HomeMy WebLinkAboutOrd 1349-2005ORDINANCE NO. 1349-2005
AN ORDINANCE ADOPTING A DEVELOPMENT AGREEMENT
FOR THE 333 OYSTER POINT SLOUGH ESTATES PROJECT
LOCATED IN THE CITY OF SOUTH SAN FRANCISCO
WHEREAS, on October 21, 2004, the Planning Commission of the City of South San
Francisco conducted a study session to provide comments on a proposed research and
development/office project consisting of three research and development/office buildings and a six
level parking garage located on the north side of Oyster Point Boulevard opposite of Eccles
Avenue; and
WHEREAS, on February 17, 2005, the Planning Commission heard testimony and
received evidence on the proposed project, including the proposed Development Agreement; and
WHEREAS, in accordance with the California Environmental Quality Act, an
Environmental Impact Report ("EIR") and Statement of Overriding Considerations was certified
and adopted on March 9, 2005, prior to any action on the Development Agreement; and
WHEREAS, pursuant to Municipal Code Section 19.60.050, the Director of Economic and
Community Development has reviewed the Amendment and found it to be in the proper form and
thereafter referred the Amendment to the Planning Commission for a public heating; and
WHEREAS, on February 17, 2005, at a duly noticed public hearing of the City of South
San Francisco Planning Commission, the Commission heard testimony and received evidence
regarding the proposed Development Agreement, and thereafter, on a unanimous vote,
recommended that the City Council adopt the proposed Agreement; and
WHEREAS, on March 9, 2005, pursuant to Municipal Code Section 19.060.110 the City
Council conducted a properly noticed public hearing on the proposed Development Agreement for
the project.
NOW THEREFORE, the City Council of the City of South San Francisco does hereby
ordain as follows:
Section 1. Findings
The proposed Development Agreement for the 333 Oyster Point Project is
consistent with the objectives, policies, general land uses and programs specified in
the General Plan, as amended and adopted. This finding is based upon all evidence
in the record as a whole, including, but not limited to: the City Council's
independent review of the General Plan, the findings adopted in support of the Use
Permit and the EIR. The Project provides high value jobs for persons in the
biotechnology fields and the campus style development that includes an aggressive
Transportation Demand Management Program and public art. The Agreement
specifies the permitted uses on the property and limits development to those uses.
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The proposed Development Agreement complies with all applicable zoning,
subdivision, and building regulations and with the General Plan. The City Council
independently reviewed the proposed Development Agreement, the General Plan,
Chapters 20.81 and 20.120 of the Zoning Ordinance as amended, Chapter 19.60 of
the South San Francisco Municipal Code, Title 15 of the Municipal Code, and
applicable state and federal law. This finding is based upon all evidence in the
record as a whole, including, but not limited to: the City Council's independent
review of these documents and advice in the record from City staff, including staff
reports, testimony and resolutions.
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The proposed Development Agreement for the Project states its specific duration.
This finding is based upon all evidence in the record as a whole, including, but not
limited to: the City Council's independent review of the proposed Development
Agreement and its determination that Section 2 of the Agreement states that the
Agreement will expire 10 years from the effective date of the Agreement but no
later than May 1, 2015.
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The proposed Development Agreement specifies the permitted uses of the property
subject to conditions of approval included with the Use Permit. This finding is
based upon all evidence in the record as a whole, including, but not limited to: the
City Council's independent review of the proposed Development Agreement and its
determination that Section 3 of the Agreement sets forth the documents stating the
permitted uses.
The proposed Development Agreement states the permitted density and intensity of
use of the property. This finding is based upon all evidence in the record as a whole,
including, but not limited to: the City Council's independent review of the proposed
Development Agreement.
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The proposed Development Agreement defines the permitted height and size of
proposed buildings on the property subject to conditions of approval. This finding is
based upon all evidence in the record as a whole, including, but not limited to: the
City Council's independent review of the proposed Development Agreement and its
determination that Section 3 of the Agreement sets forth the documents which state
the maximum permitted height and size of buildings.
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The proposed Development Agreement does not propose any dedication of land for
public purposes from the property subject thereto. This finding is based upon all
evidence in the record as a whole, including, but not limited to: the City Council's
independent review of the proposed Development Agreement.
Section 2.
The City Council of the City of South San Francisco hereby adopts this Ordinance approving a
Development Agreement between the City of South San Francisco and Slough Estates for the 333
Oyster Point Project. The approved Development Agreement is attached hereto as Exhibit A and
incorporated herein by reference.
Section 3. Severability
In the event any section or portion of this Ordinance shall be determined invalid or
unconstitutional, such section or portion shall be deemed severable and all other sections or
portions hereof shall remain in full force and effect.
Section 4. Publication and Effective Date
Pursuant to the provisions of Govermnent 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 days from and after its adoption.
Introduced at a regular meeting of the City Council of the City of South San Francisco,
held the 9th day of March 2005.
Adopted as an Ordinance of the City of South San Francisco at a regular meeting of the
City Council held the 23rd day of March 2005, by the following vote:
AYES: Councilmembers, Richard A. Garbarino, Pedro Gonzalez, and Karyl Matsumoto,
and Mayor Pro Tem Joseph A. Femekes, and Mayor Raymond L. Green
NOES: None.
ABSTAIN: None.
ABSENT: None.
ATTEST:
City Clerk
As Mayor of the City of South San Francisco, I do hereby approve the foregoing Ordinance
this 23rd day of March 2005. ~~Mayoff~r
DEVELOPMENT AGREEMENT
333 Oyster Point Boulevard
EXHIBIT A
This DEVELOPMENT AGREEMENT FOR 333 OYSTER POINT OFFICE/RESEARCH AND
DEVELOPMENT PROJECT ("PROJECT") is dated, 2005 ("Agreement"),
between SLOUGH BTC, LLC, a Delaware limited liability company ("Owner"), and the CITY
OF SOUTH SAN FRANCISCO, a municipal corporation organized and existing under the laws
of the State of California ("City"). Owner and City are collectively referred to herein as
"Parties."
