g., whether further evaluation or cleanup action is required or if the case is closed). If improvements would occur on a listed hazardous materials site, the project would be required to comply with applicable federal, state, and local regulations related to hazardous materials, which would ensure there would be minimal risk of significant hazard to the public or the environment. e,f) No Impact The City is located immediately north of San Francisco International Airport. According to the Comprehensive Airport Land Use Compatibility Plan for the Environs of San Francisco International Airport (C/CAG 2012), all but the north and west sides of the City are located within Airport Influence Area B. Within Area B, real estate disclosures are required and the Airport Land Use Commission must review proposed land use policy actions and land development proposals. There are no private airstrips in the City. The proposed Complete Streets GPA does not include any site-specific designs or proposals, grant any entitlements for development, or change any land use designations or zoning. As a policy document, the Complete Streets GPA would not directly result in the exposure of people or structures to hazards associated with airport operations. Implementation of the Complete Streets GPA would not result in the construction of any habitable structures, and any improvements developed to implement the Complete Streets GPA would be required to comply with the safety and compatibility policies of the airport’s Land Use Compatibility Plan. Continued implementation of City General Plan policy provisions such as Policy 8.7-I-1, which restricts land uses in the vicinity of San Francisco International Airport, as well as compliance with the airport’s Land Use Compatibility Plan , would minimize potential hazards related to airport operations. Therefore, there would be no impact. 28 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 22 g) No Impact The proposed Complete Streets GPA is a policy document that does not include any development proposals or changes to existing land use designations. Implementation actions that implement the policies of the Complete Streets GPA could require temporary road closures during construction phases. However, any closures would be short-term, and alternative routes would be provided as necessary. It is unlikely that these actions would significantly interfere with adopted emergency response or evacuation plans. Further, all future improvement projects could be subject to further CEQA analysis of project-specific impacts. Therefore, there would be no impact. h) No Impact The proposed Complete Streets GPA does not include improvements that would expose people or structures to significant risk of wildland fires. There would be no impact. 29 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 23 Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact IX. HYDROLOGY AND WATER QUALITY. Would the project: a) Violate any water quality standards or waste discharge requirements? b) Substantially deplete groundwater supplies or interfere substantially with groundwater recharge such that there would be a net deficit in aquifer volume or a lowering of the local groundwater table level (e.g., the production rate of pre-existing nearby wells would drop to a level which would not support existing land uses or planned uses for which permits have been granted)? c) Substantially alter the existing drainage pattern of the site or area, including through the alteration of the course of a stream or river, in a manner which would result in substantial erosion or siltation on- or off-site? d) Substantially alter the existing drainage pattern of the site or area, including through the alteration of the course of a stream or river, or substantially increase the rate or amount of surface runoff in a manner that would result in flooding on- or off- site? e) Create or contribute runoff water which would exceed the capacity of existing or planned stormwater drainage systems or provide substantial additional sources of polluted runoff? f) Otherwise substantially degrade water quality? g) Place housing within a 100-year flood hazard area as mapped on a federal Flood Hazard Boundary or Flood Insurance Rate Map or other flood hazard delineation map? h) Place within a 100-year flood hazard area structures that would impede or redirect flood flows? i) Expose people or structures to a significant risk of loss, injury or death involving flooding, including flooding as a result of a failure of a levee or dam? j) Inundation by seiche, tsunami, or mudflow? 30 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 24 ANALYSIS AND CONCLUSIONS a, f) Less Than Significant Impact The Complete Streets GPA does not include any site-specific designs or proposals, nor does it grant any entitlements for development that would have the potential to degrade water quality or violate any water quality standards or waste discharge requirements. As a policy document, the Complete Streets GPA would have no direct impact on water quality, but future activities could introduce pollutants into stormwater runoff, which could potentially degrade downstream water quality. Improvements developed as part of the Complete Streets GPA implementation could result in soil erosion and sedimentation and result in pollutants entering stormwater runoff during rain events (i.e., fuels, oil, solvents, paints, trash). In addition, operation of these facilities could also introduce limited amounts of pollutants into stormwater runoff, such as pesticides used in landscaped areas. However, future development projects would be required to comply with Regional Water Quality Control Board standards for site drainage. Existing state law and General Plan Policy 7.2-I-1 require future development projects to obtain coverage under the National Pollutant Discharge Elimination System (NPDES) statewide General Construction permit. The NPDES program regulates point source discharges caused by general construction activities and the general quality of stormwater in municipal stormwater systems. As part of the permit application process, projects would require a stormwater pollution prevention plan (SWPPP), which would include a list of best management practices (BMPs) to be implemented on the site both during and after construction to minimize erosion and sedimentation. Post-construction urban stormwater runoff measures would require the City to implement structural and non-structural BMPs that would mimic or improve predevelopment quantity and quality runoff conditions from new development and redevelopment areas. City of South San Francisco Municipal Code Section 14.04.180 provides further protection from erosion with requirements for implementation of BMPs. Continued implementation of the City Municipal Code and compliance with state law would minimize potential soil erosion impacts. This impact would be less than significant. b) Less Than Significant Impact The City has two water suppliers. The California Water Service Company, Peninsula District (CWSC) serves the portion of the City east of Interstate 280 (I -280), which represents the majority of the City’s area. The CWSC also serves San Carlos and San Mateo, with no restrictions on water allocation among these communities. The CWSC’s current contract with the South San Francisco Water Department entitles the City to 42.3 million gallons per day (mgd). An additional 1.4 mgd can be pumped from groundwater. The Westborough County Water District serves the area west of I-280. The Complete Streets GPA does not include any site-specific designs or proposals, nor does it grant any entitlements for development that would have the potential to deplete groundwater supplies or interfere with groundwater recharge. Future improvements would include development of complete streets related facilities such as sidewalks, medians, signals, and signage with minimal water demand for irrigation of landscaped areas and little potential to deplete groundwater supplies or interfere with groundwater recharge. Continued implementation of City General Plan policy provisions and the South San Francisco Zoning Regulations would minimize impacts to groundwater. This impact would be less than significant. c–e) Less Than Significant Impact The Complete Streets GPA does not include any site-specific designs or proposals, nor does it grant any entitlements for development that would have the potential to alter existing drainage patterns or 31 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 25 increase the rate or amount of surface runoff. Improvements associated with the Complete Streets GPA would be located in currently developed areas, such as existing residential neighborhoods and transit centers, to improve the use of transportation facilities for all categories of users. Any new facilities would be required to be designed to accommodate stormwater collection and conveyance into approved facilities. This impact would be less than significant. g,h) Less Than Significant Impact The proposed Project would not directly or indirectly result in the construction of any housing . Because specific improvement projects are not known at this time, the precise location of these improvements cannot be determined. Should improvements be proposed for development within a special flood hazard area, they would require issuance of a development permit by the City and would be subject to the construction standards contained in Chapter 15.56 of the City’s Municipal Code , which is intended to promote the public safety and minimize public and private losses due to flood conditions. This impact would be less than significant. i,j) No Impact Tsunamis, or seismically generated sea waves, are rare in California due to the lack of submarine earthquake faults. However, due to its proximity to the Pacific Ocean, the San Francisco Bay, and the hillsides within San Bruno Mountain State and County Park, the City is subject to risk of inundation from tsunami, seiche, and mudflow. However, the proposed Project would not directly or indirectly result in the construction of any housing or other habitable structures and would not result in population growth. Therefore, the Project would not increase exposure of persons to the risk of inundation from tsunami, seiche, or mudflow. There would be no impact. 32 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 26 Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact X. LAND USE AND PLANNING. Would the project: a) Physically divide an established community? b) Conflict with any applicable land use plan, policy, or regulation of an agency with jurisdiction over the project (including, but not limited to, the general plan, specific plan, local coastal program, or zoning ordinance) adopted for the purpose of avoiding or mitigating an environmental effect? c) Conflict with any applicable habitat conservation plan or natural community conservation plan? ANALYSIS AND CONCLUSIONS a) No Impact The proposed Complete Streets GPA does not propose any changes to existing land use designations or zoning and anticipates that land uses will be consistent with the designations established by the City’s General Plan . Future development projects that would implement the Complete Streets GPA would include new and expanded pedestrian and bicycle facilities that would provide safer and more convenient connections within and between areas of the City and would not divide the community. There would be no impact. b) No Impact The proposed Complete Streets GPA is a policy-level document that does not include any changes to existing land use designations or zoning. There would be no conflicts with the City’s General Plan, zoning ordinance, or other land use planning documents. There would be no impact. c) Less Than Significant Impact South San Francisco contains two areas set aside as habitat for the conservation of threatened and endangered species: the southern base of San Bruno Mountain within the City limits, and the portion of Sign Hill currently designated as parkland by the City (see General Plan Figure 7-2). These areas are designated by the General Plan as parkland, but some limited development is permitted. As discussed above, the proposed Complete Streets GPA would have no direct impact on biological resources. The Complete Streets GPA does not identify future improvements within the habitat conservation areas. However, such facilities are consistent with parkland and could be constructed in these areas in the future. General Plan Policy 7.1-I-1 would require the preparation of biological resource assessments and cooperation with state and federal agencies prior to the development of any improvements in these areas in order to ensure that development does not substantially affect special-status species. Furthermore, all future improvement projects that would implement the Complete Streets GPA would 33 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 27 be subject to further CEQA analysis of project-specific impacts. Continued implementation of City General Plan policy provisions and consultation with applicable state and federal wildlife agencies would ensure no conflicts with the City’s adopted habitat conservation plans. This impact would be less than significant. 34 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 28 Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact XI. MINERAL RESOURCES. Would the project: a) Result in the loss of availability of a known mineral resource that would be of value to the region and the residents of the state? b) Result in the loss of availability of a locally important mineral resource recovery site delineated on a local general plan, specific plan or other land use plan? ANALYSIS AND CONCLUSIONS a,b) No Impact The proposed Complete Streets GPA does not propose improvements that would have the potential to result in the loss of availability of a known mineral resource or of a locally important mineral resource recovery site. Further, future activities would occur within the City, which is an urbanized area that contains no known significant mineral resources or resource recovery sites. Therefore, there would be no impact. 