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HomeMy WebLinkAbout2002-05-08 e-packetAGENDA REDEVELOPMENT AGENCY CITY OF SOUTH SAN FRANCISCO REVISED REGULAR MEETING MUNICIPAL SERVICE BUILDING COMMUNITY ROOM MAY 8, 2002 7:00 P.M. PEOPLE OF SOUTH SAN FRANCISCO You are invited to offer your suggestions. In order that you may know our method of conducting Agency business, we proceed as follows: The regular meetings of the Redevelopment Agency are held on the second and fourth Wednesday of each month at 7:00 p.m. in the Municipal Services Building, Community Room, 33 Arroyo Drive, South San Francisco, California. Public Comment: For those wishing to address the Board on any Agenda or non-Agendized item, please complete a Speaker Card located at the entrance to the Community Room and submit it to the Clerk. Please be sure to indicate the Agenda Item # you wish to address or the topic of your public comment. California law prevents Redevelopment Agency 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 for the Minutes. COMMENTS ARE GENERALLY LIMITED TO FIVE (5) MINUTES PER SPEAKER. In the event that there are more than six persons desiring to speak, the Chair may reduce the amount of time per speaker to three (3) minutes. Thank you for your cooperation. The Clerk will read successively the items of business appearing on the Agenda. As she completes reading an item, it will be ready for Board action. EUGENE R. MULLIN Chairman PEDRO GONZALEZ Vice Chair RAYMOND L. GREEN Boardmember BEVERLY BONALANZA FORD Investment Officer MICHAEL A. WILSON Executive Director JOSEPH A. FERNEKES Boardmember KARYL MATSUMOTO B oardmember SYLVIA M. PAYNE Clerk STEVEN T. MATTAS Counsel PLEASE TURN OFF CELL PHONES AND PAGERS HEARING ASSISTANCE EQUIPMENT IS AVAILABLE FOR USE BY THE HEAR1NGdMPAIRED AT REDEVELOPMENT AGENCY MEETINGS CALL TO ORDER ROLL CALL AGENDA REVIEW PUBLIC COMMENTS CONSENT CALENDAR 1. Motion to approve the minutes of the April 24, 2002 regular meeting 2. Motion to confirm expense claims of May 8, 2002 ADJOURNMENT REGULAR REDEVELOPMENT AGENCY MEETING MAY 8, 2002 AGENDA PAGE 2 ADDENDUM AGENDA REDEVELOPMENT AGENCY OF THE CITY OF SOUTH SAN FRANCISCO P.O. Box 711 (City Hall, 400 Grand Avenue) South San Francisco, California 94083 Meeting to be held at: MUNICIPAL SERVICES BUILDING 33 ARROYO DRIVE WEDNESDAY, MAY 8, 2002 7:00 P.M. The following item is added to the Agenda: CLOSED SESSION: 5. Pursuant to Government Code Section 54956.9(a) Existing Litigation: San Francisco Redevelopment Agency v. Bay West Cove, LLC Souih Office of the City Clerk, 400 Grad Avenue, South San Fraudsco, CA 94080, (650) 877-8518 AGENDA CITY COUNCIL CITY OF SOUTH SAN FRANCISCO REGULAR MEETING MUNICIPAL SERVICE BUILDING COMMUNITY ROOM MAY 8, 2002 7:30 P.M. 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 7:30 p.m. in the Municipal Services Building, Community Room, 33 Arroyo Drive, South San Francisco, California. Public Comment: 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 for the Minutes. COMMENTS ARE GENERALLY LIMITED TO FIVE (5) MINUTES PER SPEAKER. In the event that there are more than six persons desiring to speak, the Mayor may reduce the amount of time per speaker to three (3) minutes. Thank you for your cooperation. 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. PEDRO GONZALEZ Mayor Pro Tem EUGENE R. MULLIN Mayor JOSEPH A. FERNEKES Councilman RAYMOND L. GREEN Councilman KARYL MATSUMOTO Councilwoman BEVERLY BONALANZA FORD City Treasurer SYLVIA M. PAYNE City Clerk MICHAEL A. WILSON City Manager STEVEN T. MATTAS City Attorney PLEASE TURN OFF CELL PHONES AND PAGERS HEARING ASSISTANCE EQUIPMENT AVAILABLE FOR USE BY THE HEARING IMPAIRED AT CITY COUNCIL MEETINGS CALL TO ORDER ROLL CALL PLEDGE OF ALLEGIANCE INVOCATION PRESENTATIONS Proclamation - Emergency Medical Services Week, May 19-25, 2002; recipient: Travis Nuckolls, EMS Coordinator Update on Traffic Summit held May 6, 2002 - Terry White, Deputy Director of Maintenance Services BART Monthly Construction Update - South San Francisco BART Liaison Nia Crowder AGENDA REVIEW PUBLIC COMMENTS ITEMS FROM COUNCIL · Community Forum · Subcommittee Reports CONSENT CALENDAR o Motion to approve the minutes of the April 10 and 24 regular meetings and April 17 special meeting 2. Motion to confirm expense claims of May 8, 2002 o Motion to adopt an ordinance adopting a development agreement with Slough SSF for the Britannia East Grand Project ° Resolution accepting grant funds from the Metropolitan Transportation Commission in the amount of $75,000 and authorizing the execution of an agreement with Callander Associates, Landscape Architecture Inc., for the Linear Park Project conceptual plan and community outreach program in an amount not to exceed $75,000 Resolution awarding contract to Carlin Company, Inc. for alterations to Fire Station No. 64 in the amount of $240,500 ° Acknowledgement of proclamations issued: Dave Castagnola and Mich Mercado, Employees of the Year, April 26, 2002; Veterans Appreciation Month, May 1, 2002, Skyline College Extended Opportunity Programs and Services, May 3, 2002 ADMINISTRATIVE BUSINESS Resolution authorizing the execution of a purchase and sale agreement for street right- of-way on Mission Road REGULAR CITY COUNCIL MEETING MAY 8, 2002 AGENDA PAGE 2 o Resolution accepting the public improvements constructed pursuant to the Terrabay Phase II, Woods East and Woods West Subdivision Improvement Agreement LEGISLATIVE BUSINESS Motion to waive reading and introduce an ordinance adding Title 1, Chapter 1.25 of the SSFMC entitled, Administrative Citations CLOSED SESSION 10. Pursuant to Government Code Section 54956.9(a), existing litigation: Aetna Realty v. City of South San Francisco, and pursuant to Government Code Section 54957.6 conference with Labor Negotiator Wilson on Executive Management labor negotiations ADJOURNMENT REGULAR CITY COUNCIL MEETING MAY 8, 2002 AGENDA PAGE 3 DATE: TO: FROM: SUBJECT: May 8, 2002 The Honorable Mayor and City Council Steven T. Mattas, City Attorney Adoption of Ordinance Previously Introduced RECOMMENDATION: Adopt the ordinance. BACKGROUND/DISCUSSION: Council has previously waived reading and introduced the following ordinance. The Ordinance is now ready for adoption. AN ORDINANCE ADOPTING A DEVELOPMENT AGREEMENT WITH SLOUGH SOUTH SAN FRANCISCO FOR THE BRITANNIA EAST GRAND PROJECT (Introduced 04-24-02 Vote 3-0-2 Councilmember Joseph Femekes, Councilmember Pedro Gonzalez - absent ) Steven T. iVl'attas, City Attorney Michael A. Wilson, City Manager Enclosure: Ordinance ORDINANCE NO. AN ORDINANCE ADOPTING A DEVELOPMENT AGREEMENT WITH SLOUGH SSF FOR THE BRITANNIA EAST GRAND PROJECT WHEREAS, the South San Francisco Municipal Code allows development of the approximately 26.9 acre site located at the easterly terminus of East Grand Avenue as a campus style Research and Development project; subject to further approvals; and, WHEREAS, Slough SSF LLC submitted plans consisting of a Master Site Plan and Site Plan, Phase 1 and Phase 2, Sheet No. Al.l, Conceptual Building Design Guidelines, Schematic Landscape Plan and preliminary grading and utility plans dated May 4, 2001; and, WHERAS, said plans, together with the additional floor plans and parking structure plans, propose development of a 758,533 square foot office/R&D campus with ancillary childcare center, fitness center and retail and restaurant space; and, WHEREAS, the 758,533 square foot office/R&D project, together with the ancillary uses and parking structures ("Project") constitutes the present proposed development and is the project subject to the terms of the Development Agreement ("Agreement"); and, WHEREAS, a Environmental Impact Report has been prepared which analyzes the anticipated environmental impacts of the proposed Project; and, WHEREAS, the Owner has requested that the City to process the proposed entitlements for the Project; and, WHEREAS, pursuant to Municipal Code section 19.60.050, the Director of Economic and Community Development has conducted required reviews and found the proposed Agreement to be in the proper form, determined that the application was complete, and referred the Agreement to the Planning Commission for a public hearing; and, WHEREAS, on March 7, 2002, the Planning Commission held a properly noticed public heating on the Britannia East Grand Project and recommended that a final decision on the Project be continued until April 4, 2002; and, WHEREAS, on April 4, 2002, the Planning Commission held a duly noticed public hearing on the proposed Agreement and recommended by a 7 to 0 vote that the City Council adopt the Ordinance and Development Agreement; and, WHEREAS, on April 24, 2002, pursuant to Municipal Code section 19.060.110 the City Council conducted a property noticed public hearing on the proposed Agreement for the project. NOW THEREFORE, the City Council of the City of South San Francisco does ordain as follows: Section 1. Findings The Project consists of a 758,533 square foot office/R&D campus with ancillary childcare center, fitness center and retail/restaurant space on a 26.9 acre site located at the easterly terminus of East Grand Avenue, and which includes requested exceptions for number of parking spaces. These findings are based on public testimony and the materials submitted to the City of South San Francisco City Council which include, but are not limited to: "Master Site Plan" and the "Site Plan, Phase 1 and Phase 2," Sheet No. Al.i, "Conceptual Building Design Guidelines," "Schematic Landscape Plan," and preliminary grading and utility plans dated May 4, 2001, prepared by DES Architects/Engineers; Floor plans and elevations for Buildings 1 & 2, and Parking Garage A dated 8-3-01, floor plans and elevations for Building 3 dated September 7, 2001, and floor plans and elevations for Buildings 4, 5, 6, 7, 8, & 9 dated October 5, 2001, prepared by DES Architects/Engineers; "Preliminary Transportation Demand Management Program," dated March 7, 2002, prepared by Sequoia Solutions Consulting; Britannia East Grand Environmental Impact Report (Draft EIR, Recirculation Draft EIR and Final EIR Response to Comments); minutes of the August 21, 2001, September 18, 2001 and October 16, 2001 Design Review Board meetings; Planning Commission staff reports dated November 15, December 20, 2001, and January 17, March 7 and April 4, 2002; and testimony received at the November 15, December 20, 2001, and January 17, March 7 and April 4, 2002 Planning Commission meetings; and testimony, staff reports and