RECITALS
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WHEREAS, California Government Code Sections 65864 through 65869.5 authorize the
City to enter into binding development agreements with persons having legal or equitable
interests in real property for the development of such property or on behalf of those
persons having same; and
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WHEREAS, Slough BTC, LLC, the Owner, has a legal interest in the real property
subject to this Agreement; and
WHEREAS, pursuant to Government Code Section 65865, the City has adopted rules and
regulations, embodied in Chapter 19.60 of the South San Francisco Municipal Code,
establishing procedures and requirements for adoption and execution of development
agreements; and
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WHEREAS, this Agreement concerns property located at 333 Oyster Point Boulevard, as
shown and more particularly described in Attachment 1 attached hereto and incorporated
herein by reference ("Property"); and,
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WHEREAS, the Owner has submitted a development proposal to the City, commonly
known as the Oyster Point Boulevard Project, consisting of development of three (3)
office/Research and Development buildings with an aggregate square footage of
approximately 315,444 square feet and a six (6) level ramped parking structure as
depicted on the 333 Oyster Point Development Plan Set dated June 15, 2004, prepared by
Chamorro Design Group, including the application for a Use Permit, dated June 30, 2004,
attached hereto as Attachment 2 and incorporated herein by reference (the "Plan Set"), to
be located on the Property (the "Project"); and,
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WHEREAS, Owner has requested that the City enter into this Agreement to set forth the
rights and obligations of the parties relating to the development of the Project; and,
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WHEREAS, all proceedings necessary for the valid adoption and execution hereof have
taken place in accordance with Government Code Sections 65864 through 65869.5, the
California Environmental Quality Act and with Chapter 19.60 of the South San Francisco
Municipal Code; and,
Development Agreement
Exhibit A
Page 2 of 16
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WHEREAS, the City Council and the Planning Commission have found that this
Agreement is consistent with the objectives, policies, general land uses and programs
specified in the South San Francisco General Plan as adopted on October 13, 1999 and as
amended from time to time; and,
WHEREAS, on __., 2005, the City Council adopted Ordinance No.
approving and adopting this Agreement and the Ordinance thereafter took effect on
,2005.
AGREEMENT
NOW, THEREFORE, the Parties, pursuant to the authority contained in Government Code
Sections 65864 through 65869.5 and Chapter 19.60 of the South San Francisco Municipal Code
and in consideration of the mutual covenants and agreements contained herein, agree as follows:
1. Effective Date
Pursuant to Chapter 19.060.140, notwithstanding the fact that the City Council adopts an
ordinance approving this Agreement, the Agreement shall be effective and shall only
create obligations for the Parties from and after the date that the ordinance approving this
Agreement takes effect ("Effective Date").
2. Duration
This Agreement shall expire ten (10) years from the Effective Date of this Agreement,
but in no event later than May 1, 2015. In the event that litigation to which the City is a
party against the Owner, or any of its officers, agents, employees, contractors,
representatives or consultants, should delay implementation or construction of the Project
on the Property, 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 five (5) years.
3. Project Description; Development Standards For Project
The Project shall consist of three (3) Office/Research and Development buildings totaling
approximately 315,444 square feet, a six (6) level parking garage and other structures and
improvements as provided in the Plan Set and as approved by the City Council.
(a)
The permitted uses, the density and intensity of uses, the maximum heights,
locations and total area of the proposed buildings, the provisions for vehicular
access and parking, any reservation or dedication of land, any public
improvements, facilities and services, and all environmental impact mitigation
measures imposed as approval conditions for the Project, shall be exclusively
Development Agreement
Exhibit A
Page 3 of 16
those provided in the Plan Set, Use Permit, Development Plan (as prepared
pursuant to Section 5 below), Environmental Impact Report and this Agreement
as approved by the City Council and the applicable ordinances in effect as of the
Effective Date, except as modified in this Agreement, and applicable provisions
of the South San Francisco Municipal Code as in effect on the Effective Date.
(b)
Subject to Owner's fulfillment of its obligations under this Agreement, upon the
Effective Date of this Agreement, the City hereby grants to Owner a vested fight
to develop and construct on the Property all the improvements for the Project
authorized by, and in accordance with the terms of this Agreement, the Plan Set as
approved by the City Council and the applicable ordinances in effect as of the
Effective Date.
(c)
Upon such grant of fight, no future amendments to the City General Plan, the City
Zoning Code, the City Municipal Code, or other City ordinances, policies or
regulations in effect as of the Effective Date shall apply to the Project, except
such future modifications that are not in conflict with and do not prevent the
development proposed in the Plan Set and as approved by the City Council;
provided, however, that nothing in this Agreement shall prevent or preclude the
City from adopting any land use regulations or amendments expressly permitted
herein or otherwise required by State or Federal Law.
(d)
The Use Permit granted by City shall not require an extension during the term of
this Agreement provided Owner is not in breach of the terms of this Agreement or
the Conditions of Approval for said Use Permit.
4. Obligations of Owner.
In consideration of the entitlements conferred upon Owner, Owner has agreed to
implement the obligations of Owner set forth in Attachment 3 attached hereto and
incorporated herein, according to the terms and conditions set forth therein.
5. Permits For Project.
Owner shall submit a Development Plan for development of the Project at the earlier of
October 1, 2005, or within sixty (60) days of applying for a grading permit for the
project. The Development Plan shall address, at a minimum, the landscaping and
common improvements required for the Project.
The City shall issue building permits and certificates of occupancy only after the City has
reviewed and approved Owner's applications therefor. City staff review of applications
for permits or other entitlements shall be limited to determining whether the following
conditions are met:
(a) The application is complete; and,
Development Agreement
Exhibit A
Page 4 of 16
(b)
(c)
(d)
(e)
Owner has complied with the conditions of the City Council's approval of the
Project, all applicable Uniform Codes, the South San Francisco Municipal Code,
CEQA requirements, including any required mitigation measures, governing
issuance of such permits or certificates and Federal and State Laws; and,
Owner has obtained Design Review approval for the Project, including required
approval of Landscape and Common Improvements; and,
All applicable processing, administrative and legal fees have been paid subject to
the provisions of this Agreement; and,
For Certificates of Occupancy only, City has approved the landscaping and other
improvements for the Project.
6. Vesting of Approvals.
Upon the City's approval of the Use Permit and this Agreement, such approvals shall vest
in Owner and its successors and assigns for the term of this Agreement provided that the
successors and assigns comply with the terms and conditions of said permit, including,
but not limited to, submission of insurance certificates and bonds for the grading of the
Property and construction of improvements.
7. Cooperation Between Parties in Implementation of This Agreement.
The Owner and City shall proceed in a reasonable and timely manner, in compliance with
the deadlines mandated by applicable agreements, statutes or ordinances, to complete all
steps necessary for implementation of this Agreement and development of the Property in
accordance with the terms of this Agreement. The City shall proceed in an expeditious
manner to complete all actions required for the development of the Project, 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 Property filed by
Owner or its nominee, successor or assign as necessary for development of the
Property, and inspecting and providing acceptance of or comments on work by
Owner that requires acceptance or approval by the City.