35 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 29 Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact XII. NOISE. Would the project result in: a) Exposure of persons to or generation of noise levels in excess of standards established in the local general plan or noise ordinance or of applicable standards of other agencies? b) Exposure of persons to or generation of excessive groundborne vibration or groundborne noise levels? c) A substantial permanent increase in ambient noise levels in the project vicinity above levels existing without the project? d) A substantial temporary or periodic increase in ambient noise levels in the project vicinity above levels existing without the project? e) For a project located within an airport land use plan area or, where such a plan has not been adopted, within 2 miles of a public airport or a public use airport, would the project expose people residing or working in the project area to excessive noise levels? f) For a project within the vicinity of a private airstrip, would the project expose people residing or working in the project area to excessive noise levels? ANALYSIS AND CONCLUSIONS a–c) Less Than Significant Impact The proposed Complete Streets GPA does not include any site-specific designs or proposals, grant any entitlements for development, or propose to change existing land use designations or zoning. As a policy document, the Complete Streets GPA would have no direct impacts related to noise. Future transportation improvement projects, which could include expansion of pedestrian and bicycle facilities, would be subject to the policy provisions contained in the City’s General Plan Noise Element, including Policy 9-I-8 which requires the control of noise at the source through site design, building design, landscaping, hours of operation, and other techniques, as well as compliance with applicable existing regulations, including but not limited to South San Francisco Municipal Code Section 8.32, Noise Regulations, which regulates noise activities within the City. Compliance with these policies and regulations would ensure this impact is less than significant. 36 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 30 d) Less Than Significant Impact The proposed Complete Streets GPA does not include any site-specific designs or proposals, grant any entitlements for development, or propose to change existing land use designations or zoning. Construction of facilities associated with the Complete Streets GPA could exceed noise standards. Because construction is a necessary activity in maintaining and developing a city, municipal codes frequently include special provisions related to construction noise. The South San Francisco Municipal Code includes special provisions in Section 8.32, which allows construction activities on weekdays between the hours of 8 a.m. and 8 p.m., on Saturdays between the hours of 9 a.m. and 8 p.m., and on Sundays and holidays between the hours of 10 a.m. and 6 p.m., or at such other hours as may be authorized by the permit, if construction meets at least one of the following noise limitations:  No individual piece of equipment shall produce a noise level exceeding 90 dB at a distance of 25 feet. If the device is housed within a structure or trailer on the property, the measurement shall be made outside the structure at a distance as close to 25 feet from the equipment as possible.  The noise level at any point outside of the property plane of the project shall not exceed 90 dB. Compliance with the limitations of Municipal Code Section 8.3 would ensure that construction noise levels would not exceed noise limitations established by the City. This would be a less than significant impact. e,f) Less Than Significant Impact The City is located immediately north of San Francisco International Airport. According to the Land Use Compatibility Plan for the Airport (C/CAG 2012), much of the City is located in Airport Influence Area B, within which real estate disclosures are required notifying buyers of potential aircraft noise. The proposed Project would not, directly or indirectly, result in the construction of any residential uses. Compliance with General Plan policies would ensure that this impact would be less than significant. 37 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 31 Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact XIII. POPULATION AND HOUSING. Would the project: a) Induce substantial population growth in an area, either directly (e.g., by proposing new homes and businesses) or indirectly (e.g., through extension of roads or other infrastructure)? b) Displace substantial numbers of existing housing, necessitating the construction of replacement housing elsewhere? c) Displace substantial numbers of people, necessitating the construction of replacement housing elsewhere? ANALYSIS AND CONCLUSIONS a) No Impact The proposed Complete Streets GPA does not include any site-specific designs or proposals, grant any entitlements for development, or propose to change existing land use designations or zoning. Future improvements would not include the development of any new housing or employment centers that would increase the population directly or induce population. Therefore, there would be no impact. b,c) No Impact The proposed Complete Streets GPA does not include any site-specific designs or proposals, nor does it grant any entitlements for development. Any physical improvements associated with these transportation improvement strategies would likely be constructed within existing or planned road rights of way. Accordingly, this would not change from the existing conditions, and the Complete Streets GPA would not displace housing or people or require the construction of housing elsewhere. There would be no impact. 38 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 32 Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact XIV. PUBLIC SERVICES. Would the project result in substantial adverse physical impacts associated with the provision of new or physically altered governmental facilities, need for new or physically altered governmental facilities, the construction of which could cause significant environmental impacts, in order to maintain acceptable service ratios, response times, or other performance objectives for any of the following public services: a) Fire protection? b) Police protection? c) Schools? d) Parks? e) Other public facilities? ANALYSIS AND CONCLUSIONS a–e) No Impact The proposed Complete Streets GPA does not include any site-specific designs or proposals, grant any entitlements for development, or propose to change existing land use designations or zoning. Therefore, the proposed Project would have no direct impact on public services. Future implementing actions of the Complete Streets GPA would not include any residential uses or employment centers that would generate demand for public services. Therefore, there would be no impact. 39 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 33 Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact XV. RECREATION. a) Would the project increase the use of existing neighborhood and regional parks or other recreational facilities such that substantial physical deterioration of the facility would occur or be accelerated? b) Does the project include recreational facilities, or require the construction or expansion of recreational facilities, which might have an adverse physical effect on the environment? ANALYSIS AND CONCLUSIONS a,b) No Impact The proposed Complete Streets GPA would not increase population or the demand for park facilities. With no changes to residential or nonresidential uses in the City, the Complete Streets GPA would not result in physical deterioration of park facilities or require new park facilities, the construction of which could cause physical environmental impacts. Therefore, there would be no impact related to parks and recreation. 40 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 34 Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact XVI. TRANSPORTATION/TRAFFIC. Would the project: a) Conflict with an applicable plan, ordinance, or policy establishing measures of effectiveness for the performance of the circulation system, taking into account all modes of transportation including mass transit and non-motorized travel and relevant components of the circulation system, including but not limited to intersections, streets, highways and freeways, pedestrian and bicycle paths, and mass transit? b) Conflict with an applicable congestion management program, including, but not limited to, level of service standards and travel demand measures, or other standards established by the county congestion management agency for designated roads or highways? c) Result in a change in air traffic patterns, including either an increase in traffic levels or a change in location that results in substantial safety risks? d) Substantially increase hazards due to a design feature (e.g., sharp curves or dangerous intersections) or incompatible uses (e.g., farm equipment)? e) Result in inadequate emergency access? f) Conflict with adopted policies, plans, or programs regarding public transit, bicycle, or pedestrian facilities, or otherwise decrease the performance or safety of such facilities? ANALYSIS AND CONCLUSIONS a,b) Less Than Significant Impact Implementation of the Complete Streets GPA, in conjunction with the Pedestrian Master Plan (PMP), Bicycle Master Plan (BMP) and Climate Action Plan (CAP), is intended to lessen the reliance on automobiles and promote use of alternative traffic modes and by expanding the existing pedestrian and bicycle networks and providing enhanced connectivity within the community. Implementation of these policy provisions has the potential to reduce the number of vehicle trips and reduce congestion within the City. Therefore, this impact would be less than significant. c) No Impact 41 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 35 The City is located immediately north of San Francisco International Airport. The Complete Streets GPA would not result in development that would change air traffic patterns or result in substantial safety risks related to air traffic patterns. All future implementing actions would also be required to comply with the safety and compatibility policies of the airport’s Land Use Compatibility Plan (C/CAP 2012) and would not affect the location of air traffic patterns in the region. There would be no impact on air traffic patterns. d,e) Less Than Significant Impact The proposed Complete Streets GPA does not include any site-specific designs or proposals, grant any entitlements for development, or propose to change existing land use designations or zoning. Future improvements developed to implement the Complete Streets GPA would be designed to increase safety and access and would be reviewed by the City to ensure they would not result impacts on emergency access. This impact would be less than significant. f) No Impact The Complete Streets GPA is intended to support implementation efforts related to pedestrian, bicycle, and related transit network improvements. As such, the Complete Streets GPA would not conflict with any local policies or ordinances supporting multimodal access and alternative transportation. In addition, the policy provisions are intended to increase the performance and safety of complete streets-related facilities in the City. There would be no impact. 42 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 36 Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significan t Impact No Impact XVII. UTILITIES AND SERVICE SYSTEMS. Would the project: a) Exceed wastewater treatment requirements of the applicable Regional Water Quality Control Board? b) Require or result in the construction of new water or wastewater treatment facilities or expansion of existing facilities, the construction of which could cause significant environmental effects? c) Require or result in the construction of new storm water drainage facilities or expansion of existing facilities, the construction of which could cause significant environmental effects? d) Have sufficient water supplies available to serve the project from existing entitlements and resources, or are new or expanded entitlements needed? e) Result in a determination by the wastewater treatment provider that serves or may serve the project that it has adequate capacity to serve the project’s projected demand, in addition to the provider’s existing commitments? f) Be served by a landfill with sufficient permitted capacity to accommodate the project’s solid waste disposal needs? g) Comply with federal, state, and local statutes and regulations related to solid waste? ANALYSIS AND CONCLUSIONS a–c, e–g) No Impact The proposed Complete Streets GPA does not include any site-specific designs or proposals, grant any entitlements for development, or propose to change existing land use designations or zoning. Therefore, the proposed Project would have no direct impact on public utilities. Future implementing actions of the Complete Streets GPA would not include any residential uses or employment centers that would generate demand for public services. Therefore, there would be no impact. d) Less Than Significant Impact The City has two water suppliers. The California Water Service Company, Peninsula District (CWSC) serves the portion of the City east of Interstate 280 (I-280), which represents the majority of the City’s area. The CWSC also serves San Carlos and San Mateo, with no restrictions on water allocation among 43 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 37 these communities. The CWSC’s current contract with the South San Francisco Water Department entitles the City to 42.3 million gallons per day (mgd). An additional 1.4 mgd can be pumped from groundwater. The Westborough County Water District serves the area west of I-280. The Complete Streets GPA does not include any site-specific designs or proposals, nor does it grant any entitlements for development that would have the potential to deplete groundwater supplies or interfere with groundwater recharge. Future improvements would include development of facilities such as sidewalks, sidewalk bulb-outs, medians, signals, and signage with minimal water demand for irrigation of landscaped areas and little potential to deplete groundwater supplies or interfere with groundwater recharge. Continued implementation of City General Plan policy provisions and the South San Francisco Zoning Regulations would minimize impacts to groundwater. Future implementing actions of the Complete Streets GPA would not increase water demand in the City. This impact would be less than significant. 