other written materials and oral testimony received at the duly noticed public hearing of the City Council on April 24, 2002: mo The proposed Development Agreement for the Britannia East Grand Project is consistent with the objectives, policies, general land uses and programs specified in the General Plan, as amended and adopted. The Project provides high value jobs for persons in the bio-technology fields and the campus style development that includes recreation opportunities, child care and public transportation options is consistent with the General Plan policies set forth below: 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 and the findings set forth in below. Subject to approval of General Plan Amendment GP-01-006, the project is consistent with the General Plan which designates the property for a mix of Business and Technology Park and Coastal Commercial. Office/R&D use is considered an appropriate use under this designation. Additionally, the category provides for a floor area ratio (FAR) of .50, with permissible increases to a maximum FAR of 1.0 based on implementation of a Transportation Demand Management (TDM) program as outlined in the City's TDM Ordinance. The proposed FAR of .67 requires that the applicant prepare, implement and maintain a TDM Plan designed to achieve a 30% shift to alternative modes of travel other than single occupant vehicles. The following policies specifically support the proposed project: ao Guiding Policy 3.5-G-3 - Promote campus-style biotechnology, high- technology, and research and development uses. The Project is a multi- phase, mixed-use, office/research and development project intended to be occupied by bio-technology or other high-technology tenants. The Project also makes use of underutilized property in a prominent bay side location that was formerly heavy industrial. bo 3.5-I-8 - Encourage the development of employee-serving amenities with restaurants, cafes, support commercial establishments. The Project includes ancillary retail and restaurant services designed to serve tenant employees. 2-G-9- Facilitate development of childcare centers and homes in all areas, and encourage inclusion of childcare centers in non-residential development. The Project includes an on-site childcare center of approximately 8,000 square feet. Construction of the child care center is secured through the Development Agreement even if environmental constrictions on the site prohibit construction of the center on-site. In the event the child care center cannot be constructed on-site, the Owner must construct a center on an off-site location acceptable to the City. o The proposed project is consistent with the East of 101 Area Plan which the General Plan identifies as the guide for detailed implementation of General Plan policies. Policy LU-16 supports development of campus settings and promotes the concept of "Master Plans," including facility wide development standards, for sites of 20+ acres. In addition, the proposed project is consistent with the Design Policies of the East of 101 Area Plan, and specifically with Policy DE-22, which specifies that on-site open space should serve as a unifying element, by connecting separate buildings and providing usable employee spaces. The proposed Development Agreement for the Britannia East Grand Project complies with all applicable zoning, subdivision, and building regulations and with the general plan. The City Council independently reviewed the proposed Development Agreement for the Britannia East Grand Project, the General Plan, Chapters 20.78 and 20.84 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. The Project incorporates a Transportation Demand Management program consistent with the requirements of Municipal Code Chapter 20.125 et. seq. The Development Agreement imposes requirements to ensure the Project attains the required alternative mode use or pays a penalty for non-compliance. Do Uo F° Go 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 for the Britannia East Grand Project and its determination that Section 2 of the Agreement states that the Agreement shall expire ten years from the effective date of the Agreement but no later than May 1, 2017. The proposed Development Agreement for the Britannia East Grand Project, which incorporates as an exhibit the Planned Unit Development Permit and Plan Sets attached thereto, states the permitted uses of the property subject. 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 for the Britannia East Grand Project and its determination that Section 3 of the Agreement sets forth the documents which state the permitted uses. The proposed Development Agreement for the Britannia East Grand Project states the permitted density and intensity of use of 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 for the Britannia East Grand Project and its determination that Section 3 of the Agreement sets forth the documents which state the permitted density and intensity of use. The proposed Development Agreement, and exhibits attached thereto and incorporated therein, for the Britannia East Grand Project states the maximum permitted height and size of proposed buildings on 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 for the Britannia East Grand Project and its determination that Section 3 of the Agreement sets forth the documents which state the maximum permitted height and size of'buildings. The proposed Development Agreement for the Britannia East Grand Project describes the land, if any, which will be dedicated 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 for the Britannia East Grand Project and its determination that Exhibit B to the Agreement, the Planned Unit Development Permit and Plan set(s) dated May 4, 2001, September 7, 2001 and October 5, 2001, describes the land, if any, which will be dedicated for public purposes. 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 SSF, LLC for the Britannia East Grand 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 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 days from and after its adoption. Introduced at a regular meeting of the City Council of the City of South San Francisco, held the day of · ,2002. Adopted as an Ordinance of the City of South Francisco at a regular meeting of the City Council held the __ day of ,2002 by the following vote: AYES: NOES' ABSTAIN: ABSENT: ATTEST: City Clerk As Mayor of the City of South San Francisco, I do hereby approve the foregoing Ordinance this day of .__ of ,2002. J:\wpd\Mnrsw\405\l 12\OrdinancesXDA-Britannia_Ord_April4_PC.doc Mayor EXHIBIT A DEVELOPMENT AGREEMENT BRITANNIA EAST GRAND PROJECT This DEVELOPMENT AGREEMENT FOR BRITANNIA EAST GRAND PROJECT ("PROJECT") is dated ,2002 ("Agreement"), between SLOUGH SSF, 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 A. 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, B. WHEREAS, Slough SSF, LLC, the Owner, has a legal interest in the real property subject to this Agreement; and, C. 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, D. WHEREAS, this Agreement concerns property at the Eastern terminus of East Grand Avenue, formerly known as the Fuller O'Brien site, as shown and more particularly described in Exhibit A attached hereto and incorporated herein by reference ("Property"); and, E. WHEREAS, the Owner has submitted a development proposal to the City, commonly known as the Britannia East Grand Project, consisting of the phased development of nine office/Research and Development buildings with a resulting square footage of approximately 783,533 square feet, an approximately 8,000 square foot childcare facility, an approximately 5,000 square foot fitness center, approximately 8,000 square feet of restaurant/retail space and two (2) five-to-seven level parking structures as depicted on the Britannia East Grand Planned Unit Development Plan Set dated ,2001, prepared by , including the application for a General Plan Amendment and Use Permit, dated ,2001, attached hereto as Exhibit B and incorporated herein by reference (the "Plan Set"), to be located on the Property (the "Project"); and, F. 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, Page 1 of 21 Britannia East Grand Development Agreement May 8, 2002 G. 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, H. 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, I. WHEREAS, on May 8th, 2002, the City Council adopted Ordinance No. approving and adopting this Agreement and the Ordinance thereafter took effect on , 2002. 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"). Duration This Agreement shall expire ten (10) years from the Effective Date of this Agreement, but in no event later than May 1, 2017. 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. o Project Description: Development Standards For Proiect. The Project shall consist of nine Office/Research and Development buildings totaling approximately 783,533 square feet, an approximately 8,000 square foot childcare facility, an approximately 5,000 square foot fitness center, approximately 8,000 square feet of Page 2 of 21 Britannia East Grand Development Agreement May 8, 2002 retail/restaurant space, two five to seven level parking garages 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 development schedule, 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 those provided in the Plan Set, Planned Unit Development permit, Development Plan, 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 right 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 right, 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. Obligations of City and Owner. (a) In consideration of the entitlements conferred upon Owner, Owner has agreed to implement the obligations of Owner set forth in Exhibit C attached hereto and incorporated herein, according to the terms and conditions set fo?th therein. (b) In consideration of the rights and benefits conferred upon the City and the public by the Owner pursuant to this Agreement, the City has agreed to implement the obligations of the City set forth in Exhibit C 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 July 31, 2003, 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 Page 3 of 21 Britannia East Grand Development Agreement May 8, 2002 improvements required for each phase of the Project. In connection with said Development Plan, Owner shall provide to the City an Irrevocable Letter of Credit in the form attached as Exhibit D, approved by the City Attorney, in an amount equal to One