(c)
Owner, in a timely manner, shall provide City with all documents, applications,
plans and other information necessary for the City to carry out its obligations
hereunder and shall cause Owner's planners, engineers and all other consultants to
submit in a timely manner all necessary materials and documents. It is the
Parties' express intent to cooperate with one another and diligently work to
implement all land use and building approvals for development of the Property in
accordance with the terms of this Agreement.
Development Agreement
Exhibit A
Page 5 of 16
8. Acquisition of Other Property; Eminent Domain
In order to 'facilitate and insure development of the Project in accordance with the Plan
Set and the City Council's approval, the City may assist Owner, at Owner's request and
at Owner's sole cost and expense, in acquiring any easements or properties necessary for
the satisfaction and completion of any off-site components of the Project required by the
City Council to be constructed or obtained by Owner in the Council's approval of the
Project and the Plan Set, in the event Owner is unable to acquire such easements or
properties or is unable to secure the necessary agreements with the applicable property
owners for such easements or properties. Owner expressly acknowledges that the City is
under no obligation to use its power of Eminent Domain.
9. Maintenance Obligations on Property
All of the Property subject to this Agreement shall be maintained by Owner or its
successors in perpetuity. The Property shall be maintained in accordance with City
requirements to prevent accumulation of litter and trash, to keep weeds abated, and to
provide erosion control, and other requirements set forth in the South San Francisco
Municipal Code, subject to City approval.
(a)
If Owner subdivides the property or otherwise transfers ownership of a parcel or
building in the Project to any person or entity such that the Property is no longer
under single ownership, Owner shall first establish an Owner's Association and
submit Conditions, Covenants and Restrictions to the City for review and
approval by the City Attorney. Said CC&Rs shall satisfy the requirements of
Municipal Code section 19.36.040.
(b)
Any provisions of the conditions, covenants, and restrictions governing the
Project relating to the maintenance obligations under this section shall be
enforceable by the City.
10.
Fees. No future fee requirements, other than those identified herein, imposed by the City
or changes to existing fee requirements (other than those currently subject to annual
increases as specified in the adopting or implementing Resolutions and Ordinances) that
occur on or after the Effective Date of this Agreement, shall apply to the Project. Owner
shall not be responsible for any fees imposed by the City in connection with the
development and construction of the Project, except as otherwise set forth in this
Agreement and/or the Use Permit and those in existence as of the Effective Date of this
Agreement.
(a)
Revised Application Fees. Any existing application, processing, administrative,
legal and inspection fees that are revised during the term of this Agreement shall
apply to the Project provided that (1) such fees have general applicability; (2) the
application of such fees to the Property is prospective; and (3) the application of
such fees would not prevent development in accordance with this Agreement.
Development Agreement
Exhibit A
Page 6 of 16
11. New Taxes.
Any subsequently enacted city-wide taxes shall apply to the Property provided that: (1)
the application of such taxes to the Property is prospective; and (2) the application of such
taxes would not prevent development in accordance with this Agreement.
12. Assessments
Nothing herein shall be construed to relieve the Property from common benefit
assessments levied against it and similarly situated properties by the City pursuant to and
in accordance with any statutory procedure for the assessment of property to pay for
infrastructure and/or services which benefit the Property.
13. Indemnity.
Owner agrees to indemnify, defend (with counsel approved by City, which approval shall
not be unreasonably withheld, but in no event shall this Section require City to waive its
right to assert a conflict in said representation) and hold harmless City, and its elected and
appointed councils, boards, commissions, officers, agents, employees, and representatives
from any and all claims, costs (including legal fees and costs) and liability for any
personal injury or property damage which may arise directly or indirectly as a result of
any actions or inactions by Owner, or any actions or inactions of Owner's contractors,
subcontractors, agents, or employees in connection with the construction, improvement,
operation, or maintenance of the Project, provided that Owner shall have no
indemnification obligation with respect to gross negligence or willful misconduct of
City, its contractors, subcontractors, agents or employees or with respect to 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 provided in an
improvement agreement or maintenance bond).
14. Interests ofOtherOwners
Owner has no knowledge of any reason why Owner, and any other persons holding legal
or equitable interests in the Property as of the date on which title to the Property vests of
record in Owner, will not be bound by this Agreement.
15. Assignment
(a)
Right to Assign. Owner may at any time or from time to time transfer its fight,
title or interest in or to all or any portion of the Property. In accordance with
Government Code Section 65868.5, the burdens of this Agreement shall be
binding upon, and the benefits of this Agreement shall inure to, all successors in
interest to Owner. As a condition precedent to any such transfer, Owner shall
require the transferee to acknowledge in writing that transferee has been
informed, understands and agrees that the burdens and benefits under this
Development Agreement
Exhibit A
Page 7 of 16
Agreement relating to such transferred property shall be binding upon and inure to
the benefit of the transferee.
(b)
Notice of Assignment or Transfer. No transfer, sale or assignment of Owner's
rights, interests and obligations hereunder shall occur without the prior written
notice to City and approval by the City Manager, which approval shall not be
unreasonably withheld or delayed. The City Manager shall consider and decide
the matter within 10 days after Owner's notice, provided all necessary documents,
certifications and other information are provided to the City Manager.
(c)
Exception for Notice. Notwithstanding Section 15(b), Owner may at any time,
upon notice to City but without the necessity of any approval by City, transfer the
Property or any part thereof and all or any part of Owner's rights, interests and
obligations hereunder to: (i) any subsidiary, affiliate, parent or other entity which
controls, is controlled by or is under common control with Owner, (ii) any
member or partner of Owner or any subsidiary, parent or affiliate of any such
member or partner, or (iii) any successor or successors to Owner by merger,
consolidation, non-bankruptcy reorganization or government action. As used in
this paragraph, "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 Owner's interest in the property to a third party not specifically
identified in this subsection (c)) or otherwise.
(d)
Release Upon Transfer. Upon the transfer, sale, or assignment of all of Owner's
rights, interests and obligations hereunder pursuant to Section 15(a), Section 15(b)
and Section 15(c) of this Agreement, Owner shall be released from the obligations
under this Agreement, with respect to the Property transferred, sold, or assigned,
arising subsequent to the date of City Manager approval of such transfer, sale, or
assignment or the effective date of such transfer, sale or assignment, whichever
occurs later; provided, however, that if any transferee, purchaser or assignee
approved by the City Manager expressly assumes any right, interest or obligation
of Owner under this Agreement, Owner shall be released with respect to such
rights, interests and assumed obligations. In any event, the transferee, purchaser
or assignee shall be subject to all the provisions hereof and shall provide all
necessary documents, certifications and other necessary information prior to City
Manager approval.