44 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 38 Potentially Significant Impact Less Than Significant With Mitigation Incorporated Less Than Significant Impact No Impact XVIII. MANDATORY FINDINGS OF SIGNIFICANCE a) Does the project have the potential to degrade the quality of the environment, substantially reduce the habitat of a fish or wildlife species, cause a fish or wildlife population to drop below self-sustaining levels, threaten to eliminate a plant or animal community, reduce the number or restrict the range of rare or endangered plants or animals, or eliminate important examples of the major periods of California history or prehistory? b) Does the project have impacts that are individually limited, but cumulatively considerable? "Cumulatively considerable" means that the incremental effects of a project are considerable when viewed in connection with the effects of past projects, the effects of other current projects, and the effects of probable future projects. c) Does the project have environmental effects that will cause substantial adverse effects on human beings, either directly or indirectly? ANALYSIS AND CONCLUSIONS a) Less Than Significant Impact As described in Section IV, the proposed Project would have no direct impact on biological resources, and future implementing actions would be subject to applicable federal, state, and local regulations that protect such resources, including the City’s two habitat management plans and associated policy provisions. Compliance with these existing regulations would ensure that the Project would have a less than significant impact on plant and wildlife species and their habitat. Similarly, as described in Section V, the proposed Project would have no direct impact on prehistoric and historic resources, and future implementing actions would be subject to General Plan policies and existing state regulations that protect such resources. Continued compliance with these policies and existing regulations would ensure that the Project would have a less than significant impact on prehistoric and historic resources. Furthermore, future implementing actions would be subject to further CEQA analysis of project-specific impacts. b) Less Than Significant Impact With Mitigation Incorporated The impacts of the proposed Project are individually limited and not considered “cumulatively considerable.” Although incremental changes in certain areas can be expected as a result of the future implementing actions, all environmental impacts that could occur as a result of the proposed 45 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY City of South San Francisco Complete Streets General Plan Amendment October 2014 Initial Study 39 Project would be considered less than significant or would be reduced to a less than significant level through implementation of the mitigation measures recommended in this Initial Study, which would also ensure that any contribution to cumulative impacts would be less than cumulatively considerable. c) Less Than Significant Impact With Mitigation Incorporated Construction of future improvements would produce ozone precursors, diesel PM, and nuisance dust, which could affect human beings. Mitigation measure AQ-1 requires implementation of basic construction mitigation measures to reduce construction-generated air pollutants, which would reduce the potential impact to less than significant. Therefore, with incorporation of the mitigation measures recommended in this Initial Study, implementation of the proposed Project would not result in environmental effects that would cause substantial direct or indirect adverse effects on human beings. 46 SSF COMPLETE STREETS GENERAL PLAN AMENDMENT INITIAL STUDY Complete Streets General Plan Amendment City of South San Francisco Initial Study October 2014 40 REFERENCES BAAQMD (Bay Area Air Quality Management District). 2011. CEQA Air Quality Guidelines. C/CAG (City/County Association of Governments of San Mateo County). 2012. Comprehensive Airport Land Use Compatibility Plan for the Environs of San Francisco International Airport. City of South San Francisco. 2013a. City of South San Francisco Climate Action Plan. _____. 1999. City of South San Francisco General Plan. _____. 2011. City of South San Francisco Bikeways Master Plan. _____. 2013b. City of South San Francisco Pedestrian Master Plan. DTSC (California Department of Toxic Substances Control). 2013. Envirostor database. Accessed September 26. http://www.envirostor.dtsc.ca.gov/public/. 47 Attachment 2 CEQA Comment Letters  California Public Utilities Commission, dated November 11, 2014 48 STATE OF CALIFORNIA EDMUND G. BROWN JR., Governor PUBLIC UTILITIES COMMISSION 320 WEST 4TH STREET, SUITE 500 LOS ANGELES, CA 90013 (213) 576-7083 November 11, 2014 Mr. Billy Gross City of South San Francisco 315 Maple Avenue South San Francisco, California 94080 Dear Mr. Gross: SUBJECT: SCH 2014102043 South San Francisco (San Mateo) Complete Streets General Plan Amendment - DMND The California Public Utilities Commission (Commission) has jurisdiction over the safety of highway- rail crossings (crossings) in California. The California Public Utilities Code requires Commission approval for the construction or alteration of crossings and grants the Commission exclusive power on the design, alteration, and closure of crossings in California. The Commission Rail Crossings and Engineering Branch (RCEB) is in receipt of the draft Mitigated Negative Declaration (DMND) for the proposed City of South San Francisco (City) Complete Streets General Plan Amendment Project. The project area includes active railroad tracks. RCEB recommends that the City add language to the General Plan Amendment so that any future development adjacent to or near the railroad/light rail right-of-way (ROW) is planned with the safety of the rail corridor in mind. New developments may increase traffic volumes not only on streets and at intersections, but also at at-grade crossings. This includes considering pedestrian circulation patterns or destinations with respect to railroad ROW and compliance with the Americans with Disabilities Act. Mitigation measures to consider include, but are not limited to, the planning for grade separations for major thoroughfares, improvements to existing at-grade crossings due to increase in traffic volumes, and continuous vandal resistant fencing or other appropriate barriers to limit the access of trespassers onto the railroad ROW. If you have any questions in this matter, please contact me at (213) 576-7076, ykc@cpuc.ca.gov. Sincerely, Ken Chiang, P.E. Utilities Engineer Rail Crossings and Engineering Branch Safety and Enforcement Division C: State Clearinghouse 49 Attachment 3 Draft Plan Adoption Resolution A. Exhibit A: General Plan Amendments 50 RESOLUTION NO. ________ CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO STATE OF CALIFORNIA A RESOLUTION MAKING FINDINGS AND APPROVING A COMPLETE STREETS TEXT AMENDMENT TO THE TRANSPORTATION ELEMENT OF THE GENERAL PLAN WHEREAS, the City of South San Francisco (“City”) has prepared amendments to the City’s General Plan related to Complete Streets policies (“Project”); and, WHEREAS, the draft Complete Streets General Plan Amendments provides a policy framework designed to support implementation of Complete Streets concepts, including integrating Complete Streets infrastructure and design features into street design and construction projects and to make Complete Streets practices a routine part of South San Francisco’s everyday operations, and support the goals of Senate Bill 375; and, WHEREAS, in accordance with CEQA, an initial study was performed, the result of which was preparation and circulation of a mitigated negative declaration (“IS/MND”) analyzing the proposed Project and concluding that approval of the Project could not have a significant effect on the environment because the impacts of the Project could all be mitigated to levels below established CEQA thresholds of significance with the adoption of mitigation measures; and, WHEREAS, the Planning Commission held a duly noticed public hearing on November 20, 2014, to consider the IS/MND and the proposed General Plan Amendments, and to take public testimony, and made a recommendation to the City Council on the IS/MND and the Project; and, WHEREAS, on December 10, 2014, the City Council held a duly noticed public hearing to take public testimony and consider the IS/MND and the proposed General Plan Amendments; and, WHEREAS, as required by State law and the South San Francisco Municipal Code, the City Council has independently reviewed the Project and the IS/MND, and makes the findings contained herein in support of the General Plan Amendments. NOW, THEREFORE, BE IT RESOLVED that based on the entirety of the record before it, which includes without limitation, the California Environmental Quality Act, Public Resources Code §§ 21000, et seq. (“CEQA”) and the CEQA Guidelines, 14 California Code of Regulations § 15000, et seq.; the South San Francisco General Plan and General Plan EIR; the South San Francisco General Plan Update and General Plan Update EIR; the South San Francisco Municipal Code; the Initial Study and Mitigated Negative Declaration, prepared for the Project, including all written comments received; all reports, minutes, and public testimony submitted as part of the Planning Commission's duly noticed public hearing on November 20, 2014; all reports, minutes and public testimony submitted as part of the City Council’s duly notice public hearing on December 10, 2014; and any other evidence (within the meaning of Public Resources Code §21080(e) and §21082.2), the City Council of the City of South San Francisco hereby finds as follows: 51 I. General Findings 1. The foregoing recitals are true and correct. 2. The Exhibits attached to this Resolution, including the proposed General Plan Amendments (Exhibit A), are each incorporated by reference into this Resolution, as if set forth fully herein. 3. The documents and other material constituting the record for these proceedings are located at the Planning Division for the City of South San Francisco, 315 Maple Avenue, South San Francisco, CA 94080, and in the custody of Chief Planner, Susy Kalkin. II. General Plan Amendments 1. As described in Exhibit A, the General Plan Amendments propose modifications intended to implement Complete Streets policies. The amendments would not include any changes to existing land use designations. The amendments provide a policy framework designed to support implementation of Complete Streets concepts, including integrating Complete Streets infrastructure and design features into street design and construction projects and to make Complete Streets practices a routine part of South San Francisco’s everyday operations. 2. As required under State law, the South San Francisco General Plan, and the South San Francisco Municipal Code, in support of the General Plan Amendments, the Planning Commission finds that the proposed General Plan Amendments are otherwise consistent with the South San Francisco General Plan, do not obstruct or impede achievement of any General Plan policies, and further a number of important Guiding and Implementing Policies set forth in the Transportation Element, including: Guiding Policy 4.3-G-2. “Provide safe and direct pedestrian routes and bikeways between and through residential neighborhoods, and to transit centers.” Implementing Policy 4.3-I-8. “Track and implement pedestrian improvements through municipal projects and operations on an ongoing basis, including monitoring and updating of the PMP for project prioritization, funding opportunities, and project readiness.” Implementing Policy 4.3-I-13. “Undertake a program to improve pedestrian connections between the rail stations – South San Francisco and San Bruno BART stations and the Caltrain Station – and the surroundings. Components of the program should include:  Installing handicapped ramps at all intersections as street improvements are being installed;  Constructing wide sidewalks where feasible to accommodate increased pedestrian use;  Providing intersection “bulbing” to reduce walking distances across streets in Downtown, across El Camino Real and Mission Road, and other high use areas;  Continuing with the City’s current policy of providing pedestrian facilities at all signalized intersections; and 52  Providing landscaping that encourages pedestrian use.” The General Plan Amendments are therefore consistent with the City’s General Plan (as proposed for amendment). BE IT FURTHER RESOLVED that the City Council of the City of South San Francisco hereby makes the findings contained in this Resolution and approves the General Plan Amendments attached as Exhibit A. BE IT FURTHER RESOLVED that the Resolution shall become effective immediately upon its passage and adoption. * * * * * * * I hereby certify that the foregoing resolution was adopted by the City Council of the City of South San Francisco at the regular meeting held on the 10th day of December, 2014 by the following vote: AYES:________________________________________________________________ NOES:________________________________________________________________ ABSTENTIONS:________________________________________________________ ABSENT:______________________________________________________________ Attest:__________________________________ City Clerk 53 Exhibit A General Plan Amendments 54 GENERAL PLAN AMENDMENTS FOR COMPLETE STREETS POLICIES The proposed General Plan Amendments provide recommended policy updates to the City of South San Francisco’s existing General Plan, including goals and policies upon which proposed Complete Streets measures and actions are based. The General Plan Amendments include edits and additions to existing text and policies in the following elements:  Transportation These amendments integrate the objectives of the Complete Streets policies into the City’s long- term planning framework. The proposed General Plan Amendments are provided in the attached document in redlined format. 