Hundred and Twenty Five Percent (125%) of the estimated reasonable costs to construct the common improvements identified in the approved plan. Said Letter of Credit shall be submitted within 60 days of receiving a grading permit for any phase of the Project. The City may draw under the Letter of Credit as provided below to complete the landscaping and common improvements and to reimburse the City for costs related thereto. The Letter of Credit shall be reduced as the landscaping and common improvements are completed by Owner and accepted by City in an amount equal to the completed improvements and landscaping' s proportionate share of the original 125 % Letter of Credit. If Owner fails to complete the landscaping and common improvements in accordance with 5(e) below, City shall be entitled to withdraw funds from the Letter of Credit and complete said improvements. City shall also be entitled to draw funds under the Letter of Credit in the event Owner obtains a grading permit for any phase of the Project and 1) Owner fails to request a building permit or Certificate of Occupancy for any building within that phase by December 31,2011 or 2) Owner fails to complete the landscaping and common improvements by December 31,2011. For each phase, 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) (b) (c) (d) (e) The application is complete; and, 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, Owner has completed, and City has approved, the landscaping and other improvements for earlier phases of the Project. Page 4 of 21 Britannia East Grand Development Agreement May 8, 2002 o Vesting of Approvals. Upon the City's approval of the Planned Unit Development Permit, General Plan Amendment and Use Permit, 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. 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 to cause its 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. ,, 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. Page 5 of 21 Britannia East Grand Development Agreement May 8, 2002 10. 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. 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 Planned Unit Development 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. (b) Sewer Facilities Fee. The City is currently studying, pursuant to Government Code section 66000, the "Mitigation Fee Act," adoption of a Sewer Facility Impact Fee. Until such fee is adopted, Owner shall pay a fee in the amount of one dollar and twenty-three cents ($1.23) per gross square foot within the Project, including the Child Care Facility, Recreation Facility and restaurant and retail uses, excluding the parking structures. Said fee shall be paid with respect to each applicable building within the Project upon issuance of a building permit for such building in accordance with the following: (1) If the City adopts a Sewer Facility Impact Fee (Adopted Fee) that is less than the amount stated above, then Owner shall be entitled to a credit in the amount of the difference between the sewer facility fee paid for the buildings as to Page 6 of 21 Britannia East Grand Development Agreement May 8, 2002 which a fee has already been paid and the amount that would have been paid for such buildings under the Adopted Fee if it had been in effect at the time the applicable building permits were issued. The credit shall be applied to the amount of the sewer facility fees due upon the next building permit(s) issued for the Project; provided, however, that if such a credit arises after all building permits for the Project have been issued or if there is a remaining credit balance after all building permits for the Project have been issued, then City shall pay the remaining credit balance when Owner receives a Certificate of Occupancy for the last building in the Project. (2) Following adoption of the Adopted Fee, Owner shall thereafter pay, upon issuance of a building permit for each building in the Project (excluding parking structures), the amount of the Adopted Fee due for such building pursuant to the terms of the Adopted Fee as in effect at the date the applicable building permit is issued (including any increases specified in the Resolution or Ordinance establishing the Adopted Fee), provided that in no event shall the rate Owner is required to pay exceed One Dollar and Forty Cents ($1.40) per gross square foot. (3) The Sewer Facility Fee paid shall be in addition to Owner's obligation to construct, at its sole cost and expense, a new Swift Sewer Main between the boundary of the Project site and the City's pump station at the intersection of Swift Avenue and Kimball Way as required in the Final Environmental Impact Report and the necessary improvements to Station No. 3. The new Swift Sewer Main and all other works of public improvements and/or utilities shall be completed in accordance with plans designed to City standards and approved by the City Engineer prior to construction. (4) Owner shall submit plans for the construction of the new Swift Sewer Main and the Station No. 3 upgrades on or before July 1, 2002. City shall endeavor to review and provide its determination on said plans on or before September 1, 2002 or within ninety days from the time the complete plans are submitted, whichever is earlier. Owner shall submit a Letter of Credit in the amount of 125% of the estimated reasonable costs, as determined by the City Engineer in accordance with City standards at the time said plans are approved. The Letter of Credit shall be in a form approved by the City Attorney and contain no limitations on the City's ability to withdraw funds for the purposes of constructing the Swift Sewer Main and constructing the improvements required for Station No. 3, including all costs related thereto. If Owner fails to submit plans for the new Swift Sewer Main and Station No. 3 upgrades on or before December 31, 2002, Owner shall submit the above Letter of Credit based on the City's estimated reasonable costs to construct the improvements, presently estimated at Two Million Eight Hundred Thousand Dollars. (5) Owner shall have completed construction, and received final acceptance by the City, of the new Swift Sewer Main and Station No. 3 upgrades at the Page 7 of 21 Britannia East Grand Development Agreement May 8, 2002 11. earlier of October 31, 2003, or prior to receiving a Certificate of Occupancy for the fourth building in the Project due to the fact the existing sewer infrastructure cannot accommodate Project build-out beyond the third occupied building. If Owner fails to construct, or receive acceptance of, the new Swift Sewer Main and Station No. 3 upgrades prior to the earlier of requesting the fourth Certificate of Occupancy for the Project or October 31, 2003, City shall be entitled to complete the improvements using the funds secured by the Letter of Credit based on the approved plans or if Owner has not submitted plans, the plans prepared by the City for the completion of the new Swift Sewer Main and Station No.3 upgrades. (6) If projects are developed in the East of 101 area that will receive a benefit from Owner's construction of the new Swift Sewer Main and the improved Station No. 3, Owner shall be entitled to reimbursement from said project owners based on the benefits received by the new project, as reasonably calculated and determined by the City Engineer based on actual and/or reasonably estimated sewer flows within the main and from the Owner's documented costs to design, construction and obtain permits for the new Swift sewer main and Station No. 3 upgrades. The City shall furnish a copy of the City Engineer's draft determinations under the preceding sentence to Owner for review and comment prior to finalizing such determinations. The terms of reimbursement shall be set forth in an agreement between the project owners and Owner ("Reimbursement Agreement") in a form approved by the City Engineer. City shall ensure that any future projects that benefit from the new Swift Sewer Main and/or the Station No. 3 upgrades contain a Condition of Approval that requires the applicant to enter into said Reimbursement Agreement with Owner. (c) Child Care. As part of the Project, Owner proposes to construct a childcare facility of approximately 8,000 square feet. If Owner fails to construct the childcare facility according to the terms set forth in Exhibit C to this Agreement, Owner shall be liable for payment of a fee in the amount of the City's cost to construct a like facility in accordance with Exhibit C. (d) Northbound On-Ramp Mitigation Fee: The Environmental Impact Report for the Project identified a significant impact relating to the northbound on-ramps to U.S. 101 at South Airport Boulevard. To mitigate this impact to a level of less than significant, Owner shall pay a fee to mitigate the impacts to the northbound on- ramps to U.S. 101 at South Airport Boulevard in accordance with the applicable provisions of Exhibit C. 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. Page 8 of 21 Britannia East Grand Development Agreement May 8, 2002 12. 13. 14. 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. 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 the 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 the 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 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). Interests of Other Owners 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 right, 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 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 fights, interests and obligations hereunder shall occur without the prior written Page 9 of 21 Britannia East Grand Development Agreement May 8, 2002 (c) (d) (e) 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. Exception for Notice. Notwithstanding Section 15(b), Owner may at any time, upon notice to City but without the necessity of any approval by the 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 or Slough Estates USA Inc., (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. 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 fight, 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. 