(e)
Owner's Right to Retain Specified Rights or Obligations. Notwithstanding
subparagraphs 15(a) and (c), Owner may withhold from a sale, transfer or
assignment of this Agreement certain rights, interests and/or obligations which
Owner shall retain, provided that Owner specifies such rights, interests and/or
obligations in a written document to be appended to or maintained with this
Agreement and recorded with the San Mateo County Recorder prior to or
concurrently with the sale, transfer or assignment of the Property. Owner's
Development Agreement
Exhibit A
Page 8 of 16
purchaser, transferee or assignee shall then have no interest in or obligation for
such retained rights, interests and obligations and this Agreement shall remain
applicable to Owner with respect to such retained rights, interests and/or
obligations.
(f)
Time for Notice. Within 10 days of the date escrow closes on any such transfer,
Owner shall notify City in writing of the name and address of the transferee. Said
notice shall include a statement as to the obligations, including any mitigation
measures, fees, improvements or other conditions of approval, assumed by the
transferee. Any transfer which does not comply with the notice requirements of
this section and Section 15(b) shall not release Owner from its obligations to City
under this Agreement until such time as' City is provided notice in accordance
with Section 15(b).
16. Insurance.
(a)
Public Liability and Property Damage Insurance. During the term of this
Agreement, Owner shall maintain in effect a policy of comprehensive general
liability insurance with a per-occurrence combined single limit of not less than ten
million dollars ($10,000,000.00) and a deductible of not more than ten thousand
dollars ($10,000.00) per claim. The policy so maintained by Owner shall name
City as an additional insured and shall include either a severability of interest
clause or cross-liability endorsement.
(b)
Workers Compensation Insurance. During the term of this Agreement Owner
shall maintain Worker's Compensation insurance for all persons employed by
Owner for work at the Project site. Owner shall require each contractor and
subcontractor similarly to provide Worker's Compensation insurance for its
respective employees. Owner agrees to indemnify City for any damage resulting
from Owner's failure to maintain any such required insurance.
(c)
Evidence of Insurance. Prior to City Council approval of this Agreement, Owner
shall furnish City satisfactory evidence of the insurance required in Sections (a)
and (b) and evidence that the carder will provide City at least ten days prior
written notice of any cancellation or reduction in coverage of a policy if the
reduction results in coverage less than that required by this Agreement.
In the event of a reduction (below the limits required in this Agreement) or
cancellation in coverage, or change in insurance carders or policies,
Owner shall, prior to such reduction, cancellation or change, provide at
least ten (10) days prior written notice to City, regardless of any
notification by the applicable insurer. If City discovers that the policies
have been cancelled or reduced below the limits required in this
Agreement and no notice has been provided by either insurer or Owner,
said failure shall constitute a material breach of this Agreement.
Development Agreement
Exhibit A
Page 9 of 16
17.
18.
In the event of a reduction (below the limits required by this Agreement)
or cancellation in coverage, Owner shall have five (5) days in which to
provide evidence of the required coverage during which time no persons
shall enter the Property to construct improvements thereon, including
construction activities related to the landscaping and common
improvements. Additionally, no persons not employed by existing tenants
shall enter the Property to perform such works until such time as City
receives evidence of substitute coverage.
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If Owner fails to obtain substitute coverage within five (5) days, City may
obtain, but is not required to obtain, substitute coverage and charge Owner
the cost of such coverage plus an administrative fee equal to ten percent of
the premium for said coverage.
(d)
The insurance shall include City, its elective and appointive boards, commissions,
officers, agents, employees and representatives as additional insureds on the
policy.
Covenants Run With The Land
The terms of this Agreement are legislative in nature, and apply to the Property as
regulatory ordinances. During the term of this Agreement, all of the provisions,
agreements, rights, powers, standards, terms, covenants and obligations contained in this
Agreement shall run with the land and shall be binding upon the Parties and their
respective heirs, successors (by merger, consolidation or otherwise) and assigns,
devisees, administrators, representatives, lessees and all other persons or entities
acquiring the Property, any lot, parcel or any portion thereof, and any interest therein,
whether by sale, operation of law or other manner, and they shall inure to the benefit of
the Parties and their respective successors.
Conflict with State or Federal Law
In the event that State or Federal laws or regulations, enacted after the Effective Date,
prevent or preclude compliance with one or more provisions of this Agreement, such
provisions of this Agreement shall be modified (in accordance with Section 19 set forth
below) or suspended as may be necessary to comply with such State or Federal laws or
regulations. Notwithstanding the foregoing, Owner shall have the fight to challenge, at its
sole cost, in a court of competent jurisdiction, the law or regulation preventing
compliance with the terms of this Agreement and, if the challenge in a court of competent
jurisdiction is successful, this Agreement shall remain unmodified and in full force and
effect.
Development Agreement
Exhibit A
Page 10 of 16
19. Procedure for Modification Because of Conflict with State or Federal Laws.
20.
21.
22.
23.
In the event that state or federal laws or regulations enacted after the effective date of this
Agreement prevent or preclude compliance with one or more provisions of this
Agreement or require changes in plans, maps or permits approved by the City, the parties
shall meet and confer in good faith in a reasonable attempt to modify this Agreement to
comply with such federal or state law or regulation. Any such amendment or suspension
of the Agreement shall be approved by the City Council in accordance with Chapter
19.60.
Periodic Review
During the term of this Agreement, the City shall conduct "annual" and/or "special"
reviews of Owner's good faith compliance with the terms and conditions of this
Agreement in accordance with the procedures set forth in Chapter 19.60 of the South San
Francisco Municipal Code. City may recover reasonable costs incurred in conducting
said review, including staff time expended and attorney's fees.
Amendment or Cancellation of Agreement
This Agreement may be further amended or terminated only in writing and in the manner
set forth in Government Code Sections 65865.1, 65867.5, 65868, 65868.5 and Chapter
19.60 of the South San Francisco Municipal Code.
Agreement is Entire Agreement.
This Agreement and all attachments attached hereto or incorporated herein contain the
sole and entire Agreement between the parties concerning the Property. The parties
acknowledge and agree that neither of them has made any representation with respect to
the subject matter of this Agreement or any representations inducing the execution and
delivery hereof, except representations set forth herein, and each party acknowledges that
it has relied on its own judgment in entering this Agreement. The parties further
acknowledge that all statements or representations that heretofore may have been made
by either of them to the other are void and of no effect, and that neither of them has relied
thereon in its dealings with the other.