55 4 - TRANSPORTATION Transportation has long played a key role in shaping South San Francisco. Like much of the rest of San Mateo County, South San Francisco initially developed as a “railroad suburb” to San Francisco. The Caltrain service that now uses the Union Pacific (formerly Southern Pacific Railroad) tracks continues that early commute pattern; the earlier train route is paralleled by El Camino Real (State Route 82), the first highway and automobile route through the Peninsula. Since World War II, these early commute routes have been replaced by freeways – first, U.S. 101 (the Bayshore Freeway) east of El Camino Real and Caltrain and, later, I–280, which defines much of the western edge of the City. South San Francisco has extraordinary access to all transportation modes, including air, water, rail, bus, and automobiles, though capacity and access to the principal route—U.S. 101—is constrained. With the BART extension, the soon to be constructed Airport Rail Transit (ART) System, and ferry service on the horizon, access to the City has been enhanced even further in the last decade. (Amended by Resolution 26-2014. Adopted February 12, 2014) The Transportation Element includes policies, programs, and standards to enhance capacity and provide new linkages to provide “Complete Streets” that are safe, comfortable, and convenient routes for walking, bicycling, and public transportation to increase use of these modes of transportation, enable active travel as part of daily activities, reduce pollution, further an integrated multi-modal transportation system that encourages transit and meets the needs of pedestrians and bicyclists, as well as programs to help reduce transportation demand., and meet the needs of all users of the streets, including bicyclists, children, persons with disabilities, pedestrians, users of public transportation, seniors, youth, and families, while continuing to maintain a safe and effective transportation system for motorists and movers of commercial goods consistent with the other goals, objectives, and policies of this plan. Issues from a citywide to a neighborhood- and block-level scale are addressed. The relationship between the local and the regional system and agencies is also examined. The element contains policies to ensure that existing uses and neighborhoods are not unduly impacted as the city grows. The Transportation Element identifies future circulation needs for a long-range planning horizon. The City is implementing these long-range objectives through numerous near-term, strategic planning documents. The South San Francisco Bicycle Master Plan and Pedestrian Master Plan (PMP) are two examples, both providing detailed recommendations and concept plans that support General Plan objectives. Building on the General Plan’s overarching vision for safe and convenient pedestrian facilities, the PMP provides tools that respond to the City’s current pedestrian challenges. Similarly, the Bicycle Master Plan supports the General Plan, identifying actionable, near-term objectives to expand and enhance the City’s network of bicycle paths. In addition, the City Council adopted a Citywide Complete Streets policy (Resolution 86-2012, October 24, 2012) in accordance with the guidelines provided by MTC (Metropolitan Transportation Commission). (Amended by Resolution 26-2014. Adopted February 12, 2014) 56 Many of the improvements identified will be studied later in greater detail, and funding and implementation sources will be identified. Some of these projects, in order to be funded, must be part of local and regional programs, including the City’s Capital Improvement Program and the County Congestion Management Program (CMP). Strategic plans such as the Bicycle Master Plan and PMP assist the City with project prioritization for funding and implementation. (Amended by Resolution 26-2014. Adopted February 12, 2014) Policies related to the physical framework for development that the circulation system is designed to serve are included in Chapter 2: Land Use Element and Chapter 3: Planning Sub- Areas Element. Included in these elements are policies to promote transit-supportive land uses, creation of pedestrian-friendly environments, and design to promote alternate modes. 4.1 TRAVEL CHARACTERISTICS AND REGIONAL FRAMEWORK COMMUTE MODES Residents and workers use a variety of modes for travel. Census data from 1990, presented in Table 4-1, show most people traveling to jobs in South San Francisco using single-occupant vehicles (77 percent), with carpools garnering the second highest mode share at 16 percent. Approximately four percent of South San Francisco workers used transit as their mode of travel to work. Bicycles accounted for only 0.5 percent of travel while walking represented a 1.5 percent share in 1990. These figures represent an increase in single-occupant vehicle travel and a decrease in carpool and transit usage from 1980. A 1998 survey of employees by the Peninsula Congestion Relief Alliance (PCRA) of 375 employees in South San Francisco found a higher transit use, with about 30 percent of South San Francisco employees using non-drive alone commute modes. The reported increase in bus and rail usage is a reflection of the improved shuttle bus service from the Caltrain and BART stations to area employment sites. WORK TRIP PATTERNS While South San Francisco is part of the larger Bay Area commutershed, in 1990 over half of the city’s residents worked in either San Francisco (35 percent) or South San Francisco (23 percent). However, as city residents continue to take advantage of emerging job opportunities in other San Mateo County cities, the proportion of residents working in the city or in San Francisco has declined by ten percent since 1980. Most city workers live in distant locations, partly due to the presence of large high-technology employers such as Genentech (the largest employer in the North County region, with 45 percent of the workforce residing outside of San Mateo County), that attract employees from a wide region. In effect, more San Francisco and San Mateo residents work in South San Francisco than South San Franciscans. 57 REGULATORY FRAMEWORK The City of South San Francisco has jurisdiction over all City streets and City-operated traffic signals. The freeways, freeway ramps, and State routes (such as El Camino Real) are under the jurisdiction of the State of California Department of Transportation (Caltrans). The transit service providers have jurisdiction over their services. These include San Mateo County Transit District (SamTrans) fixed-route bus service and the Peninsula Corridor Joint Powers Board (JPB) commuter rail service (Caltrain). There are several regional agencies that oversee and coordinate transportation improvement programs affecting South San Francisco, including: • San Mateo County Transportation Authority, which oversees improvements contained in the County Measure A Strategic Plan. Improvements affecting South San Francisco include auxiliary lanes on U.S. 101; • The City/County Association of Governments of San Mateo County (C/CAG), which is the Congestion Management Agency that sets State and federal funding priorities for improvements affecting the CMP Roadway System. The CMP roadway system components in South San Francisco include U.S. 101, I-280, and SR 82 (El Camino Real). C/CAG also reviews transportation impact analyses included in environmental clearance documents for land use applications prepared by jurisdictions in San Mateo County to ensure that impacts to the CMP Roadway System are adequately addressed. State law no longer requires congestion management programs. San Mateo County, like all other counties in the Bay Area, has opted to continue with its CMP; and • Metropolitan Transportation Commission (MTC), which is the regional clearinghouse for both State and federal funds for transportation improvements. 4.2 STREET NETWORK, CLASSIFICATION, AND OPERATIONS Two north-south freeways, U.S. 101 and I-280, form the backbone of the street system in South San Francisco, carrying regional traffic between San Francisco and Santa Clara County. I-380, an east-west connector between these two freeways, lies just south of the city. A network of arterial, collector, and local streets provides mobility within South San Francisco. STREET CLASSIFICATION SYSTEM Figure 4-1 illustrates the street system serving South San Francisco and identifies the roadway classifications. This classification system includes: • Freeways. Freeways are limited-access, high-speed travelways included in the State and federal highway systems. These roads carry regional through traffic and access is provided 58 by interchanges at intervals of one-mile or greater. No access is provided to adjacent land uses. There are two freeways in South San Francisco – U.S. 101 and I-280. • Arterials. Arterials are major streets that primarily serve through traffic and provide access to abutting properties as a secondary function. Arterials are generally designed with four to six travel lanes and major intersections are signalized. In South San Francisco, there are two types of arterials: major arterials and minor arterials. Major arterials are typically divided (have raised medians), have more travel lanes, and carry more traffic than minor arterials. Major arterials in the city include El Camino Real, Sisters Cities Boulevard, Junipero Serra Boulevard, and East Grand Avenue. Minor arterials include Mission Road and Orange Avenue. • Collectors. Collectors connect arterials with local streets, and provide access and circulation within neighborhoods. Collectors are typically designed with two travel lanes, parking lanes, planter strips, and sidewalks. Examples of collectors in South San Francisco are Commercial Avenue and Del Monte Avenue. • Local Streets. Local streets provide direct access to abutting properties as their primary function. Local streets have no more than two travel lanes. STANDARDS FOR TRAFFIC LEVEL OF SERVICE Traffic service levels for intersections and roadway segments are characterized by examining peak period and daily operations. The standard used for evaluating traffic flow is called level of service (LOS) ( Table 4.2-1). Levels of service are classified by a letter grade that describes the quality of flow, ranging from the best condition (LOS A) through extreme congestion associated with over-capacity conditions (LOS F). One measure of level of service is volume-to-capacity (or demand-to-capacity). Traffic demand modeling assumes that travel demand is a response to the patterns of land use activity in a city and surrounding region. The transportation analysis process for the Transportation Element uses existing and projected land use to evaluate transportation system improvement and demand management needs. TRAFFIC OPERATIONS Existing Operations The 1995 Congestion Management Program for San Mateo County reports I-280 operating at LOS F and U.S. 101 operating at LOS D in the vicinity of South San Francisco during peak commute hours. Levels of service were calculated for the city’s roadway segments with current daily volume counts. The resulting volume-to-capacity ratios are presented in Table 4.2-2. Current congestion on South San Francisco streets occurs along the Oyster Point Boulevard, East Grand Avenue, Dubuque Avenue, and Airport Boulevard corridors, and on Westborough Boulevard near the I-280 interchange and the Junipero Serra Boulevard intersection. Other 59 locations with congestion include the intersection of El Camino Real with Westborough Boulevard/Chestnut Avenue and the Airport Boulevard/Produce Avenue/U.S. 101 interchange. During the evening peak commute period, East Grand Avenue under the U.S. 101 overpass has some back up. Projected Operations The Countywide Transportation Plan projections, recognizing the effects of two major transportation infrastructure improvements—the proposed BART and Caltrain extension projects—show projected operations of LOS F on U.S. 101 and LOS E on I-280. Within the City, the transportation system can adequately serve existing travel demand, provided improvements outlined in the General Plan (Figure 4-2; also see Policy 4.2-I-2) are implemented. In general, with the improvements, existing service levels along most roadway segments are expected to be maintained. However, portions of Westborough Boulevard, El Camino Real, East Grand Avenue, and Oyster Point Boulevard are expected to continue operating at congested levels. (See Table 4.2-2) The East of 101 Area Plan prepared in 1994 presents several intersections operating at unacceptable levels of service (LOS E and F) under future conditions with growth and development in that area. The plan identified improvements to accommodate the traffic generated by the anticipated growth. A transportation analysis of the East of 101 area is currently being prepared to assess land use revisions of the 1994 plan. The results of this updated analysis will be a set of transportation system improvements to accommodate current growth projections in that area of South San Francisco. For a full evaluation of projected traffic operations, the Environmental Impact Report on the General Plan should be consulted. Because existing development limits the City’s ability to undertake improvements in some neighborhoods, a continued emphasis on alternative transportation modes will be needed to maintain mobility in future. GUIDING POLICIES: STREET SYSTEM AND STANDARDS OF SERVICE Also see Chapter 3: Planning Sub-Areas Element, for policies related to streets in specific areas. Truck movement issues in Lindenville are addressed in Section 3.2: Lindenville. Street System 4.2-G-1 Undertake efforts to enhance transportation capacity, especially in growth and emerging employment areas such as in the East of 101 area. 60 4.2-G-2 Improve connections between different parts of the city. These would help integrate different parts of the city. Connections between areas west and east of U.S. 101 (currently limited to streets that provide freeway access) would also free-up capacity along streets such as Grand Avenue and Oyster Point Boulevard that provide access to U.S. 101. Connections are also critical across El Camino Real and Junipero Serra Boulevard and from Westborough to Downtown. Connections should provide access for multiple modes of transportation including bicycle and pedestrian access. (Amended by Resolution 26-2014. Adopted Febrary 12, 2014) 4.2-G-3 Where appropriate, use abandoned railroad rights-of-way and the BART right-of- way to establish new streets. 