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 purchaser, transferee or assignee shall then have no interest or obligations 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. Page 10 of 21 Britannia East Grand Development Agreement May 8, 2002 (i3 Time for Notice. Within 10 days of the date escrow closes on any such transfer, Owner shall notify the 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 the Owner from its obligations to the City under this Agreement until such time as the 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 the 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 the 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 endeavor to give the 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 the 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. 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 Page 11 of 21 Britannia East Grand Development Agreement May 8, 2002 17. 18. (d) 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 the City receives evidence of substitute coverage. 3. 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. The insurance shall include the 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. 19. 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 right 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. Procedure for Modification Because of Conflict with State or Federal Laws. In the event that state or federal laws or regulations enacted after the effective date of this Agreement prevent or preclude compliance with one or more provisions of this Agreement or require changes in plans, maps or permits approved by the City, the parties shall meet and confer in good faith in a reasonable attempt to modify this Agreement to comply with such federal or state law or regulation. Any such amendment or suspension Page 12 of 21 Britannia East Grand Development Agreement May 8, 2002 20. 21. 22. 23. 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 exhibits 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: (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 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. Page 13 of 21 Britannia East Grand Development Agreement May 8, 2002 24. 25. 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. 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 a court of competent jurisdiction located in San Mateo County, California. The remedy for breach of this Agreement shall be limited to specific performance. By entering into this Agreement, Owner hereby waives any right to a jury trial for breach of this Agreement. (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. 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 Part',/.. 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. Page 14 of 21 Britannia East Grand Development Agreement May 8, 2002 26. Severability. If any 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. 31. The obligations of this Agreement shall not be dischargeable in bankruptcy. 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 Page 15 of 21 Britannia East Grand Development Agreement May 8, 2002 32. 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 fights 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 Mortgaeee. 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 fight 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. 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 e.x, ecute 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. 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 fight to record the certificate for the affected portion of the Property at its cost. Page 16 of 21 Britannia East Grand Development Agreement May 8, 2002 33. 34. 35. 36. Force Maieure. 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. Rules of Construction and Miscellaneous Terms (a) The singular includes the plural; the masculine gender includes the feminine; "shall" is mandatory, "may" is permissive. Co) 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. Exhibits Exhibit A - Map and Legal Description of Property Exhibit B - Planned Unit Development Permit, including Plan Set and Conditions of Project Approval Exhibit C - Obligations of Owner and City Exhibit D - Form Irrevocable Letter of Credit 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 Page 17 of 21 May 8, 2002 Britannia East Grand Development Agreement prepaid, return receipt requested or by overnight delivery service. Notices to the City shall be addressed as follow: City Clerk P.O. Box 711,400 Grand Avenue South San Francisco, CA 94083 Notices to Owner shall be addressed as follows: Slough SSF, LLC c/o Slough Estates USA Inc. 33 West Monroe Street, Suite 2000 Chicago, IL 60603 Attention: William Rogalla 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. ************************************************ Page 18 of 21 Britannia East Grand Development Agreement May 8, 2002 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: Michael A. Wilson, City Manager City Clerk APPROVED AS TO FORM Steven T. Mattas, City Attorney OWNER Slough SSF, LLC, a Delaware limited liability company By: Slough Estates USA Inc., a Delaware corporation, Its Manager By: Name: Title: APPROVED AS TO FORM: Donald E. Kelley, Jr. Folger Levin & Kahn LLP Counsel for Owner Page 19 of 21 Britannia East Grand Development Agreement May 8, 2002 EXHIBIT B 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 I: A portion of the lands of W.P. Fuller and Company shown on the Record of Survey located in Volume 6 of L.L.S. Maps at page 117 in the Records of said County, described as follows: Beginning at the Southwesterly comer of the 18.5695 acre parcel shown on said Map; thence through the following numbered courses: 1. North 00° 14' 37" West along the Westerly line of said Parcel 408.03 feet to the Southerly line of the Southern Pacific Company Right-of-Way shown as East Grand Avenue (60 feet wide) on said Map and a point on a non-tangent curve to the left from which the radius point lies North 39° 14' 21" West 413.10 feet. 2. Easterly along said curve through a central angle of 01° 38' 21" an arc distance of 11.82 feet. 3. North 49° 07' 18" East tangent to said curve 140.89 feet. South 86° 44' 41" East 672.34 feet. South 03° 10' 20" West 515.30 feet to the Southerly line of said 18.5695 acre parcel. 6. North 86° 44' 37" West along said Southerly line 551.30 feet. 7. North 86° 14' 41" West along said Southerly line 206.61 feet to the point of beginning. Said lands are described as Parcel "A" in that certain Lot Line Adjustment recorded March 25, 1996 as Document No. 96035012. APN: 015-102-270. PARCEL II: A portion of the lands of W.P. Fuller and Company shown on the Record of Survey recorded in Volume 6 of L.L.S. Maps at Page 117 in the records of said county, described as follows: BEGINNING at the intersection of the Westerly line of the 18.5695 acre parcel shown on said map with the Southerly line of the Southern Pacific Co. Right-of-Way shown as East Grand Page 20 of 21 Britannia East Grand Development Agreement May 8, 2002 Avenue (60 feet wide) on said map and a point on a non-tangent curve to the left from which the radius point lies North 39° 14' 21" West 413.10 feet; thence through the following numbered courses: 1. Easterly along said curve through a central angle of 01° 38' 21" an arc distance of 11.82 feet. 2. North 49° 07' 18" East tangent to said curve 140.89 feet. o South 86° 44' 41" East 672.34 feet. South 03° 10' 20" West 515.30 feet to the Southerly line of said 18.5695 acre parcel. South 86° 44' 37" East along said Southerly line 435.13 feet to the Easterly line of the lands shown on said map. 6. North 03° 15' 23" East along said Easterly line 865.45 feet. 7. North 03° 28' 53" East along said Easterly line 100.00 feet to the Northerly line of the lands shown on said map. 8. North 86° 44' 37" West along said Northerly line 1252.36 feet to the Westerly line of the 6.6796 acre parcel shown on said map. 9. South 00° 14' 37" East along said Westerly line and its Southerly extension 557.42 feet to the point of beginning. EXCEPTING THEREFROM the portions deeded to the City of South San Francisco and accepted by the Resolution recorded in Reel 7756 at Image 418 in the Official Records of said County. Said lands being described as Parcel "B" in that certain Lot Line Adjustment recorded March 25, 1996, as Document No. 96035012. APN: 015-101-090 and 015-102-280. , · Page 21 of 21 Britannia East Grand Development Agreement May 8, 2002 Exhibit C Britannia East Grand Development Agreement Owner Obligations Child Care Center, As part of the Project, Owner has agreed to construct an approximately eight thousand (8,000) square foot child care center ("Center"). The Center is intended to be on-site and to serve the tenants of the Project. However, due to various environmental issues affecting the site, Owner may not receive environmental clearance for an on-site center from the California Department of Toxic Substances Control ("DTSC") and/or from other governmental authorities having jurisdiction over environmental conditions at the site. Therefore, the Parties have agreed to the following terms in order to ensure the child care needs of the City are met. A. Owner shall diligently pursue, to the extent necessary to permit construction of the Center on-site, the removal of the current deed restriction as imposed by DTSC, the removal of any other restrictions imposed by any other governmental authorities having jurisdiction over environmental conditions at the site, and the receipt of any other necessary waivers, approvals, consents and permits from DTSC and any governmental authorities having jurisdiction over environmental conditions at the site (collectively, "Environmental Clearances"). B. By December 31, 2003, Owner shall notify the City in writing, with appropriate supporting documentation, either (i) that the Environmental Clearances necessary to permit construction of the Center on-site have been obtained or, in the alternative, that the applicable governmental authorities have agreed in writing to issue the Environmental Clearances, or (ii) that Owner has been unable to obtain issuance of or commitments to issue all such necessary Environmental Clearances. (1) On-Site Location: If Owner receives the necessary Environmental Clearances to construct the Center on-site, Owner shall obtain all required permits, including building permits and commence construction of the facility no later than December 31, 2005, and Owner shall complete construction and receive a Certificate of Occupancy for the facility no later than December 31, 2007. (2) Off-Site Location: If Owner is unable to obtain issuance of or commitments to issue all necessary Environmental Clearances by December 31, 2003, or obtains such clearance but fails to submit an application for a building permit for the Center on or before December 31, 