Events of Default
Owner shall be in default under this Agreement upon the happening of one or more of the
following events occurring in connection with the Project or this Agreement:
(a)
If a warranty, representation or statement made or furnished by Owner to the City
is false or proves to have been false in any material respect when it was made; or
(b)
A finding and determination by the City made following an annual or special
review under the procedure provided for in Government Code Section 65865.1
Development Agreement
Exhibit A
Page 11 of 16
and Chapter 19.60 of the South San Francisco Municipal Code that, upon the
basis of substantial evidence, Owner has not complied in good faith with the
terms and conditions of this Agreement; or,
(c)
Owner 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.
24. Procedure upon Default
(a)
Upon the occurrence of an event of default, City may terminate or modify this
Agreement in accordance with the provisions of Government Code Section
65865.1 and of Chapter 19.60 of the South San Francisco Municipal Code.
(b)
The City shall not be deemed to have waived any claim of defect in Owner's
performance if, on annual or special review, the City does not propose to
terminate this Agreement.
(c)
No waiver or failure by the City or Owner to enforce any provision of this
Agreement shall be deemed to be a waiver of any provision of this Agreement or
of any subsequent breach of the same or any other provision.
(d)
Any actions for breach of this Agreement shall be decided in accordance with
California law. The remedy for breach of this Agreement shall be limited to
specific performance.
(e)
The City shall give Owner written notice of any default under this Agreement,
and Owner shall have thirty (30) days after the date of the notice to cure the
default or to reasonably commence the procedures or actions needed to cure the
default.
25. Attorneys fees and costs
If legal action by either Party is brought because of breach of this Agreement or to
enforce a provision of this Agreement, the prevailing Party is entitled to reasonable
attorney's fees and court costs.
(a)
Action by Third Party. If any person or entity not a party to this Agreement
initiates an action at law or in equity to challenge the validity of any provision of
this Agreement or the Project Approvals, the parties shall cooperate in defending
such action. Owner shall bear its own costs of defense as a real party in interest in
any such action, and shall reimburse City for all reasonable court costs and
attorneys' fees expended by City in defense of any such action or other
proceeding.
Development Agreement
Exhibit A
Page 12 of 16
26. Severability
If any material term or condition of this Agreement is for any reason held by a final
judgment of a court of competent jurisdiction to be invalid, and if the same constitutes a
material change in the consideration for this Agreement, then this entire Agreement shall
likewise be invalid, and shall be deemed null and void and of no further force or effect
following such judicial determination.
27. No Third Parties Benefited
No person other than the City, Owner, or their respective successors is intended to or
shall have any right or claim under this Agreement, this Agreement being for the sole
benefit and protection of the parties hereto and their respective successors. Similarly, no
amendment or waiver of any provision of this Agreement shall require the consent or
acknowledgment of any person not a Party or successor to this Agreement.
28. Binding Effect of Agreement
The provisions of this Agreement shall bind and inure to the benefit of the Parties
originally named herein and their respective successors and assigns.
29. Relationship of Parties
It is understood that this Agreement is a contract that has been negotiated and voluntarily
entered into by City and Owner and that the Owner is not an agent of City. The parties
do not intend to create a partnership, joint venture or any other joint business relationship
by this Agreement. The City and Owner hereby renounce the existence of any form of
joint venture or partnership between them, and agree that nothing contained herein or in
any document executed in connection herewith shall be construed as making the City and
Owner joint venturers or partners. Neither Owner nor any of Owner's agents or
contractors are or shall be considered to be agents of City in connection with the
performance of Owner's obligations under this Agreement.
30. Bankruptcy
The obligations of this Agreement shall not be dischargeable in bankruptcy.
31. Mortgagee Protection: Certain Rights of Cure
(a)
Mortgagee Protection. This Agreement shall be superior and senior to all liens
placed upon the Property or any portion thereof after the date on which this
Agreement or a memorandum of this Agreement is recorded, including the lien of
any deed of trust or mortgage ("Mortgage"). Notwithstanding the foregoing, no
breach hereof shall defeat, render invalid, diminish or impair the lien of any
Mortgage made in good faith and for value, but all of the terms and conditions
contained in this Agreement shall be binding upon and effective against all
Development Agreement
Exhibit A
Page 13 of 16
persons and entities, including all deed of trust beneficiaries or mortgagees
("Mortgagees") who acquire title to the Property or any portion thereof by
foreclosure, trustee's sale, deed in lieu of foreclosure or otherwise.
(b)
Mortgagee Not Obligated. No foreclosing Mortgagee shall have any obligation or
duty under this Agreement to construct or complete the construction of any
improvements required by this Agreement, or to pay for or guarantee construction
or completion thereof. City, upon receipt of a written request therefor from a
foreclosing Mortgagee, shall permit the Mortgagee to succeed to the rights and
obligations of Owner under this Agreement, provided that all defaults by Owner
hereunder that are reasonably susceptible of being cured are cured by the
Mortgagee as soon as is reasonably possible. The foreclosing Mortgagee
thereafter shall comply with all of the provisions of this Agreement.
(c)
Notice of Default to Mortgagee. If City receives notice from a Mortgagee
requesting a copy of any notice of default given to Owner hereunder and
specifying the address for service thereof, City shall deliver to the Mortgagee
concurrently with service thereof to Owner, all notices given to Owner describing
all claims by the City that Owner has defaulted hereunder. If City determines that
Owner is in noncompliance with this Agreement, City also shall serve notice of
noncompliance on the Mortgagee, concurrently with service thereof on Owner.
Each Mortgagee shall have the right during the same period available to Owner to
cure or remedy, or to commence to cure or remedy, the condition of default
claimed or the areas of noncompliance set forth in City's notice.
32.
Estoppel Certificate. Either party from time to time may deliver written notice to the
other party requesting written certification that, to the knowledge of the certifying party
(i) this Agreement is in full force and effect and constitutes a binding obligation of the
parties; (ii) this Agreement has not been amended or modified either orally or in writing,
or, if it has been amended or modified, specifying the nature of the amendments or
modifications; and (iii) the requesting party is not in default in the performance of its
obligations under this Agreement, or if in default, describing therein the nature and
monetary amount, if any, of the default. A party receiving a request hereunder shall
endeavor to execute and return the certificate within ten (10) days after receipt thereof,
and shall in all events execute and return the certificate within thirty (30) days after
receipt thereof. However, a failure to return a certificate within 10 days shall not be
deemed a default of the party's obligations under this Agreement and no cause of action
shall arise based on the failure of a party to execute such certificate within 10 days. The
City Manager shall have the right to execute the certificates requested by Owner
hereunder provided the certificate is requested within 6 months of the annual or special
review. City acknowledges that a certificate hereunder may be relied upon by permitted
transferees and Mortgagees. At the request of Owner, the certificates provided by City
establishing the status of this Agreement with respect to any lot or parcel shall be in
recordable form, and Owner shall have the right to record the certificate for the affected
portion of the Property at its cost.