4.2-G-4 Use the El Camino Real/Chestnut Area Plan as a guide for detailed implementation of General Plan transportation policies for the El Camino Real/Chestnut Area 4.2-G-5 Use Figure 4-1: Street Classifications, to identify, schedule, and implement roadway improvements. Use the El Camino Real/Chestnut Avenue Area Plan to identify, schedule, and implement roadway improvements for the El Camino Real/Chestnut Area. (Amended by City Council Resolutions 97-2011 and 99- 2011, Adopted July 27, 2011) 4.2-G-6 Use the Bicycle Master Plan (refer to Figure 4-2) to identify, schedule, and implement roadway improvements that enhance bicycle access. (Amended by Resolution 26-2014. Adopted Febrary 12, 2014) 4.2-G-7 Use the Pedestrian Master Plan (refer to Figure 4-3) to identify, schedule, and implement roadway improvements that enhance pedestrian access. (Amended by Resolution 26-2014. Adopted Febrary 12, 2014) 4.2-G-8 Make efficient use of existing transportation facilities and, through the arrangement of land uses, improved alternate modes, and enhanced integration of various transportation systems serving South San Francisco, strive to reduce the total vehicle-miles traveled. 4.2-G-9 Coordinate local actions with regional agencies, and undertake active efforts to undertake transportation improvements. 4.2-G-10 Provide fair and equitable means for paying for future street improvements including mechanisms such as development impact fees. (Amended by City Council Resolution 98-2001, Adopted September 26, 2001) 61 4.2-G-11 Integrate Complete Streets infrastructure and design features into street design and construction to create safe and inviting environments for people to walk, bicycle, and use public transportation. 4.2-G-12 Make Complete Streets practice a routine part of South San Francisco’s everyday operations. Traffic Operations and Service Standards 4.2-G-131 Strive to maintain LOS D or better on arterial and collector streets, at all intersections, and on principal arterials in the CMP during peak hours. 4.2-G-142 Accept LOS E or F after finding that: • There is no practical and feasible way to mitigate the lower level of service; and • The uses resulting in the lower level of service are of clear, overall public benefit. 4.2-G-153 Exempt development within one-quarter mile of a Caltrain or BART station, or a City-designated ferry terminal, from LOS standards. IMPLEMENTING POLICIES: STREET SYSTEM AND STANDARDS OF SERVICE Street System and Improvements 4.2-I-1 Continue using the Capital Improvement Program to program and implement needed improvements to the street system. 4.2-I-2 Undertake street improvements identified in Figures 4-1 and 4-2. (Amended by City Council Resolution 31-2002, Adopted April 24, 2002) Improvements identified include: • Connection between Hillside Boulevard and El Camino Real near the BART station (see Chapter 3 for policies for pedestrian-oriented nature of the segment near the BART station). • Arroyo Drive/Oak Avenue connection. This short connection will relieve pressure off the Chestnut Avenue/El Camino Real intersection. Signal coordination will help to ensure that El Camino Real traffic flow is not 62 impeded. Use the El Camino Real/Chestnut Area Plan to guide the development of the Arroyo/Oak Avenue connection. (Amended by City Council Resolution 97-2011 and 99-2011, Adopted July 27, 2011) • Mission Road extension from Chestnut Avenue to South Linden Avenue extension. This will be on the BART right-of-way. The General Plan proposes additional uses for the right-of-way—a bikeway and a linear park as well—a coordinated design strategy and joint efforts by the Public Works and Parks and Recreation departments will be needed. • Myrtle Avenue extension to South Linden Avenue. This will run parallel (on the north side) of the former Zellerbach Paper plant. Alignment study will be needed, and some small existing structures may need to be removed. • South Maple Avenue extension to Noor Avenue at Huntington Avenue. While this connection is short and within the City limits, it may be viable only at the time of redevelopment of the site along Browning Way (designated for high- intensity office development, as it is adjacent to the San Bruno BART Station). This connection should be a condition of redevelopment of sites in the area. • South Linden Avenue extension to Sneath Lane. This would dramatically increase access to Lindenville and enable trucks to get to I-380 without going through Downtown. This connection is also extremely critical to ensure connection between Downtown and the (San Bruno) BART Station. • Railroad Avenue extension from South Linden Avenue to East Grand Avenue, following the general alignment of an abandoned railroad right-of-way. This would be the first non-freeway related connection between the areas east and west of U.S. 101. The street will go under U.S. 101. Either a depressed intersection at Railroad Avenue or an elevated section that goes above the Caltrain tracks would be needed. This will probably be an expensive improvement ($15-20 million), requiring detailed studies. However, it is expected to accommodate more than 20,000 trips per day and existing structures will not need to be removed. Consideration should be given to providing a bikeway and pedestrian access in conjunction with the street design. (Revised by resolution 26-2014. Adopted February 12, 2014) • Victory Avenue extension from South Linden Avenue to South Airport Boulevard. This will need to be undertaken in conjunction with development of the regional commercial facilities designated on the General Plan Diagram. • New interchange at Victory Avenue and U.S. 101. This will provide direct connection between Lindenville and U.S. 101, and be the primary truck ingress/egress point in South San Francisco, obviating the need for trucks to negotiate Downtown streets. As with Victory Avenue extension, development will need to occur in conjunction with development of regional commercial facilities. • Produce Avenue extension to Shaw Road. This will run parallel to U.S. 101 on the western side. 63 4.2-I-3 Undertake studies to establish precise alignments for streets in order to identify future right-of-way needs. Locate future arterials and collectors according to the general alignments shown in Figure 4-2. Minor variation from the depicted alignments will not require a General Plan amendment. 4.2-I-4 Establish priorities for transportation improvements, and prepare an action program to implement identified street improvements. This would require working with other agencies, including BART for the Mission Road extension on the BART right-of-way, Caltrans on the new U.S. 101 interchange, and with C/CAG on several other projects. 4.2-I-5 Establish accessibility requirements for all streets designated as arterial or collector on Figure 4-1. As part of development review of all projects along these streets, ensure that access to individual sites does not impede through traffic flow. The General Plan anticipates development along several arterial and collector streets, including in much of Downtown, and along El Camino Real, Gellert Boulevard, Arroyo Drive, Victory Avenue extension, Hillside Boulevard, Mission Road extension, and East Grand Avenue. Accessibility requirements should ensure that ingress/egress from sites along arterial and collector streets is limited to a few locations, and residential developments do not have driveways lined up along the streets, which would represent a safety hazard and impede traffic flow. 4.2-I-6 Incorporate as part of the City’s Capital Improvement Program (CIP) needed intersection and roadway improvements to enhance mobility in the East of 101 Area. These improvements shall include consideration of bike lanes and pedestrian routes. (Amended by City Council Resolution 98-2001 and 26-2014.) The East of 101 traffic study, prepared by the City in April 2001, identifies improvements that would result in better traffic flow and a reduction of congestion during peak hours. The following improvements have been proposed and evaluated: • Bayshore Boulevard and US 101 South Hook Ramp(s); • Bayshore Boulevard and Sister Cities/Oyster Point Boulevard; • Dubuque Avenue and Oyster Point Boulevard; • Eccles Avenue and Oyster Point Boulevard; • Gull Drive and Oyster Point Boulevard; • Airport Boulevard and Miller Avenue/US 101 Southbound off-ramp; • Airport Boulevard and Grand Avenue; 64 • Dubuque Avenue and East Grand Avenue; • Gateway Boulevard and East Grand Avenue • Forbes Boulevard/Harbor Way and East Grand Avenue; • East Grand Avenue and Grandview Drive; • Airport Boulevard and San Mateo Avenue; • South Airport Boulevard/Mitchell Avenue and Gateway Boulevard; • South Airport Boulevard and Utah Avenue; • Harbor Way; • Mitchell Avenue. 4.2-I-7 Continue to require that new development pays a fair share of the costs of street and other traffic and transportation improvements, based on traffic generated and impacts on service levels. Explore the feasibility of establishing impact fee, especially for improvements required in the Lindenville area. (Amended by City Council Resolution 98-2001, Adopted September 26, 2001) 4.2-I-7a Establish a traffic improvement fee to fund transportation improvements in the East of 101 area. The fee should be updated to also fund enhancements to pedestrian and bicycle infrastructure, consistent with the objectives of the Bicycle Master Plan and Pedestrian Master Plan (Amended by City Council Resolution 98-2001 and 27-2014) 4.2-I-8 Develop and implement a standard method to evaluate the traffic impacts of individual developments. Currently, the City does not have an adopted LOS calculation method or a traffic analysis procedure. Therefore, it is difficult to ensure that impacts and appropriate mitigation measures are identified and that developers pay their fair-share of the transportation system improvement costs. 4.2-I-9 Where appropriate, consider upfronting portions of improvement costs where the City’s economic development interests may be served. This technique may be appropriate for improvements such as the Victory Avenue extension, the Railroad extension and U.S. 101 interchange to facilitate development of a regional commercial center, sales tax revenues from which (potentially in excess of $1 million per year) could help retire the improvement debt. 4.2-I-10 In planning, designing, and constructing Complete Streets: 65  Include infrastructure that promotes a safe means of travel for all users along the right of way, such as sidewalks, shared use paths, bicycle lanes, and paved shoulders.  Include infrastructure that facilitates safe crossing of the right of way, such as accessible curb ramps, crosswalks, refuge islands, and pedestrian signals; such infrastructure must meet the needs of people with different types of disabilities and people of different ages.  Ensure that sidewalks, crosswalks, public transportation stops and facilities, and other aspects of the transportation right of way are compliant with the Americans with Disabilities Act and meet the needs of people with different types of disabilities, including mobility impairments, vision impairments, hearing impairments, and others. Ensure that the South San Francisco ADA Transition Plan includes a prioritization method for enhancements and revise if necessary.  Prioritize incorporation of street design features and techniques that promote safe and comfortable travel by pedestrians, bicyclists, and users of public transportation, such as traffic calming circles, additional traffic calming mechanisms, narrow vehicle lanes, raised medians, dedicated transit lanes, transit priority signalization, transit bulb outs, road diets, high street connectivity, and physical buffers and separations between vehicular traffic and other users.  Ensure use of additional features that improve the comfort and safety of users: o Provide pedestrian-oriented signs, pedestrian-scale lighting, benches and other street furniture, bicycle parking facilities, and comfortable and attractive public transportation stops and facilities. o Encourage street trees, landscaping, and planting strips, including native plants where possible, in order to buffer traffic noise and protect and shade pedestrians and bicyclists. o Reduce surface water runoff by reducing the amount of impervious surfaces on the streets. 4.2-I-11 In all street projects, include infrastructure that improves transportation options for pedestrians, bicyclists, and users of public transportation of all ages and abilities.  Ensure that this infrastructure is included in planning, design, approval, construction, operations, and maintenance phases of street projects.  Incorporate this infrastructure into all construction, reconstruction, retrofit, maintenance, alteration, and repair of streets, bridges, and other portions of the transportation network. 66  Incorporate multimodal improvements into pavement resurfacing, restriping, and signalization operations where the safety and convenience of users can be improved within the scope of the work.  