2005, Owner shall instead: Exhibit C - Britannia Development Agreement Page 1 of 5 May 8, 2002 Ao Complete construction of an approximately 8,000 square foot childcare facility at an off-site location approved by the City, which approval shall not be unreasonably withheld or delayed, by no later than December 31, 2007. Owner shall have acquired a site for the construction of said facility by June 30, 2006. Bo In the event Owner must build the facility off-site, potentially acceptable off-site locations include: (1) the East of 101 Plan Area, as defined in the General Plan, adopted October 1999; or (2) in a Regional Transit Facility located in the City of South San Francisco. Owner shall pay all costs associated with the acquisition of a site suitable for the Center, environmental review, permitting and all other costs and fees, including attorney's fees, incurred as a result of acquiring the property, if necessary, through the City's power of eminent domain and all costs of constructing the facility and required improvements, if any. Co If Owner is unable to acquire a site that is acceptable to the City as set forth above by June 30, 2006, that is of reasonably sufficient size to construct the off-site facility, Owner shall instead pay a fee equal to the City's estimated reasonable costs to construct an equivalent facility, including all costs associated with the acquisition of a site suitable for the Center, environmental review, permitting and all other costs and fees, including attorney's fees, incurred as a result of acquiring the property, if necessary, through the City's power of eminent domain and building the Center. Widening Northbound Off-ramp and On-Ramp Approach at South Airport Mitigation. Measure: In addition to the East of 101 Traffic Impact Mitigation Fee applicable to the Project under the existing provisions governing the fee (currently $1.51 per gross square foot), Owner shall pay its fair share contribution to the widening of South Airport BoulevardJU.S. 101 Northbound ramps as required in the Britannia East Grand Final Environmental Impact Report. The total cost of said improvement is estimated to be One Million Three Hundred Sixty Four Thousand Dollars, including all costs of construction, including but not limited to design costs, consultant fees, bid preparation and administrative costs. Owner's contribution shall be paid at the rate of forty cents ($.40) per gross square foot upon issuance of each building permit for any structure in the Project, excluding the parking structures. Thus, Owner shall pay One Dollar and Ninety- One Cents ($1.91) per gross square foot upon issuance of a building permit for any structure in the Project, excluding the parking structures. A. Payment of East of 101 Traffic Mitigation Fee:._ Owner acknowledges that the City is presently considering an amendment to the East of 101 Traffic Impact Mitigation Fee to address the Grand Avenue/U.S. 101 northbound ramp and the South Airport BoulevarclFU.S. 101 ramp system which were not identified as required May 8, 2002 Exhibit C - Britannia Development Agreement Page 2 of 5 o improvements in the original Fee Study adopted by the South San Francisco City Council on September 26, 2001 (Resolution No. 99-2001). (1) If the South Airport Mitigation Measure is included as a project in the East of 101 Fee, and the resultant fee ("Amended Fee") is less than $1.91 per gross square foot, Owner shall be reimbursed based on each building permit obtained prior to adoption of the Amended Fee in an amount equal to the difference between the fee paid and the fee that would have been paid under the Amended Fee. Any such overpayment shall be refunded within sixty (60) days of Owner's first receiving a building permit based on the Amended Fee or, if Owner does not receive any such building permit within sixty (60) days after adoption of the Amended Fee, then the overpayment shall be refunded within thirty (30) days of receiving Owner's written request for reimbursement. (2) Owner shall thereafter pay the East of 101 Traffic Mitigation Fee as specified in existing and subsequent Resolutions of the City Council upon issuance of each subsequent building permit for buildings within the Project, but in no event shall such fee exceed $1.91 per gross square foot. (3) If City has not adopted an Amended Fee by the expiration date of this Agreement, Owner shall not be liable for an Amended Fee that exceeds $1.91 per gross square foot for any building permits obtained during the term of this Agreement. Likewise, if an Amended Fee is adopted after the termination date of this Agreement and said fee is less than $1.91 per gross square foot, Owner shall not be entitled to reimbursement for any overpayment of fee paid during the term of this Agreement. Public Art Contribution: Owner shall install and provide artwork for public display in the Project. Said art project shall cost no less than three hundred thousand dollars ($300,000), which shall be installed on the Project site as follows: 1) artwork in the amount of at least One Hundred Fifty Thousand Dollars ($150,000) shall be installed within three years of the Effective Date of this Agreement; and 2) if less than $300,000 of artwork has been installed within three years of the Effective Date, the remaining amount shall be installed within five years of the Effective Date. 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 30% alternative mode usage by employees within the Project. The TDM report will be prepared by an Exhibit C - Britannia Development Agreement May 8,2002 Page 3 of 5 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. mo 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. B. 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 30% alternative mode usage, providing supporting statistics and analysis to establish attainment of the goal; or (2) state that the applicable property has not achieved the 30% 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 30% alternative mode usage. C. 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 30% 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 30% 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. Exhibit C - Britannia Development Agreement Page 4 of 5 May 8, 2002 (3) 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 and Research and Development use permitted to be constructed on the Property. For example, if there is 200,000 square feet of completed construction on the Property included within the TDM report with respect to which the penalty is imposed, the penalty would be determined by multiplying Fifteen Thousand Dollars ($15,000.00) times a fraction, the numerator of which is 200,000 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 percentage points below the 30% alternative mode usage goal. (4) 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. Exhibit C - Britannia Development Agreement Page 5 of 5 May 8, 2002 DATE: TO: FROM: SUBJECT: May 8, 2002 Honorable Mayor and City Council Director of Parks, Recreation and Maintenance Services Resolution Accepting Grant Funds from the Metropolitan Transportation Commission, Amending the 2001/02 Capital Improvement Program, and Authorizing the City Manager to Execute an Agreement with Callander Associates, Landscape Architecture, Inc., for the Linear Park Project RECOMMENDATION It is recommended that the City Council adopt a resolution 1) accepting grant funds totaling $75,000 from the Metropolitan Transportation Commission; 2) amending the fiscal year 2001/02 Capital Improvement Program; and 3) authorizing the City Manager to execute an agreement with Callander Associates, Landscape Architecture, Inc., in an amount not to exceed $75,000, for preparation of the South San Francisco Linear Park Concept Plan and Community Outreach Program. BACKGROUND/DISCUSSION The South San Francisco General Plan and the South San Francisco BART Transit Village Plan indicate that the area over the BART-SFO right-of-way shall be dedicated as a Linear Park. The Linear Park Project is a key component to the city's long-term planning and community outreach programs. The Linear Park would generally follow the BART-SFO right-of-way through the city. The project would establish a city-wide pedestrian and bike trail, with park amenities. The park would link the South San Francisco BART Station with the surrounding residential neighborhoods, the employment centers in the east of US 101 area, downtown South San Francisco, the San Francisco Bay Trail, and other Peninsula cities. In March 2002, the City of South San Francisco was awarded the Transportation of Livable Communities (TLC) funding of $75,000.00 from the Metropolitan Transportation Commission (MTC) to create and prepare concept plans for a Linear Park and undertake a comprehensive Community Outreach Program. MTC's Transportation of Livable Communities (TLC) Program provides planning funds for small-scale transportation projects (such as streetscapes and pedestrian-, transit-, and bicycle-oriented developments) that can help revitalize local communities and town centers. TLC planning projects typically include extensive community outreach and visioning, concept plans and drawings, construction cost estimates, and implementation plans. Staff Report To: Honorable Mayor and City Council Subject: Resolution Authorizing Agreement with Callander Associates for the Linear Park Project Date: May 8, 2002 Page 2 The MTC funding will help the city implement the Linear Park policies established in the General Plan and the Transit Village Plan. The MTC funding will help the city pay for the following: 1) planning efforts and concept drawing that would layout the Linear Park; 2) coordination with SamTrans and BART to locate a bike path, street furniture, and other amenities; 3) proposed improvements on Mission Road and in the Sunshine Gardens neighborhood; and 4) a proactive community outreach program that will include open houses and community meetings. The project is anticipated to last approximately nine months. Consultant Selection Staff recently issued a Request For Qualifications (RFQ) for the project whereby four (4) landscape architecture firms responded (Callander Associates, Harris Design, MPA Design and SWA Group) and were interviewed on Friday, April 12, 2002. Staff is recommending the consultant team of Callander Associates, Landscape Architecture, Inc., since the Consultant: 1) prepared the South San Francisco BART Linear Park grant application to the Metropolitan Transportation Commission