Development Agreement
Exhibit A
Page 14 of 16
33.
Force Majeure. Notwithstanding anything to the contrary contained herein, either Party
shall be excused for the period of any delay in the performance of any of its obligations
hereunder, except the payment of money, when prevented or delayed from so doing by
certain causes beyond its control, including, and limited to, major weather differences
from the normal weather conditions for the South San Francisco area, war, acts of God or
of the public enemy, fires, explosions, floods, earthquakes, invasions by non-United
States armed forces, failure of transportation due to no fault of the Parties, unavailability
of equipment, supplies, materials or labor when such unavailability occurs despite the
applicable Party's good faith efforts to obtain same (good faith includes the present and
actual ability to pay market rates for said equipment, materials, supplies and labor),
strikes of employees other than Owner's, freight embargoes, sabotage, riots, acts of
terrorism and acts of the government (other than the City). The Party claiming such
extension of time to perform shall send written notice of the claimed extension to the
other Party within thirty (30) days from the commencement of the cause entitling the
Party to the extension.
34. Rules of Construction and Miscellaneous Terms
(a)
The singular includes the plural; the masculine gender includes the feminine;
"shall" is mandatory, "may" is permissive.
(b) Time is and shall be of the essence in this Agreement.
(c)
Where a Party consists of more than one person, each such person shall be jointly
and severally liable for the performance of such Party's obligation hereunder.
(d)
The captions in this Agreement are for convenience only, are not a part of this
Agreement and do not in any way limit or amplify the provisions thereof.
(e)
This Agreement shall be interpreted and enforced in accordance with the laws of
the State of California in effect on the date thereof.
35. Exhibits
Attachment 1 - Map and Legal Description of Property
Attachment 2 - Use Permit, including Plan Set and Conditions of Project Approval
Attachment 3 - Obligations of Owner
36. Notices
All notices required or provided for under this Agreement shall be in writing and
delivered in person (to include delivery by courier) or sent by certified mail, postage
prepaid, return receipt requested or by overnight delivery service. Notices to the City
shall be addressed as follow:
Development Agreement
Exhibit A
Page 15 of 16
City Clerk
P.O. Box 711,400 Grand Avenue
South San Francisco, CA 94080
Notices to Owner shall be addressed as follows:
Slough BTC, LLC
400 Oyster Point Boulevard, Ste. 409
South San Francisco, CA 94080
Attention: Jon Bergschneider
A party may change its address for notice by giving notice in writing to the other party
and thereafter notices shall be addressed and transmitted to the new address.
IN WITNESS WHEREOF this Agreement has been executed by the parties on the day and
year first above written.
CITY OF SOUTH SAN FRANCISCO
ATTEST:
By:
Barry M. Nagel, City Manager
City Clerk
APPROVED AS TO FORM
Steven T. Mattas, City Attorney
OWNER
SLOUGH BTC, LLC, a Delaware limited
liability company
By: Slough Estates USA Inc., a Delaware
corporation, Its Managing Member
By:
Name: Jonathan M. Bergschneider
Title: Vice President
APPROVED:
Donald E. Kelley, Jr.
Folger Levin & Kahn LLP
Counsel for Owner
Development Agreement
Attachment 1
Page 16 of 16
ATTACHMENT 1 TO DEVELOPMENT AGREEMENT
PROPERTY DESCRIPTION
All that certain real property in the City of South San Francisco, County of San Mateo, State of
California, more particularly described as follows:
Parcel 3, as shown on that certain Map of Lands, situated in the City of South San Francisco,
being a subdivision of Parcel 1 and 2 of Parcel Map, recorded in Book 22 of Parcel Maps at Page
45, and being a resubdivision of Parcel 2 of land described in Grant Deed from Bethlehem Steel
Company to Cabot, Cabot & Forbes, California Properties, Inc., recorded on March 10, 1964, in
Volume 4663, at Page 546, Official Records of San Mateo County, California, filed in the office
of the County Recorder January 15, 1974, in Book 23 of Parcel Maps, Page 27.
Excepting therefrom the following described land as conveyed by Grant Deed recorded
November 5, 1999, Instrument No. 99-185250, Official Records:
Beginning at the southwest comer of Parcel 3 as shown on that Parcel Map filed January 15,
1974, in Book 23 of Parcel Maps at Page 27, Official Records of San Mateo County; thence
North 1° 09' 23" East 38.95 feet along the westerly line of said Parcel 3; thence, leaving said
westerly line, South 88° 18' 10" East 113.99 feet to the southerly line of said Parcel 3; thence
South 55° 25' 23" West 59.05 feet along said southerly line to an angle point in said southerly
line; thence, continuing along said southerly line, South 88° 13' 23" West 66.14 feet to the point
of beginning.
Attachment 3
Owner Obligations
Public Art Contribution: Owner shall install and provide artwork for public
display in the Project. Said artwork shall cost in the aggregate no less than
two hundred fifty thousand dollars ($250,000), which shall be installed on the
Project site within five (5) years of the Effective Date of this Agreement but in
no event earlier than the date on which the second Certificate of Occupancy is
issued for the Project. The artwork to be installed by the Owner shall be
subject to the reasonable approval of the City of South San Francisco prior to
installation. Artworks installed pursuant to this section shall be maintained by
Owner or, in the event Owner's interest in the Property is conveyed or
subdivided, by Owner's successors, or, if applicable, by the Owner's
Association for the Project. If an association of owners is created, said
maintenance obligations and a budget related thereto shall be included in the
Covenants, Conditions and Restrictions for the Project.
Transportation Demand Management: Owner shall prepare an annual
Transportation Demand Management (TDM) report, and submit same to City,
to document the effectiveness of the TDM plan in achieving the goal of 35%
alternative mode usage by employees within the Project. The TDM report
will be prepared by an independent consultant, retained by City with the
approval of Owner (which approval shall not be unreasonably withheld or
delayed) and paid for by Owner, which consultant will work in concert with
Owner's TDM coordinator. The TDM report 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. All non-
responses to the employee commute survey will be counted as a drive alone
trip.
TDM Reports: The initial TDM report for each building on the Property
will be submitted two (2) years after the granting of a certificate of
occupancy with respect to the building, and this requirement will apply to
all buildings on the Property except the parking facilities. The second and
all later reports with respect to each building shall be included in an
annual comprehensive TDM report submitted to City covering all of the
buildings on the Property which are submitting their second or later TDM
reports.