Allow exclusion of such infrastructure from street projects under the following conditions: o Project involving only ordinary maintenance activities designed to keep assets in serviceable condition, such as emergency road repair, cleaning, spot repair, concrete joint repair, pothole filling, or when interim measures are implemented on temporary detour or haul routes. o Upon written approval by the Public Works Director, in consultation with related City Department Directors, and only where documentation and supporting data indicate one of the following bases for the exemption: (a) use by a specific category of users is prohibited by law; (b) the cost would be excessively disproportionate to the need or probable future use over the long term; (c) there is an absence of current and future need; or (d) significant adverse impacts outweigh the positive effects of the infrastructure.  Provide an annual report to the City Council listing the street projects undertaken in the past year and briefly summarizing the complete streets infrastructure used in those projects and, if applicable, the basis for excluding complete streets infrastructure from those projects. 4.2-I-12 Develop policies and tools to improve South San Francisco’s Complete Streets practices.  Develop a pedestrian crossings policy, addressing matters such as where to place crosswalks and when to use enhanced crossing treatments.  Develop policies to improve the safety of crossings and travel in the vicinity of schools and parks.  Develop a checklist for South San Francisco’s development and redevelopment projects, to ensure the inclusion of infrastructure providing for safe travel for all users and enhance project outcomes and community impact.  As feasible, South San Francisco shall incorporate Complete Streets infrastructure into existing public and private streets to improve the safety and convenience of Users, construct and enhance the transportation network for each category of Users, and create employment. 4.2-I-13 Change transportation investment criteria to ensure that existing transportation funds are available for Complete Streets infrastructure. 4.2-I-14 Identify additional funding streams and implementation strategies to retrofit existing streets to include Complete Streets infrastructure. 67 4.2-I-15 As necessary, restructure and revise the zoning, subdivision, and public improvement codes, and other plans, laws, procedures, rules, regulations, guidelines, programs, templates, and design manuals in order to integrate, accommodate, and balance the needs of all users in all street projects on public streets. 4.2-I-16 Develop or revise street standards and design manuals, including cross-section templates and design treatment details, to ensure that standards support and do not impede Complete Streets; coordinate with related policy documents such as the Bicycle Master Plan and Pedestrian Master Plan.  Assess current requirements with regard to road width and turning radii in order to determine the narrowest vehicle lane width and tightest corner radii that safely balance other needs; adjust design guidelines and templates to reflect ideal widths and radii. Level of Service 4.2-I-170 Design roadway improvements and evaluate development proposals based on LOS standards. 4.2-I-181 Implement, to the extent feasible, circulation system improvements illustrated in Figures 4-1, 4-2 and 4-3 prior to deterioration in levels of service below the stated standard. 4.4 TRANSIT AND PUBLIC TRANSPORTATION ART SYSTEM An Airport Rail Transit (ART) System, to move people and luggage between buildings, terminals, major employment locations, and parking areas within San Francisco International Airport (SFO) is being was designed as part of the current SFO Expansion Plan. Phase I of Tthe ART system was completed in February 2003 andwould loops around the main terminal and garage area and extends approximately four miles north along McDonnell Road to the future rental car facility. Phase II was designed towill extend from McDonnell Road to South Airport Boulevard (near the United Airlines maintenance facility) and terminate along the North Access Road, but was never constructed. Construction of Phase I started in September 1997. These routes are illustrated in Figure 4-6. The potential for extending ART to Downtown South San Francisco along Airport Boulevard was examined as part of the General Plan sketch planning process. Costs are prohibitive ($60 to $85 million for capital and $10 to $15 million annually for operations), and currently not justifiable based on expected ridership. 68 Attachment 4 Planning Commission Documents A. Draft Minutes of November 20, 2014 Planning Commission Meeting B. Resolution 2752-2014 – CEQA Resolution (no attachments) C. Resolution 2753-2014 – GPA Resolution (no attachments) 69 EXCERPT FROM 11-20-14 PLANNING COMMISSION MEETING MINUTES Chairperson Martin opened the public hearing and called for the staff report. Senior Planner Gross presented the staff report, explaining the purpose of the General Plan Amendments is to amend the Transportation Element to comply with the Complete Streets Act of 2008 and in order to be eligible for OneBayAreaGrant (OBAG) funding. There being no speakers the public hearing was closed. Commission comments/questions:  Commission questioned if the comment letter provided by the Rail Crossings and Engineering Branch (RCEB) of the California Public Utilities Commission required a direct response. Senior Planner Gross stated this is a very general statement in keeping with comments provided for other environmental documents. He further clarified that existing policies do address general mobility for all users, and that in the future specific design measures would be incorporated into development projects that included railroad rights-of-way.  Commission asked staff about the Airport Rail Transit (ART) system reference in the Transportation Element. Senior Planner Gross stated that the General Plan was adopted in 1999 and a number of proposed projects were referenced at that time. Staff would review the current status of the ART system and make any necessary revisions to the General Plan language.  Commission inquired whether the Bicycle and Pedestrian Advisory Committee is involved with this project. Senior Planner Gross stated that they are aware of the proposed amendments.  Commission stated that this seems a bit broad but objectives are admirable. Motion--Vice Chairperson Wong/Second--Commissioner Giusti: to adopt a resolution recommending the City Council adopt a Mitigated Negative Declaration for the Complete Streets General Plan Amendment. Approved by unanimous roll call vote (7-0). Motion--Vice Chairperson Wong/Second--Commissioner Ruiz: to adopt a resolution recommending the City Council adopt the proposed Complete Streets General Plan Amendment. Approved by unanimous roll call vote (7-0). 70 RESOLUTION NO. 2752-2014 PLANNING COMMISSION, CITY OF SOUTH SAN FRANCISCO STATE OF CALIFORNIA A RESOLUTION MAKING FINDINGS AND RECOMMENDING THAT THE CITY COUNCIL ADOPT THE INITIAL STUDY AND MITIGATED NEGATIVE DECLARATION FOR THE COMPLETE STREETS GENERAL PLAN AMENDMENTS WHEREAS, the City of South San Francisco (“City”) has prepared amendments to the City’s General Plan related to Complete Streets policies (“Project”); and, WHEREAS, the draft Complete Streets General Plan Amendments provides a policy framework designed to support implementation of Complete Streets concepts, including integrating Complete Streets infrastructure and design features into street design and construction projects and to make Complete Streets practices a routine part of South San Francisco’s everyday operations, and support the goals of Assembly Bill 32 and Senate Bill 375; and, WHEREAS, in accordance with CEQA, an initial study was performed, the result of which was preparation and circulation of a mitigated negative declaration (“IS/MND”) analyzing the proposed Project and concluding that approval of the Project could not have a significant effect on the environment because the impacts of the Project could all be mitigated to levels below established CEQA thresholds of significance with the adoption of mitigation measures; and, WHEREAS, the IS/MND was circulated for a 30-day public review period, beginning on October 15, 2014, during which time members of the public were invited to comment on the environmental analysis and conclusions for the proposed Project; and WHEREAS, one comment letter was submitted, from the California Public Utilities Commission Rail Crossings and Engineering Branch, which did not raise any significant environmental issue or allege that the IS/MND was legally inadequate; and, WHEREAS, the Planning Commission has reviewed and carefully considered the information in the IS/MND, including the comment letter submitted, and makes the findings contained in this Resolution, and recommends that the City Council adopt the IS/MND, as an objective and accurate document that reflects the independent judgment and analysis of the City in the discussion of the Project’s environmental impacts. NOW, THEREFORE, BE IT RESOLVED that based on the entirety of the record before it, which includes without limitation, the California Environmental Quality Act, Public Resources Code §§ 21000, et seq. (“CEQA”) and the CEQA Guidelines, 14 California Code of Regulations § 15000, et seq.; the South San Francisco General Plan and General Plan EIR; the South San Francisco General Plan Update and General Plan Update EIR; the South San Francisco Municipal Code; the Initial Study and Mitigated Negative 71 Declaration, prepared for the Project, including all written comments received; all reports, minutes, and public testimony submitted as part of the Planning Commission's duly noticed public hearing on November 20, 2014; and any other evidence (within the meaning of Public Resources Code §21080(e) and §21082.2), the Planning Commission of the City of South San Francisco hereby finds as follows: 1. The foregoing recitals are true and correct and made a part of this Resolution. 2. The IS/MND for the Project including all mitigation measures and comment letter received, attached as Exhibit A to this Resolution, are incorporated by reference as part of this Resolution, as if each were set forth fully herein. 3. The documents and other material constituting the record for these proceedings are located at the Planning Division for the City of South San Francisco, 315 Maple Avenue, South San Francisco, CA 94080, and in the custody of Chief Planner, Susy Kalkin. 4. The proposed Project is consistent with the City of South San Francisco General Plan (as proposed for amendment) because the land uses, development standards, densities and intensities, buildings and structures proposed are compatible with the goals, policies, and land use designations established in the General Plan (see Gov’t Code, § 65860), and none of the land uses, development standards, densities and intensities, buildings and structures will operate to conflict with or impede achievement of the any of the goals, policies, or land use designations established in the General Plan. 5. In accordance with CEQA, the Planning Commission has considered the Initial Study and Mitigated Negative Declaration for the Project, including all comments received on the IS/MND, and based on the entirety of the record, as described above, the Planning Commission, exercising its independent judgment and analysis, makes the following findings regarding the environmental analysis of the Project: a. In October 1999, the City Council certified an Environmental Impact Report for the General Plan; in 2001 the City Council certified a Supplemental Environmental Impact Report for updates to the General Plan. CEQA allows for streamlined approval of actions that are consistent with adopted General Plans for which an EIR was certified. (Pub. Resources Code, § 21083; CEQA Guidelines, §§ 15152, 15183.) An initial study was prepared for the proposed Project and a mitigated negative declaration analyzed the potential for impacts that were peculiar to the Project or not analyzed as significant impacts in the General Plan EIR, or Supplemental EIR. The IS/MND, which expressly considers the City’s previous EIRs, concludes that approval of the Project will not result in any significant environmental impacts. b. Policies in the General Plan, as it has been amended from time to time, and mitigation measures adopted as part of the General Plan EIR and Supplemental EIR and General Plan Amendment EIR, and the IS/MND prepared for the Project, will continue to operate to ensure the impacts of the General Plan and the proposed Project will 72 not exceed established CEQA thresholds of significance. Therefore, and as further documented in the IS/MND for the Project, additional mitigation measures are not required for the Project. c. For the reasons stated in this Resolution, the Planning Commission finds that there is no substantial evidence supporting a fair argument that approval of the Project will result in a significant environmental effect. BE IT FURTHER RESOLVED that the Planning Commission of the City of South San Francisco hereby makes the findings contained in this Resolution, and recommends that the City Council adopt the IS/MND for the Project. BE IT FURTHER RESOLVED that this Resolution shall become effective immediately upon its passage and adoption. * * * * * * * I hereby certify that the foregoing resolution was adopted by the Planning Commission of the City of South San Francisco at the regular meeting held on the 20th day of November, 2014 by the following vote: AYES: Chairperson Martin, Vice Chairperson Wong, Commissioner Giusti, Commissioner Khalfin, Commissioner Ochsenhirt, Commissioner Ruiz and Commissioner Zemke NOES: ABSTENTIONS: ABSENT: Attest: /s/Susy Kalkin Susy Kalkin Secretary to the Planning Commission 73 RESOLUTION NO. 2753-2014 PLANNING COMMISSION, CITY OF SOUTH SAN FRANCISCO STATE OF CALIFORNIA A RESOLUTION MAKING FINDINGS AND