and has an advanced understanding of the issues important to South San Francisco and the area adjacent to the BART Station and the future linear park; 2) has extensive experience preparing landscape and concept plans; 3) has experience with South San Francisco neighborhoods, local policy makers, and staff from BART, SamTrans, and other regional agencies; and 4) has the ability to prepare detailed color graphics. FUNDING It is anticipated that Callander Associates will take approximately nine months to produce the Concept Plan for City Council review. Funding to prepare the Concept Plan has been allocated from the Transportation for Livable Communities Grant of $75,000.00 from the MTC. CONCLUSION It is recommended that the City Council adopt the attached resolution accepting the funds from the MTC, amending the 2001/02 Capital Improvement Program, and authorizing the City Manager to execute an agreement with Callander Associates, Landscape Architecture, Inc., for preparation of the South San Francisco Linear Park Concept Plan and Community Outreach Program. --B'm-ry Nagel ( .... Director of Parks,"Recreation and Maintenance Services Approved: M(chael A. ~Vilsdn City Manager Attachments: 1. Resolution 2. Location Map 3. Scope of Work RESOLUTION NO. CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA A RESOLUTION ACCEIrI'ING (;RANT FUNDS IN THE AMOUNT OF $75,000 FROM THE METROPOLITAN TRANSPORTATION COMMISSION AND AMENDING THE 2001-2002 CAPITAL IMPROVEMENT PROGRAM BUDGET (02-15) AND AUTHORIZING AN AGREEMENT WITH CALLAN D ER AS S O CIATES, LAN D S CAP E ARCHITECTURE, INC., IN AN AMOUNT NOT TO EXCEED $75,000 FOR THE PREPARATION OF THE SOUTH SAN FRANCISCO LIN ~EAR PARK CONCEPT PLAN AND COMMtJNITY OUTREACH PROGRAM WHEREAS, staff recently issued a Request For Qualifications (RFQ) for the project to which four (4) landscape architecture firms responded (Callander Associates, Harris Design, MPA Design and SWA Group) and were interviewed on Friday, April 12, 2002; and WHEREAS, staff recommends that Callander Associates, Landscape Architecture, Inc. prepare the South San Francisco Linear Park Concept Plan and Community Outreach Program because the firm is experienced in South San Francisco planning and implementing linear park plans and is qualified to complete the project. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of South San Francisco that the City Council hereby: Accepts grant funds in the amount of $75,000 from the Metropolitan Transportation Commission. o Amends the 2001-2002 Capital Improvement Program budget (No. 02-15) to add $75,000. Authorizes the City Manger to execute the Callander Associates, Landscape Architecture, Inc. Agreement on behalf of the City of South San Francisco. 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 ,2002 by the following vote: AYES: NOES: ABSTAIN: ABSENT: F:\file cabinet\Current Reso's\linear.park.project.res.doc ATTEST: City Clerk Project Location Map ST DALy ~ '1 Project'Site Scope of Services In an effort to guide and control the schedule and scope of the South San Francisco BART Linear Park project, Callander Associates Landscape Architecture, Inc. has developed the following scope of services or work program. Modifications and refinements can be accommodated at the project start and adjusted periodically throughout the process as may be beneficial to the project. Items shown in boldface italics represent the deliverables or work documents to be provided at that task. Notations such as "SI" indicate City staff meeting #1 as itemized. 1.0 PROGRAM DEVELOPMENT AND SITE ANALYSIS 1.01 City Staff Meeting (SI): Prepare for initial meeting with City staff. Review scope, schedule and cost for the project with City staff in a joint work session. This meeting will encompass review of project goals, design program, community participation process, project opportunities and constraints, available base information, and any current needs for additional reports or information. Identify available and required City documents. Review current design program for the corridor. Prepare meeting summary and written draft design program. 1.02 Stakeholder Committee Make-up: As part of task 1.01, review make-up of Stakeholder Committee with City staff, including BART, SamTrans, and San Francisco Water Department officials. Establish approximate meeting dates and expectations; identify other potential stakeholders. Prepare project directory. 1.03 Approval Process: Obtain and review other information that may be pertinent from Planning Department approval bodies and permitting agencies. Clarify permits and applicable agencies with City staff. City to provide title reports if warranted. Prepare approval coordination summary. 1.04 Relevant Plans: General plans, specific plans, EIRs, traffic studies, circulation elements, zoning ordinances, bicycle, trail and parks and recreation plans will be reviewed for consistency and context; prepare list of relevant plans. 1.05 Schedule: Refine and revise the detailed schedule for the project. Discuss key milestones with City staff and contingency plans for keeping project on schedule. 01038ExhibitAScope4-15-02 © copyrighted 2002 Callander Associates Landscape Architecture, Inc. April 15, 2002 South San Francisco BART Linear Park Callander Associates Landscape Architecture, Inc. Page 1 1.06 1.07 1.08 1.09 1.10 1.11 1.12 1.13 1.14 Independent Site Reconnaissance: Conduct independent site reconnaissance; photograph site for in-house study and reference as well as for future presentations. Prepare existing site photo boards and digital photo library. City Staff Meeting (S2): Meet with representatives from various City departments including Parks and Recreation, Maintenance, Planning, Public Works, Police, Fire and other key departments. Present linear park conceptual plans prepared to date. Facilitate discussion on plans, concerns, goals, and objectives. Prepare meeting summary. Stakeholders Meeting (S3): Meet with City staff, BART, SamTrans, SFPUC, and other key stakeholders identified in task 1.02. Present linear park conceptual plans prepared to date. Facilitate discussion on plans, concerns, goals, and objectives. Review schedule and upcoming community workshop process. Prepare meeting summary. Stakeholder Tour (TI): Conduct site walk-through with City staff and Stakeholder Committee; note issues and concerns in a written summary; review draft with City and distribute same. Draft Newsletter #1: Prepare a draft of newsletter #1 to include summary of work to date, diagrams of site and discussion of project issues; show project schedule and upcoming workshops. Draft Presentation #1: Prepare a draft presentation #1, in power point format, to include project history, existing site conditions, opportunities and constraints, project issues, and schedule including upcoming workshop dates. City Staff Meeting (S4): Review progress submittal of above information with City staff; complete presentation and refine as warranted; provide written meeting summary. Finalize Newsletter #1: Finalize newsletter based on input from City staff; provide camera-ready copy for City distribution. Public Workshop #1: Prepare meeting announcements, agendas and related materials. Conduct workshop for neighborhood within first segment (about half the corridor) of the trail; prepare written meeting summary. Goal of workshop is to gain input on existing plans to date, issues, concerns, and community goals. Distribution of meeting summary to be by City or posted on website. 01038ExhibitAScope4-15-02 © copyrighted 2002 Callander Associates Landscape Architecture, Inc. April 15, 2002 South San Francisco BART Linear Park Callander Associates Landscape Architecture, Inc. Page 2 1.15 1.16 1.17 1.18 Public Workshop #2: Conduct the same workshop for neighborhoods within second segment (about half the corridor) of the trail; prepare written meeting summary. Distribution of meeting summary to be by City or posted on website. Develop Goals, Objectives and Policies: Based upon the above meetings and workshops, we will develop consistent overall goals and objectives for the BART Linear Park, building on existing documents. Goals, or future visions, will be developed out of existing efforts such as those in the City of South San Francisco General Plan, Parks and Recreation Master Plan, as well as BART Transit Village Plan. They will be supplemented by bicycle, trail, and recreation goals from the other cities, and those developed by other agencies and special interest groups. Objectives, or directions, are more specific statements under each goal or vision that define how policies will be achieved. For example, one goal may be to "develop a trail that is accessible by a wide variety of user groups." An objective under that vision may be to "Adhere to ADA requirements for maximum gradients." Policies and Standards will be developed out of the broader goals and objectives. Policies will be used as a framework for the institutional/administrative arrangement within the agency that will manage the future linear park. The draft goals, objectives, and policies will be submitted to City staff for review and comment. Grant Requirements: Identify potential matching and major funding sources, compile criteria and requirements, provide summary to serve as an appendix to funding applications, and relate anticipated schedule of funding to the prioritized list of segments. Costs of the phased improvements will be compared with funding needs, so that long term programming for local, matching funds can be accomplished. Funding sources to be included are: · Local public works and parks and recreation CIP budgets State agencies - Land & Water Conservation Funds, Regional Trails Program Federal government TEA-21 (composed of eight separate funding sources) · Non-profit organizations · Corporate sponsors · Zoning requirements · Development fees · State Parks Trails Programs City Staff Meeting (S5): Present the above information and refine documents where prudent; prepare written meeting summaries. 