Report Requirements: The goal of the TDM program is to encourage
alternative mode usage, as defined in Chapter 20.120 of the South San
Francisco Municipal Code. The initial TDM report shall either: (1) state
that the applicable property has achieved 35% alternative mode usage,
Exhibit C -
333 Oyster Point Development Agreement
January 27,2005
Page 1 of 2
3SR~Y
4 S'KRY
UA
4 STCI~
CO~HLA110NS
g'IE AIiEA: 384,914 SQ. FT. (8,64 AC)
CHAMORRO
1301 MA~ VLLAGE PAll(WAY
ALA~A. CAL~OI~A g~5~
T~. (510) 523-9121
FAX lb'lO) 523-05T9
TOTAL ~ ~ = 315,444 ~Q. FT.
"'-'" BRITANNIA
,,,~ "~"~': ~., OYSTER
TOT, N. PARIQNG~AC~S- 882 POINT II
P,4RiONG / ~ ~ RA'IIO - 2.8/1000 SO. FT. ,.~ 0YS1ER P0~NT
C
I
HIE NO:. 20001-02
DA'IE ~
06/15/04
o7/2o/o~
10107/o4
02/023/05 PLANNING COM~IS..qON
CLASS CURTAJN WkLL: G.F.R.C. T~. PAJN1ED ALUMINUM FRAME --MECHANICAL SCREN:
ENCLOSURE
~TION
I I
WEST ELEVATION
CHAHORRO
DESIGN
GROUP
ARCHITECTURE
P.O. B OX 28~
CASTRO VALLEY, CA 945'18
TEL {510) 733-9243
FAX (510) 733-9287
BRITANNIA
OYSTER
POINT II
OYSI~ POCNT BOULEVARD
SOU~H ~ FRANQSCO
--~ECHANICAL SCREN (}LASS CURTA~I ~ALL
M*[I'I PAJNI[D ALUMINUM
FRAME AND REFLECll~ G. XSS
MECHANICAL
I::: ::1 ::::: :::: :::f::::: ::1 :::: ::: :1:::: I::::: :1:::::::1
_ Z_ __ ~- _ .L _. -~-- . .L --:-~'.'. ~ ~-- ~ .~ ...~'.. ~,~...%qp. ,.. ~... / ~
~:: ~ ~ ~'::::: S:: :::: ::::i :::::::: · ~:::::::~ ~:::: ::::::: ~ ~::: ~ ~..~ ~ ~ ~ ~./~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ ~ !i ~ ~
~TION
T
P~0RLE ~0~ 0A~E~
WINDOW WALL RECES~E:D 4;+/-
TO PROVIDE ADDITIONAL S~..IADOW UNE.
EAST ELEVATION
FILE NO:. 200O1.-O2
DAlE ~
o6/'~5/o4.
02/03/05 PLANNING CC~MISSION
I~ECHANICAL SCREDI
PARAPET
FOUR1H FLOOR
MECHANICAL SCreEN
(lkSS CURTAJN WALL
VA11'I PAIN1ED ALUMINUM
FRAME AND RD'LE:C11~ GLASS
SCR[Dd:
C~M~T BOARO NTH RNIS~I
TO MATCH WALL PANEL - TYP.
COLOR "C"
PAIN'TED .M..LJMIN~ FRAME
/
WEST ELEVA'nON
VdNDOW WALL RECESSED 4'+/-
TO PROV1DE ADDrI10NAL SHADOW UNF_..
FUIURE ENTRANCE PROTEC*I10N, ac
SENSE OF' COLUNNADE.
O.ASS CURTAJN WALL:
I PklN1E~) ALUMINUM FRAMES w~.~ A
AND RE]:U[Cll~ 0-ASS - I~P.
I
::::::::: ::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::: ~/~///~x//~/~.~/~, :::::::::::::::::::::: ::::::::::::::::::::::::: :::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::
~ ~ ¢~ ~ ............ :::::::::::.::~~ ::::::::::::::::::::::::::::::::: ~ ~ ~/~ ~ ~:::::::~ ~ ............. ~:::::::~ .....
::::::: ::::::::: :::::: ~ :::::::::: ::::::::::~/~ ~ ~ ~ ~,~1 ~5~ ~ ~
V
CHAMORRO
DESIGN
GROUP
ARCHITECTURE
~ k4AJ~dA VILLAGE PAI~'WAY
ALAIvEk, CALFC)IHk 045O1
TEL (b'lO) 733-9'243
FAX (5]0) 733-9267
BRITANNIA
OYSTER
POINT II
06/15/04-
02/03/05 PLANNING COMMISS~:~q
EAST ELEVATION
:::::::::::::::::::::::: CEMENT PLASTER FINISH
TO MATCH WALL PANEL
COLOR "C'
WEST ELEVATION
WINDOW WALL RECESSED 4'+/-
TO PROVIDE ADDITIONAL SHADOW UNE,
FUTURE ENTRANCE PROTECTION, &
SENSE: OF COLONNADE.
MECHANICAL
PARAPET
CHAHORRO
DESIGN
GROUP
ARCHITECTURE
P.O. BOX 2~
CASTRO VALLEY, CA
TEL (510) 733-g2~
FAX 15'10) 733-g2~7
BRITANNIA
OYSTER
POINT II
0YSIE~ POINT BOULEVARD
SOU1H SAN FRANOSC0
ELEVATION
T--WINDOW WALL RECESSED 4-'+/-
TO PROVIDE ADDITIONAL SHADOW UNE,
FUTURE ENTRANCE PROTECTION, &:
~ PNNTED ALUMINUM FRAMES
ANg RER.[Cll~ GLASS - T~P.
-- COLOR "A"
' ~: :,~ - ~ ~ ~ ~ i I~~ ~7.........
EAST ELEVATION
Fit[ NO:. 20001-02
DAlE ISSUED:.