RECOMMENDING THAT THE CITY COUNCIL ADOPT A RESOLUTION APPROVING A COMPLETE STREETS TEXT AMENDMENT TO THE TRANSPORTATION ELEMENT OF THE GENERAL PLAN WHEREAS, the City of South San Francisco (“City”) has prepared amendments to the City’s General Plan related to Complete Streets policies (“Project”); and, WHEREAS, the draft Complete Streets General Plan Amendments provides a policy framework designed to support implementation of Complete Streets concepts, including integrating Complete Streets infrastructure and design features into street design and construction projects and to make Complete Streets practices a routine part of South San Francisco’s everyday operations, and support the goals of Senate Bill 375; and, WHEREAS, in accordance with CEQA, an initial study was performed, the result of which was preparation and circulation of a mitigated negative declaration (“IS/MND”) analyzing the proposed Project and concluding that approval of the Project could not have a significant effect on the environment because the impacts of the Project could all be mitigated to levels below established CEQA thresholds of significance with the adoption of mitigation measures; and, WHEREAS, the Planning Commission held a duly noticed public hearing on November 20, 2014, to consider the IS/MND and the proposed General Plan Amendments, and to take public testimony, and make a recommendation to the City Council on the IS/MND and the Project; and, WHEREAS, as required by State law and the South San Francisco Municipal Code, the Planning Commission has independently reviewed the Project and the IS/MND, and makes the findings contained herein in support of the General Plan Amendments. NOW, THEREFORE, BE IT RESOLVED that based on the entirety of the record before it, which includes without limitation, the California Environmental Quality Act, Public Resources Code §§ 21000, et seq. (“CEQA”) and the CEQA Guidelines, 14 California Code of Regulations § 15000, et seq.; the South San Francisco General Plan and General Plan EIR; the South San Francisco General Plan Update and General Plan Update EIR; the South San Francisco Municipal Code; the Initial Study and Mitigated Negative Declaration, prepared for the Project, including all written comments received; all reports, minutes, and public testimony submitted as part of the Planning Commission's duly noticed public hearing on November 20, 2014; and any other evidence (within the meaning of Public Resources Code §21080(e) and §21082.2), the Planning Commission of the City of South San Francisco hereby finds as follows: I. General Findings 74 1. The foregoing recitals are true and correct. 2. The Exhibits attached to this Resolution, including the proposed General Plan Amendments (Exhibit A), are each incorporated by reference into this Resolution, as if set forth fully herein. 3. The documents and other material constituting the record for these proceedings are located at the Planning Division for the City of South San Francisco, 315 Maple Avenue, South San Francisco, CA 94080, and in the custody of Chief Planner, Susy Kalkin. II. General Plan Amendments 1. As described in Exhibit A, the General Plan Amendments propose modifications intended to implement Complete Streets policies. The amendments would not include any changes to existing land use designations. The amendments provide a policy framework designed to support implementation of Complete Streets concepts, including integrating Complete Streets infrastructure and design features into street design and construction projects and to make Complete Streets practices a routine part of South San Francisco’s everyday operations. 2. As required under State law, the South San Francisco General Plan, and the South San Francisco Municipal Code, in support of the General Plan Amendments, the Planning Commission finds that the proposed General Plan Amendments are otherwise consistent with the South San Francisco General Plan, do not obstruct or impede achievement of any General Plan policies, and further a number of important Guiding and Implementing Policies set forth in the Transportation Element, including: Guiding Policy 4.3-G-2. “Provide safe and direct pedestrian routes and bikeways between and through residential neighborhoods, and to transit centers.” Implementing Policy 4.3-I-8. “Track and implement pedestrian improvements through municipal projects and operations on an ongoing basis, including monitoring and updating of the PMP for project prioritization, funding opportunities, and project readiness.” Implementing Policy 4.3-I-13. “Undertake a program to improve pedestrian connections between the rail stations – South San Francisco and San Bruno BART stations and the Caltrain Station – and the surroundings. Components of the program should include:  Installing handicapped ramps at all intersections as street improvements are being installed;  Constructing wide sidewalks where feasible to accommodate increased pedestrian use;  Providing intersection “bulbing” to reduce walking distances across streets in Downtown, across El Camino Real and Mission Road, and other high use areas;  Continuing with the City’s current policy of providing pedestrian facilities at all signalized intersections; and  Providing landscaping that encourages pedestrian use.” 75 The General Plan Amendments are therefore consistent with the City’s General Plan (as proposed for amendment). NOW, THEREFORE, BE IT FURTHER RESOLVED that the Planning Commission hereby recommends that the South San Francisco City Council approve the General Plan Amendments attached as Exhibit A. BE IT FURTHER RESOLVED that the Resolution shall become effective immediately upon its passage and adoption. * * * * * * * I hereby certify that the foregoing resolution was adopted by the Planning Commission of the City of South San Francisco at the regular meeting held on the 20th day of November, 2014 by the following vote: AYES: Chairperson Martin, Vice Chairperson Wong, Commissioner Giusti, Commissioner Khalfin, Commissioner Ochsenhirt, Commissioner Ruiz and Commissioner Zemke NOES: ABSTENTIONS: ABSENT: Attest: /s/Susy Kalkin Susy Kalkin Secretary to the Planning Commission 76 funds are available for Complete Streets infrastructure. 4.2-I-14 Identify additional funding streams and implementation strategies to retrofit existing streets to include Complete Streets infrastructure. 4.2-I-15 As necessary, restructure and revise the zoning, subdivision, and public improvement codes, and other plans, laws, procedures, rules, regulations, guidelines, programs, templates, and design manuals in order to integrate, accommodate, and balance the needs of all users in all street projects on public streets. 4.2-I-16 Develop or revise street standards and design manuals, including cross-section templates and design treatment details, to ensure that standards support and do not impede Complete Streets; coordinate with related policy documents such as the Bicycle Master Plan and Pedestrian Master Plan.  Assess current requirements with regard to road width and turning radii in order to determine the narrowest vehicle lane width and tightest corner radii that safely balance other needs; adjust design guidelines and templates to reflect ideal widths and radii. Level of Service 4.2-I-170 Design roadway improvements and evaluate development proposals based on LOS standards. 4.2-I-181 Implement, to the extent feasible, circulation system improvements illustrated in Figures 4-1, 4-2 and 4-3 prior to deterioration in levels of service below the stated standard. 77 1 | Page TO: MAYORS OF SAN MATEO COUNTY FROM: MINA LIM, ACTING SECRETARY SUBJECT: MEETING OF THE CITY SELECTION COMMITTEE DATE: DECEMBER 19, 2014 Mayor Mary Ann Nihart, Chairperson of the San Mateo County City Selection Committee, has called for a meeting of the Committee at 6:15 p.m. on Friday, December 19, 2014, at the Colma Fire Station, 50 Reiner Street, Colma, 94014. Please arrive on time 1) Roll Call 2) Approval of the minutes for the meeting of April 25, 2014 3) Selection of one (1) Council Member to serve on the Bay Area Air Quality Management District (BAAQMD) representing Cities fulfilling Daly City Council Member Carol Klatt’s term through December 31, 2015 i. Mayor David Canepa, City of Daly City, is seeking appointment 4) Selection of one (1) Council Member to serve on the San Mateo County Transit District (SamTrans) representing Central Cities (Eligible cities: Belmont, Burlingame, Foster City, Half Moon Bay, Hillsborough, Millbrae and San Mateo) for a term of four (4) years beginning January 1, 2015 through December 31, 2018 i. Mayor Wayne Lee, City of Millbrae, is seeking appointment ii. Council Member Charles Stone, City of Belmont, is seeking appointment 5) Selection of one (1) Council Member to serve on the San Mateo County Transit District (SamTrans) representing Northern Cities (Eligible cities: Brisbane, Colma, Daly City, Pacifica, San Bruno and South San Francisco) for a term of four (4) years beginning January 1, 2015 through December 31, 2018 i. Mayor Karyl Matsumoto, City of South San Francisco, is seeking appointment 6) Selection of one (1) Council Member to serve on the Peninsula Corridor Joint Powers Board (CalTrain) representing Cities (All cities are eligible) from among the three Council Members on the San Mateo County Transit District (SamTrans) Board – there is no term length SAN MATEO COUNTY CITY SELECTION COMMITTEE Mary Ann Nihart, Chairperson Elizabeth Lewis, Vice Chairperson Mina Lim, Acting Secretary 400 County Center Redwood City, 94063 650-363-4124 2 | Page i. Mayor Jeffrey Gee, City of Redwood City, is seeking appointment 7) Selection of one (1) Council Member to serve on the San Mateo County Transportation Authority (SMCTA) representing Central Cities (Eligible cities: Belmont, Burlingame, Foster City, Half Moon Bay, Hillsborough, Millbrae and San Mateo) for a term of two (2) years beginning January 1, 2015 through December 31, 2016 i. Vice-Mayor Terry Nagel, City of Burlingame, is seeking appointment ii. Council Member David Lim, City of San Mateo, is seeking appointment 8) Selection of one (1) Council Member to serve on the San Mateo County Transportation Authority (SMCTA) representing Southern Cities (Eligible cities: Atherton, East Palo Alto, Menlo Park, Portola Valley, Redwood City, San Carlos and Woodside) for a term of two (2) years beginning January 1, 2015 through December 31, 2016 i. Vice Mayor Rosanne Foust, City of Redwood City, is seeking appointment 9) Selection of one (1) Council Member to serve on the San Mateo County Transportation Authority (SMCTA) representing Cities-At-Large (All cities are eligible) fulfilling Half Moon Bay Council Member Naomi Patridge’s term through December 31, 2015. i. Mayor Mary Ann Nihart, City of Pacifica, is seeking appointment 10) Election of a Chairperson to the City Selection Committee for 2015 (Note: Candidates must be a current Mayor or Council Member) i. Council Member Elizabeth Lewis, Town of Atherton, is seeking appointment 11) Election of a Vice Chairperson to the City Selection Committee for 2015 (Note: Candidates must be a current Mayor or Council Member) i. Council Member Marie Chuang, Town of Hillsborough, is seeking appointment 12) Oral Communications (Any subject not on the agenda may be presented at this time. These topics cannot be acted upon or discussed, but may be agendized for a later meeting date.) If you have any questions or require additional information, contact Mina Lim at (650) 363-4124. 1 | Page TO: MAYORS OF SAN MATEO COUNTY FROM: REBECCA ROMERO, SECRETARY SUBJECT: MEETING OF THE CITY SELECTION COMMITTEE DATE: APRIL 25, 2014 Mayor Mary Ann Nihart, Chairperson of the San Mateo County City Selection Committee, called for a meeting of the Committee at 6:30 p.m. on Friday, April 25, 2014 at Sam’s Chowder House, 4210 N. Cabrillo Highway, Half Moon Bay, 94019 1) Roll Call – The meeting was called to order at 6:28 p.m.; the following cities were present: Atherton, Brisbane, Burlingame, Colma, Daly City, Foster City, Half Moon Bay, Hillsborough, Menlo Park, Millbrae, Pacifica, Portola Valley, Redwood City, San Mateo, South San Francisco and Woodside 2) Approval of the minutes for the meeting of January 24, 2014 MOTION: Redwood City / SECOND: Foster City 3) Selection of one (1) Council Member to serve on the Local Agency Formation Commission (LAFCo) representing Cities, term begins the first Monday, May 2014 Mayor Cary Wiest, Atherton Council Member Allan Alifano, Half Moon Bay Council Member Mike O’Neill, Pacifica Appointed Atherton Brisbane Pacifica Millbrae Burlingame Woodside Colma Daly City Foster City Half Moon Bay Hillsborough Menlo Park Portola Valley Redwood City San Carlos San Mateo South San Francisco 4) Oral Communications – None The meeting was adjourned at 6:42 p.m. SAN MATEO COUNTY CITY SELECTION COMMITTEE Mary Ann Nihart, Chairperson Elizabeth Lewis, Vice Chairperson Becky Romero, Secretary 400 County Center Redwood City, 94063 650-363-1802 Page 1 of 2    Mayor Jeffrey Gee City Hall Vice Mayor Rosanne S. Foust 1017 Middlefield Road Council Members Redwood City, CA 94063 Alicia C. Aguirre Ian Bain Voice: (650) 780-7220 Diane Howard fax: (650) 261-9102 Barbara Pierce mail@redwoodcity.org John D. Seybert www.redwoodcity.org December 2, 2014 Re: City Selection Committee Transportation Authority (TA) – Southern Cities Reappointment Honorable Mayors, Council Members and Designees: Serving on the Transportation Authority (TA) has meant the privilege of working directly on addressing the entire county’s transportation and transit needs, looking for ways to improve the network, expand on services, continue to support other critical services and to try new, innovative approaches. My goal has been to serve the whole county with fairness and equity. My hope is to continue these efforts and I am writing to ask for your support for my re- appointment to the Southern Cities seat for the TA at the San Mateo County Council of Cities meeting on December 19th. One hallmark of the TA is the leveraging of the county’s tax revenues to obtain matches in federal and state funds