01038ExhibitAScope4-15-02 © copyrighted 2002 Callander Associates Landscape Architecture, Inc. April 15, 2002 South San Francisco BART Linear Park Callander Associates Landscape Architecture, Inc. Page 3 2.0 PRELIMINARY DESIGNS 2.01 Base Maps: Review existing topographic and boundary information. Evaluate adequacy and/or need for additional information. Prepare base map in AutoCad 14 for City files and consultant use. City to provide existing topographic where available; all consultant documents to be provided in English equivalents (not metric). Base map of existing conditions of the corridor only shall be at twenty scale; yielding approximately 6 sheets of 24x36 size; plan to be Existing Corridor Plan. Base map of the areas approximately 1,800 feet to both sides of the corridor shall be prepared at about 240 foot scale; this map to illustrate the general context of the surrounding neighborhoods; plan to be Corridor Context Plan. Above base maps to include items such as: property ownership land use types land forms, features and topography conflicting uses/constraints historical and cultural resources major business and residential sites schools and institutions recreation environmental features transportation utilities socio-economic centers residual railroad elements safety and security elements drainage features trail and street connections 2.02 Preliminary Design Plans: Based on the information generated from the 1.0 phase, proceed to develop a single draft preliminary design plan to fulfill the design program and goals generated in 1.0 tasks. The basic shall have a common design theme, yet respect and incorporate the subtleties of the various neighborhoods through which the linear park will travel. Drawings to illustrate these alternatives will include: Plans: Plans at no less than forty scale. Special Area Plans: Up to three plans will be developed, at 20 scale, to illustrate key areas or connections identified through the workshop process. Cross Sections: Up to six cross sections will be developed to illustrate the general improvements and existing conditions. Image Boards: Photos of previously completed trail and park projects; details and amenities will be enlarged and mounted on foam core to illustrate the 01038ExhibitAScope4-15-02 © copyrighted 2002 Callander Associates Landscape Architecture, Inc. April 15, 2002 South San Francisco BART Linear Park Callander Associates Landscape Architecture, Inc. Page 4 potential character of various alternatives. 2.03 Design Standards: A number of sources for trail design standards will be reviewed and filtered for use on the linear park. Using this information, as well as our experience with planning and designing these facilities, specific uniform designs will be developed in graphical or text form for the following trail items: trail width trail surface(s) signing, markings, and striping intersections and crossings trail design speed horizontal and vertical alignments and clearances trail structural section drainage barrier posts fencing and barriers grade crossings access points utilities and lighting trail heads and parking entrance features planting irrigation 2.04 Estimate of Probable Construction Costs: Prepare an order of magnitude level estimate of probable construction cost for linear park; provide estimates of construction costs. 2.05 Draft Newsletter #2: Prepare a draft of newsletter #2 to include summary of workshops to date, design plans and discussion of project issues; show project schedule and upcoming workshops. 2.06 Draft Presentation #2: Prepare a draft presentation #2, in power point format, to include project history, existing site conditions, design plans, project issues, and schedule including upcoming workshop dates. 2.07 City Staff Meeting (S6): Present draft, black and white versions of the above information and review presentation in a single work session; refine documents where prudent; prepare written meeting summaries. 2.08 Finalize Newsletter #2: Finalize newsletter based on input from City staff; provide camera-ready copy for City distribution. 2.09 Stakeholders Meeting (S7): After refining and color rendering the documents, present above information to the Stakeholders' Committee in a work session to receive further input; prepare written meeting summary. 2.10 Public Workshop #3: Prepare meeting announcements, agendas and related materials. No drawing changes are anticipated. Conduct a single workshop for 01038ExhibitAScope4-15-02 © copyrighted 2002 Callander Associa res Landscape Architecture, Inc. April 15, 2002 South San Francisco BART Linear Park Callander Associates Landscape Architecture, Inc. Page 5 entire City; prepare written meeting summa~. Distribution of meeting summary to be by City or posted on website. 2.11 Interim Staff Coordination: Allow for phone coordination with City staff and as warranted to adjust public outreach strategy between workshop #1 and workshop #2; provide written memos. 3.0 PREFERRED DESIGN PLAN 3.01 Design Documents: Proceed to resolve design of overall linear park along with selected special area plans; incorporate responses to issues raised by neighborhood and others; documents to include: Plans: At forty scale in black and white; approximately 8 sheets. Special Area Plans: The three special area plans will be refined into a preferred alternative and accompanied by typical design details. Cross Sections: Up to six cross sections will be refined to illustrate the preferred design plan. Image Boards: Will be refined and upgraded as warranted. 3.02 Estimate of Probable Construction Cost: Develop refined estimate of probable construction cost of the preferred design plan; separate estimate into logical phases for various segments. 3.03 Phased Implementation: The recommended phasing of the project will be ranked according to general planning criteria and submitted to City staff and the for review and comment. A Decision Matrix will be used to attach weights to each criterion and determine which segments meet the highest number of criteria listed. These criteria will consist of those listed below and others developed with City staff: Closure of critical gap or correction of bottleneck in existing system Improvement or program that serves an immediate safety need Segment that will attract a high use Current availability and/or suitability of right of way Service to major destinations Cost effectiveness Integration into the existing regional trail system Interface with other modes Local political and community support 01038ExhibitAScope4-15-02 © copyrighted 2002Callander Associates Landscape Architecture, Inc. April 15, 2002 South San Francisco BART Linear Park Callander Associates Landscape Architecture, Inc. Page 6 3.04 3.05 3.06 3.07 3.08 3.09 3.10 4.0 4.01 Developer contributions A Phasing Plan will be developed based on the ranking outcome combined with (a) funding availability and requirements, (b) other programmed transportation improvements, (c) eliminating an immediate bottleneck or safety hazard, and (d) ensuring that the system grows rationally rather than as a series of disconnected pieces over time. The Phasing/Capital Improvement Projects Plan will recommend a ranking (low, medium, high) of identifiable capital improvement projects phased to complete the entire project as quickly as possible. Draft Newsletter #3: Prepare a draft of newsletter #2 to include summary of workshops to date, design plans and discussion of project issues; show project schedule and upcoming workshops. Draft Presentation #3: Prepare a draft presentation #2, in power point format, to include project history, existing site conditions, design plans, project issues, and schedule including upcoming workshop dates. City Staff Meeting (S8): Present draft, black and white versions of the above information and review presentation in a single work session; refine documents where prudent; prepare written meeting summaries. Finalize Newsletter #3: Finalize newsletter based on input from City staff; provide camera-ready copy for City distribution. Stakeholders Meeting(S9): After refining and color rendering the documents, present above information to the Stakeholders' Committee in a work session to receive further input; prepare written meeting summary. Public Workshop #3: Prepare meeting announcements, agendas and related materials. No drawing changes are anticipated. Conduct a single workshop for entire City; prepare written meeting summary. Distribution of meeting summary to be by City or posted on website. Interim Staff Coordination: Allow for phone coordination with City staff and as warranted to adjust public outreach strategy between workshop #1 and workshop #2; provide written memos. PLAN REVIEW Refine Documents: Incorporate minor refinements or revisions into previously 01038ExhibitAScope4-15-02 © copyrighted 2002 Callander Associates Landscape Architecture, Inc. April 15, 2002 South San Francisco BART Linear Park Callander Associates Landscape Architecture, Inc. Page 7 prepared documents; provide camera-ready copy for all graphics in 11"x17" format. 4.02 Draft Park Master Plan: Prepare report in 8-1/2"x11" format detailing project goals, standards, community involvement process, preferred design plans, phasing plan, and cost estimates to date. Submit 5 copies of report to City for review. 4.03 City Staff Meeting (S10): Review the above information in a single work session with City staff; provide written meeting summary. 4.04 Final Park Master Plan: Based upon comments received, make minor modifications to master plan. Submit 5 copies of final report and one camera- ready original for use by County. 4.05 Planning Commission Meeting #1 (Sll): Provide City staff with project specific documents for inclusion into City staff's normal staff report requirements; allow for one Commission meeting; provide written meeting summary to compliment Commission's own minutes. 4.06 Parks and Recreation Commission Meeting #1 (S12): Provide City staff with project specific documents for inclusion into City staff's normal staff report requirements; allow for one Commission meeting; provide written meeting summary to compliment Commission's own minutes. 4.07 City Staff Meeting (S13): Review information and public comments received from above with City staff; develop consensus for proceeding; provide written meeting summary. 4.08 Refinements to Documents: Allow for a minimal level of refinements or technical appendix changes to previously prepared documents to accommodate above tasks. 4.09 City Council Meeting #1 (S14): Provide City staff with project specific documents for inclusion into City staff's normal staff report requirements; allow for Council meeting; provide written meeting summary to compliment Council's own minutes. 