06/15/04
02/03/05 PLANMNG COMMISSION
BLDG C ELEV DRB.DC5
Did UP
IP ON
SECOND FLOOR
uP
CHAHORRO
DESIGN
GROUP
ARCHITECTURE
P.O. BOX
CASTRO VALLEY, CA
'I'B. I~) 733-9'2~
FAX 15101 733-9261
BRITAIIIA
OYSTER
poKr I
FILE gO: 20O01-02
DATE ~
02/0.3/05 PI. ANHiNG COMMISSION
DRSPLANS.DC5
DN UP
STAIR
FOURTH FLOOR
CHAMORRO
DESIGN
GROUP
ARCHITECTURE
P.O. BOX 2654
CASTRO VALLEY, CA 94546
T~. (510) ~33-g243
FAX (~01 733-g28T
BRITAIdlA
OYSTER
POINT I
RLE NO:. 20001-02
DAlE ISSUED:.
o2/o3/o5 P~NN~G C~ON
SECOND FLOOR
WINDOW UNE RECESSES TO PROVIDE ADOITIONAL
SHADOW UNE. FU1URE EN1RANCE PROIECI~ON, &
CHAMORRO
DESIGN
GROUP
ARCHITECTURE
P.O. BOX 2654
CASTRO VALLEY, CA 94548
FAX 15101
BRITAIEIA
OYSTER
POINT I
FILE NO:. 2O0O1-O2
DAlE ISSUED:.
o~/'~5/~
02/03/05 PLANNING C04MISSION
. BAL(~',IY
FOURTH FLOOR
UP DH
uP I~1
GHAMORRO
DESIGN
GROUP
ARCHITECTURE
P.O. BOX 26H
CASTRO VALLEY, CA ~548
TEL (5101 733-g243
FAX (510) 733'-g287
BRrrANNIA
OYSTER
POI~ II
OYSTI~ POI4T BOULEVARD
SOUIH SAN FRANCISCO
NO:. 29001-02
DAlE ISSUED:.
CHANORRO
DESIGN
GROUP
ARCHITECTURE
MECHANDJ.
ROOF PLAN
P.O. BOX 2~54
C~STRO VALLEY, CA 94548
TI3. I~ 73~g2,~
FAX ISI01
BRITANNIA
OYSTER
POBJT II
FE NO:. 20001-02
DAI~ ISSUED:,
06/15/04
~/03/OS PL.'aC couu~ss~
~ OOf PLAN
STAIR
SECOND FLOOR
t t
~NDOW UNE I~C~SS~S TO PROV1DE ADD{llONAL
[-- SHADOW UNE, FUIURE BITRANC~ PROIECllON,
STA;
CHAHORRO
DESIGN
GROUP
ARCHITECTURE
P,O. BOX 2654
CASTRO VALLEY, CA 94546
~ 15101 733-9243
FAX 15101 733-926?
BRITANNIA
OYSTER
POINT II
FIE NO:. 20001-02
DA3E ~
02/03/05 PLANNING ~OMMISSION
DRBPL~S,DC5
~ oundcover and accent
Evergreen
-Columnar tree row
I plaza
Seat-pads
Shade trees
Everg
Large canopy shade
ireas
gray concrete with light broom finish
I
.!
I
!
i
-Entry I.D. Walls
Planting
pLANTING NOTES
pl~t mum. hi Ioc~om shown m~ disc
4. ~~of~
~. ~ ~of~p~
5. ~~iu~efi~ ~
w~~
8.
9. ~a~p~g~
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~ ~. ~4~. (415)
16.
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17. ~~v~
5C-~
5~
5~
1 C,,~k~
24' O. C.
24'0- C.
A R C H I T E C T U R
1301 MAR{NA VILLAG[ PARKWA~Y
ALAM[DA, CN. IFORNIA 94501
FAX (,510) 523-0579
BRITANNIA
OYSTER
POINT II
.~. to.o~ .
z, ~ .o~
Trash Receptacle
Bollard
~ike Rack
Glass wall and concrete column windscreen
Evergreen groundcovers and trees on 3' height
berm to screen seating and fountain area screens
CH/~IqORRO
DESIGN
~ROUP
ARCH I T £ C T U
1~0~ MANNA ~I.LA~ PA~WAY
AI~IdEDA, C~O~IIA 9~501
1E. (.510} 52,3-I~
FAX [510) 525-0579
Bike l~ck
hedge
building columns at bands
Washed river cobble at Building
Standard ~, with
medium sandblast Fmisln
Bike Rack
Granite slab s~ulptul., ooint in
curb ~Ove turnaround
surrounded evergreen foliage and color planting
Seat-pads
I curb .
Trash
Bollards Columnar tree
benches Flagpoles
~ree row
' concrete with
medium broom finish
Lawil
Pots wi[h color and accent
ibenches
,Raised curb
Integral c~
medium bF
Standard gray concrete with.~
medium sandblast finish
, ~! point in
raised planter with · ~ above turnaround
surrounded evergreen foliage and color planting
Granite slab water feature
Sandblasted standard gray
concrete grade beam seating
BRITANNIA
OYSTER
POINT II
,,
,
~. to.6~
Call.tO ~m tL ~ ~
I
~8 g
GROUND LEVEL PLAN
0 5' 10' 32'
~ I
TVDII'~.AI I I~VI::I PI AM
F~
m ~'~. ~ PAJ{~D ~ ~ IYP. PAiNteD ,q.~M. FR,M/E
','VATION (~
NORTH ELEVATION
(CO*eR 'o')
SOLF: {/m~ - i'.-o'
TOP OF p~
(co{~o~ 'AD
(corn 'A')
,IEVATION
o~u.s (coc~ 'D') --
Rq~q[D Pi~[ RAJI. TiP.
(C'~U~
WEST ELEVATION
1/16' = 1'-0"
METAL SECtI~
0 5'10' 32'
BUILDING ELEVATIONS
Co
providing supporting statistics and analysis to establish attainment of the
goal; or (2) state that the applicable property has not achieved the 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 attain the TDM goal of 35% alternative
mode usage.
Penalty for Non-Compliance: If after the initial TDM report, subsequent
annual reports indicate that, in spite of the changes in the TDM plan, the
35% alternative mode usage is still not being achieved, or if Owner fails to
submit such a TDM report at the times described above, City may assess
Owner a penalty in the amount of Fifteen Thousand Dollars ($15,000.00)
per year for each percentage point below the minimum 35% alternative
mode usage goal.
(1)
In determining whether a financial penalty is appropriate, City may
consider whether Owner has made a good faith effort to meet the TDM
goals.
(2)
If 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 of the TDM plan (commencing with the
first year in which a penalty could be imposed), such penalty sums, in
the City's sole discretion, may be used by Owner toward the
implementation of the TDM plan instead of being paid to City. If the
penalty is used to implement the TDM Plan, an Implementation Plan
shall be reviewed and approved by the City prior to expending any
penalty funds.
(3)
The provisions of this section are incorporated as Conditions of
Approval for the Project and shall be included in the approved TDM
for the Project.
C:XDocuments and Settings\dekXLocal SettingsXTemp~Draft Exhibit C 1-25-05.DOC
Exhibit C -
333 Oyster Point Development Agreement
Page 2 of 2
January 27, 2005