that more than double the financial reach of the Authority. Here are just a few projects that highlight the effective use of these funds. The recently completed $147 million San Bruno Grade Separation Project which elevated the Caltrain tracks above three existing at-grade street crossings at San Bruno, San Mateo and Angus avenues. This has improved safety for both motorists and pedestrians, and it will reduce traffic congestion to and from Highway 101 in the City of San Bruno. The 101/Broadway project which broke ground last September will improve traffic around the interchange, accommodate future traffic increases at adjacent intersections, improve operations at the southbound US 101 ramps and increase bicyclist and pedestrian access. The estimated project cost of $75.2 million will be jointly funded by San Mateo County Transportation Authority's Measure A funds, state transportation funds, and the City of Burlingame. Lastly, thirty percent of the sales tax revenue generated by the reauthorized Measure A is allocated to transit projects which include funding for Caltrain, accessible services including para-transit and local shuttles. The TA is where we put into motion our hopes and desires for a transportation and transit network that builds for the future, where new ideas can be tried, and our infrastructure is sustained and improved. Bridges are being rebuilt, roads improved and traffic congestion reduced. Page 2 of 2    Thank you for your consideration. Best Regards, Rosanne Foust Vice Mayor City of Redwood City C: Members, City Council, City of Redwood City Ms. Mina Lim, Secretary, City Selection Committee Government CodeSection 54957.5 SB343 Agenda 12.10.14 CC Mouasher, !man Item #21 From: Martinelli, Krista Sent: Wednesday, December 10, 2014 1:45 PM To: Council-Only Cc: Futrell, Mike; Mattas, Steve; All at City Clerk's Office; Palafox, Anita; Mouasher, Diana; Acosta, Rosa Subject:FW: Council Member Kirsten Keith's Letter of Interest Attachments: 121014 - Keith Letter of Interest.pdf Importance: High Good Afternoon, Attached is a letter relevant to the Council of Cities item that will be heard under Items from Council at this evening's Regular City Council Meeting. We will have copies available at the meeting. Thank you! Krista Krista Joy Martinelli South San Francisco City Clerk P.O. Box 711 South San Francisco, CA 94080 650-877-8518 Krista.martinelli @ss£net www.ssf.net From: Gaines, Jelena V [mailto:jvgaines@menlopark.org] Sent: Wednesday, December 10, 2014 1:42 PM To: Charles Stone; David Braunstein; Eric Reed; Jozi Plut; Warren Lieberman; Ann Keighran; Jerry Deal; Michael Brownrigg; Ricardo Ortiz; Terry Nagel; Bill Widmer; Cary Wiest; Elizabeth Lewis; Rick DeGolia; W. Conway; Sheri Spediacci; Cliff Lentz; Lori Liu; Raymond Miller; Terry O'Connell; Anne Oliva; FranNelson; Marge Colapietro; Reuben Holober; Wayne Lee; Sue Digres; KarenErvin; Mary Nihart; Mike O'Neill; Donna Rutherford; Lisa Gauthier; Laura Martinez; Larry Moody; Ruben Abrica; Robert Grassilli; Cameron Johnson; Matt Grocott; Mark Olbert; Ron Collins; Joan Diskin; David Lim; Joe Goethals; Jack Matthews; Kathy Costa; Maureen Freschet; Robert Ross; DianaColvin; Helen Fisicaro; Joanne Rosario; Joseph Silva; RaquelGonzalez; Daly Members; DavidCanepa; Art Kiesel; Charlie Bronitsky; Gary Pollard; Herb Perez; Steve Okamoto; Al Royse; Jess Benton; Laurence May; MarieChuang; Shawn Christianson; Miyuki Yokoyama; Allan Alifano; John Muller; MarinaFraser; Naomi Patridge; Rick Kowalczyk; MaryannDerwin; Carlton, M.Catherine; Keith, Kirsten; Ohtaki, Peter I; Cline, Richard A; Mueller, Raymond; Ann Wengert; Jeff Aalfs; JohnRichards; Alicia Aguirre; Barbara Pierce; Diane Howard; Ian Bain; Jeffrey Gee; John Seybert; Rosanne Foust; Craig Hughes; Irene O'Connell; Jim Ruane; Ken Ibarra; MichaelSalazar; Rico Medina; Robert Gottschalk; Cherlene Wright; Matsumoto, Karyl; Normandy, Liza; Addiego, Mark; Gupta, Pradeep; Garbarino, Rich; Anne Kasten; David Burow; Deborah Gordon; David Tanner; Peter Mason; Ron Romines; Thomas Shanahan; Cc: Terri Cook; Mary Ellen Kearney; Theresa DellaSanta; Sheri Spediacci; Angela Louis; Jill Glander; Lorie Tinfow; Kathy O'Connell; Nora Pimentel; Crystal Mui; Patrice Olds; Caitlin Corley; K. Hipona; Rosa Padilla; Doris Palmer; Julie Papping; MiyukiYokoyama; SiohbanSmith; Aguilar, Pamela I; Sharon Hanlon; Silvia Vonderlinden; Carol Bonner; Martinelli, Krista; Acosta, Rosa; Janet Koelsch Cc: Keith, Kirsten; Aguilar, Pamela I Subject: Council Member Kirsten Keith's Letter of Interest Honorable Mayors &Council Members, 1 Please see attached letter of interestfrom Council Member Kirsten Keith to serve on the Bay Area Air Quality Management District (BAAQMD) Board of Directors as the City Representative for San Mateo County. Thankyou, Jet vt.a GO-i te4' CITY OF MENLO PARK 701Laurel Street Menlo Park, CA 94025 Phone: 650.330.6620 Email:jvgaines@menlopark.org 2 A: + Office of the City Council ME N1() PARK December 10, 2014 Re: City Selection Committee Appointment to the Bay Area Air Quality Management District BAAQMD) City Representative for San Mateo County Honorable Mayors and Council Members: I am writing to you for yourconsideration and vote for my appointment tothe Bay Area Air Quality Management District (BAAQMD) Board ofDirectors as the City Representativefor San Mateo County. TheBAAQMD vision statement is "A healthybreathing environment for every Bay Area resident." Their mission statement is to protect public health, air quality and the global climate. These are crucially important quality of life issues for all of us and they areissues thatmust be addressed onan ongoing, openand transparent basis. We are so fortunate to have this agencythatwasthefirst regional air pollutioncontrol agency in the country when it was established in 1955. As a mother, hiker, backpacker, mountain climber, cyclist, member ofmany environmental organizations, includingCommittee for Green Foothills, the work of theBAAQMD is of primary importance to me. I would like to help BAAQMDpursueemissionreductions throughtraditionalprograms and newer initiatives to address the issues of climatechange, particulatematter and diesel exhaust in our communities. As the Vice-Chair of C/CAG, it has been an honor to work with so many of you around our greatCounty. As you know, C/CAG works on issues that affect our quality of life in general, including transportation, air quality, stormwater runoff, airport/land use compatibility planning, hazardous waste, solid waste and recycling issues. As the Chair of the San FrancisquitoCreek Joint Powers Authority, we are also addressing climate change, stormwaterrunoff and other similar issues while wepursue a major flood control project on the creek. As President of the PeninsulaDivisionof theLeague of California Cities, it is always a pleasure to workcollaboratively with you on common issues. As a Director of the Bay Area Water Supply and Conservation Agency, I work with elected officialsfromaround thenineBay AreaCounties to ensure a reliable water supply of high quality water at a fair price. Air and water quality go hand in hand and it would be an honor to represent San Mateo County on the BAAQMD. 701 Laurel Street-Menlo Park, CA 94025 Phone: (650) 330-6610- Fax: (650) 328-7935 I appreciate your consideration for my appointment to the Bay Area Air Quality Management District Board. Menlo Park welcomes the opportunity to participate in a way thatbenefits the entirecounty in a waythatmany other cities around the county already do. If you have any questions, please feelfree to contact me at650-796-1009or at kkeithmenlopark.orq. I look forward to speaking with youand would appreciate your vote. Best Regards, Kirsten Keith Menlo Park City Council Member 701 Laurel Street-Menlo Park, CA 94025 Phone: (650) 330-6610 - Fax: (650) 328-7935 Government CodeSection 54957.5 SB343 Agenda 12.10.14 CC Mouasher, Iman Item #21 From: Martinelli, Krista Sent: Wednesday, December 10, 2014 1:46 PM To: Mouasher, Iman Subject:FW: Request Support of Councilmember Liza Normandy BAAQMD Attachments: Letter of support- Councilmember Normandy.pdf Importance: High SB Item Krista Joy Martinelli South San Francisco City Clerk P.O. Box 711 South San Francisco, CA 94080 650-877-8518 Krista.martinelli@ssf.net www.ssf.net From: Acosta, Rosa Sent: Wednesday, December 10, 2014 1:27 PM To: 'Mina Lim'; Charles Stone; Cathy Wright; David Braunstein; Eric Reed; Jozi Plut; Warren Lieberman; AnnKeighran; Jerry Deal; Michael Brownrigg; Ricardo Ortiz; Terry Nagel; Bill Widmer; Cary Wiest; Elizabeth Lewis; Rick DeGolia; W. Conway; Cliff Lentz; Lori Liu; Raymond Miller; Terry O'Connell; Anne Oliva; Fran Nelson; Marge Colapietro; Reuben Holober; Wayne Lee; Sue Digres; KarenErvin; Mary Nihart; Mike O'Neill; Len Stone; Donna Rutherford; Lisa Gauthier; Laura Martinez; Larry Moody; Ruben Abrica; Robert Grassilli; Cameron Johnson; MattGrocott; Mark Olbert; Ron Collins; Joan Diskin; David Lim; Joe Goethals; Jack Matthews; Kathy Costa; mfreschet©cityofsanmateo.orq; Robert Ross; Diana Colvin; Helen Fisicaro; Joanne Rosario; Joseph Silva; Raquel Gonzalez; Sal Torres; Daly Members; DavidCanepa; Art Kiesel; Charlie Bronitsky; Gary Pollard; Herb Perez; Steve Okamoto; Michael Guingona; Al Royse; Jess Benton; Laurence May; Marie Chuang; Shawn Christianson; Deborah Penrose; Debbie Ruddock; John Muller; MarinaFraser; Rick Kowalczyk; Maryann Derwin; Catherine Carlton; Kirsten Keith; Peter Ohtaki; Richard Cline; Ray Mueller; Ann Wengert; Jeff Aalfs; John Richards; Alicia Aguirre; Barbara Pierce; Diane Howard; Ian Bain; Jeffrey Gee; John Seybert; Rosanne Foust; Craig Hughes; Irene O'Connell; Jim Ruane; Ken Ibarra; MichaelSalazar; Rico Medina; Robert Gottschalk; Matsumoto, Karyl; Normandy, Liza; Addiego, Mark; Gupta, Pradeep; Garbarino, Rich; Anne Kasten; David Burow; Deborah Gordon; David Tanner; Peter Mason; Ron Romines; Thomas Shanahan Cc: Terri Cook; MaryKearney; Theresa DellaSanta; Sheri Spediacci; Angela Louis; Jill Glander; Lode Tinfow; Kathy O'Connell; Nora Pimentel; Crystal Mui; Patrice Olds; CaitlinCorley; ahigona@adalycity.orq; Rosa Padilla; Doris Palmer; JuliePapping; Miyuki Yokoyama; Siohban Smith; Pamela Aguilar; Sharon Hanlon; Silvia Vonderlinden; Carol Bonner; BOS-STAFF BOS-STAFF; Martinelli, Krista; Janet Koelsch; Palafox, Anita; Mouasher, Diana; Acosta, Rosa Subject: Request Support of Councilmember Liza Normandy BAAQMD Importance: High Honorable Mayors and Council Members, Please find attached a letter from City of South San Francisco Council Member Liza Normandy requesting your support for her appointment to the BayArea Air Quality Management District (BAAQMD) Board of Directors. 1 Thank you for your consideration. Rosa Acosta Management Analyst Office of the City Manager City of South San Francisco 650) 829-6648 rosa.acosta(u ssf.net Please think Green before printing this e-mail 2 OFFICE OF THE CITY COUNCIL December 10,2014. Dear Colleagues, I am writing to respectfully request your support for myappointmentto the BayArea Air Quality Management District (BAAQMD) Board of Directors to represent San Mateo County cities. The Air District has evolved into a significant regional agency with broad oversight over stationary sources of air pollution in the nine Bay Area counties. Inaddition, the Air district continues to explore new efforts and leverage emerging tools to maintainair quality through programs such as the Commuter Benefit Program enacted by the State Legislature requiring Bay Area employers with 50 or more full-time employees to register and offer commuter benefits to their employees. These include incentives for employees to take transit, vanpool, carpool,bicycle and walk rather than drive alone to work. Such programs are particularly important in our communities as many large employerscontinue to locate in San Mateo County. While our county's economic success is most welcome it must be balanced against infrastructure needs andthe environmental consequences of such success. As a member of the Air District Board I will be a strong advocate for the environment as well as a partner for our businesses. The Air District can play a significant role in protecting public health while working with business and consumersto find mutually beneficial approaches. I have worked to approach dynamic policy issues from such a perspectivein my decade in elected public office including my serviceon the South San Francisco City Council and my previous two terms on the South San Francisco Unified School District Board of Trustees. My current councilcommittee assignments includealternative on the board of Commute.org formerly Peninsula traffic Congestion Relief Alliance) which manages and develops programs to encourage use of alternative transit. My service on the board of Commute.org is intimately related to a component function of the Air District -- experience that will serve me well if appointed. Identifying new and innovative solutions to congestion and theconsequent pollution is urgent now as San Mateo County is experiencing a period of tremendous economic growth. While the continuation of that growth should be guarded well we must also be cognizant of the fact that the potential resulting air pollution will have significant healthimpacts. City Hall: 400 Grand Avenue•South San Francisco, CA 94080• P.O.Box 711 •South San Francisco, CA94083 Phone: 650.877.8500• Fax: 650.829.6609 Asyour representative I will work to ensure that the Air District applies the bestscience as well as thoughtful analyses to design and focus effective air pollutionmitigation measures. In addition, I will advocate for robust community outreach and engagement as the Air Direct undertakes regulatory efforts and to help our communities understand the impacts of air pollution and what tools are available to all of us toreduce the pollution we produce in our daily lives. I thank you for your consideration and I respectfully ask for your support. Please feel free to contact me at (650) 291- 4752or via liza.normandy @,ssfnet should you have any questions. Sincerely, airtmar0Vi„,air Liza Normandy Councilmember City of South San Francisco