01038ExhibitAScope4-15-02 © copyrighted 2002 Caltander Associates Landscape Architecture, Inc, April 15, 2002 South San Francisco BART Linear Park Callander Associates Landscape Architecture, Inc. Page 8 5.0 ADDITIONAL SERVICES All services not specifically noted above would be considered as additional services; said services include, but are not limited to: a. Revisions and changes to the design work and drawings required due to inconsistent direction from client. b. All other meetings, conferences, and work sessions. c. Any regulatory agency requests, submittals, reviews, or related tasks. d. Environmental document preparation. e. Toxics and geotechnical related services. -END- 01038ExhibitAScope4-15-02 © copyrighted 2002 Callander Associates Landscape Architecture, Inc. April 15, 2002 South San Francisco BART Linear Park Callander Associates Landscape Architecture, Inc. Page 9 General Work Plan ~PHASE 3 PREFERRED PHASE 4 IDESIGN PLAN Re f'me Design Plans To Reflect S~akeholder and Community Comments · Design Development Construction Docume nLn Construction Review Project (?()mpletkm FUTURE PHASES !DEVELOPMENT AND I {PRELIMINARY I PLAN REVIEW · Prepare Final Design Plans , Secure Funding SITE ANALYSIS I /DESIGNS I Grant Applications i' Data ga~ering I I' Develop Pmllm~a~ I · Oo~entP~ess I { Design Plans I Master Plan --- ~ · Ref~eCost Bt~ate [ , Submit and Review with ~ . Re,me Design S~ndards ~ ~. Co.,t~,'tion Co. I / / · Par~ and R ....llon ~. P~g .... ,evelopmen, I ~. DesignSmm~s I .......... ~7_. .......................... Eq Callander Associates Parks and Recreation Planning -,~ MTC Update Sessions BART Linear Park City of South San Francisco Landscape Architecture DATE: TO: FROM: SUBJECT: Staff Report May 8, 2002 The Honorable Mayor and City Council Director of Public Works Alterations to Fire Station 64 Project No. 51-13232-9920 (PB-00-9), Bid No. 2315 RECOMMENDATION: It is recommended that the City Council adopt a resolution authorizing the following: · Award of the construction contract for alterations to Fire Station 64 to Carlin Co., Inc., South San Francisco in an amount not to exceed $240,500. BACKGROUND: This project will seismically upgrade Fire Station 64. Bid Alternate No. 1 will remodel the kitchen and day room. Bid Alternate No. 2 will replace the old and underpowered emergency generator with a new and larger unit to be able to power the entire fire station. Future Capital Improvement Program (CIP) projects will provide: separate facilities for men and women, upgrade of existing toilet and shower areas, and a separate bio-hazard area. Following is a tabulation of the bids received on April 17, 2002: Bidder Base Bid Bid Alt. No. 1 Base Bid + Alt 1 Bid Alt. No. 2 Carlin Co., Inc. $133,900 $106,600 $240,500 $77,200 South San Francisco, CA C. M. Construction, Inc. $163,806 $55,059 $218,865 $84,063 San Francisco, CA C.B.C. Construction Co. $169,200 $61,200 $230,400 $70,800 Hayward, CA John Plane Const., Inc. $183,000 $71,192 $254,192 $73,427 Burlingame, CA Romkon, Inc. $235,000 $56,500 $291,500 $75,000 San Francisco, CA Engineer' s Estimate $215,000 $70,000 $285,000 $95,000 Staff Report To: The Honorable Mayor and City Council Re: Alterations to Fire Station 64 Date: May 08, 2002 Page: 2 of 2 Specifications indicate that award will be made to the contractor with the lowest base bid. Because the bids are lower than the engineer's estimate, there are sufficient funds available to pick up alternate No. 1, but not alternate No. 2. Even though a different bidder is low for the total of the base bid plus alternate No. 1, the specifications require that the award be made to the low bidder of the base bid. Staff recommends that a construction contract be awarded to Carlin Co., Inc. in the amount of $240,500 for the base bid plus bid alternate No. 1. The following is a summary of the project cost: Design and Administration Construction Contingencies Construction Management TOTAL $ 60,000 $240,500 $ 24,000 $ 30,000 $354,500 Construction is expected to start in the month of June 2002 and be completed by February 2003. FUNDING: Project was budgeted for $375,000 in the 2001-2002 CIP. Therefore, sufficient funds are available to only award the base bid plus alternate No. 1. Dire~or of P~blic Works Approved: M/ch a/~el A~. ~lil~~ City Manager ATTACHMENTS: Resolution Bid Schedule FK/JG/ed RESOLUTION NO. CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA A RESOLUTION AWARDING A CONSTRUCTION CONTRACT TO CARLIN CO., INC. IN AN AMOUNT NOT TO EXCEED $240,500 FOR ALTERATIONS TO FIRE STATION 64 WHEREAS, the City desires to award the construction contract to the lowest responsible bidder, Carlin Co., Inc. in an amount to exceed $240,500 for the alterations to Fire Station 64; and WHEREAS, the project was budgeted for $375,000 in the 2001-2002 Capital Improvement Program budget; and WHEREAS, sufficient funds are available to award the base bid plus alternate No. 1. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of South San Francisco that the City Council hereby awards a construction contract to Carlin Co., Inc. in an amount not to exceed $240,500 for the alterations to Fire Station 64 I hereby certify that the foregoing Resolution was regularly introduced and adopted by the Redevelopment Agency of the City of South San Francisco at a regular meeting held on the ~ day of~, 2002 by the following vote: AYES: NOES: ABSTAIN: ABSENT: ATTEST: \kMULDER\VGAWI'RELL\file cabinet\Current Reso's~award.contract.carlin.res.doc City Clerk ALTERATIONS TO FIRE STATION 64 PROJECT NO. 5~-t3232-9929 (P13-99-9), BID NO. 23~5 BID SCHEDULE Furnish and install ALTERATIONS TO FIRE STATION 64, complete, in place, in accordance with the plans, specificatons, and special provisions at the locations of work shown on the plan. BASE BID ITEM I>ESCRIPTION ESTIMATED UNIT QUANTITY/UNIT PRICE TOTAL Seismically upgrade fire station i LS $ $ BASE BID TOTAL CONTRACT TOTAL IN WORDS ALTERNATES / ADDITIVE BIDS 2. Alternate # ~ - Remodel Kitchen & Day Rm. ~ LS $ $ ALTERNATE #~ IN WORDS Alternate # 2 - New Generator ALTERNATE #2 IN WORDS i LS $ $. ~qOTEvTheBi~de~'gcontract to~al price"x~xllbe Uged~-bid comparison purposes. 3_war~ will be made upon the lowest contract total price. If Bidder is an individual, so state. Ifa firm or partnership, state the firm's name and provide the names of all individual partners composing the firm. If a corporation, state the legal name of the corporation and the names of the president, secretarT, treasurer and manager thereof. ?-2 DA VE CASTAGNOLA EMPLOYEE OF THE YEAR WHEREAS, in 1989, the Employee Recognition Committee of the City of South San Francisco implemented an Employee of the Year program, which has become an annual event, to recognize an outstanding employee who has an excellent performance record in providing service to the community; and WHEREAS, nominations were accepted from department heads throughout the organization for this year's recipient; and WHEREAS, Dave Castagnola, Superintendent of the Water Quality Control Plant (WQCP), was nominated by the Director of Public Works for the following reasons: For devoting countless hours to his position, demonstrating leadership, dedication, and excellence in performing his duties, including · Planning and directing the operation of the WQCP, pumping stations, and ou~fall sewer; · Administering the City's Industrial Pretreatment Program, Pollution Prevention Program, and the Stormwater Inspection and Monitoring Program; · Managing the North Bayside Systems Unit for the cities of Burlingame, Millbrae, San Bruno, South San Francisco, and the San Francisco Airport; · Directing the WQCP during its $50 million upgrade and maintaining high effluent discharge standards; · Continually demonstrating an exemplary record in managing the WQCP during day.to-day operations and in emergency situations. NOW, THEREFORE, the City Council of the City of South San Francisco does hereby recognize Dave Castagnola as the Co-Employee of the Year for 2002, and acknowledges his outstanding contributions and service to this community. Eugene R. Mullin, Mayor Pedro Gonzalez, Mayor Pro Tern Joseph A. Fernekes, Councllmember Raymond L Green, Councilmember Karyl Matsumoto, Councilmember Dated: April 26, 2002 MICH MERCADO EMPLOYEE OF THE YEAR WHEREAS, in 1989, the Employee Recognition Committee of the City of South San Francisco implemented an Employee of the Year program, which has become an annual event, to recognize an outstanding employee who has an exceHent performance record in providing service to the community; and WHEREAS, nominations were accepted from department heads throughout the organization for this year's recipient; and WHEREAS, Mich Mercado, Personnel Analyst, was nominated by the Director of Human Resources for the following reasons: For demonstrating leadership, dedication, and excellence in the performance of her duties, including · Coordinating the selection of a medicalplan provider for the employees of the City of South San Francisco and working with employee units to ensure a smooth transition; · Establishing a process for preserving an employee's beneficiary options upon death; · Creating a rapport with benefit providers that helps to resolve complex and sensitive issues for employees; · Developing opportunities to provide employees and support staff with the tools to stay informed and educated regarding benefits, such as conducting seminars at brown bag lunches, articles in Word for Word, and providing information on the City's share drive; · Maintaining a high level of knowledge concerning employee beneftts and being an employee advocate to assure exceltence for the City of South San Francisco. NOW, THEREFORE, the City Council of the City of South San Francisco does hereby recognize Mich Mercado as the Co.Employee of the Year for 2002, and acknowladged her outstanding contributions and service to this community. Eugene R. Mullin, Mayor Pedro Gonzal~z, Mayor Pro Tern Joseph A. Fernekes, Councilmember Raymond L, Green, Councilmember Karyl Matsumoto, Councilmember Dated: April26,2002 City Council Staff Report DATE: TO: FROM: SUBJECT: May 8, 2002 The Honorable Mayor and City Council Director Economic and Community Development Resolution authorizing the execution of a purchase and sale agreement for street right-of-way on Mission Road RECOMMENDATION: It is recommended that the City Council adopt the attached resolution authorizing the sale of seven (7) feet of public street right-of-way along Mission Road owned by the City of South San Francisco but located with the incorporated limits of the Town of Colma. BACKGROUND: In 1955, the City was deeded a strip of land 7 feet wide by 639.67 feet long for the purpose of widening Mission Road to four lanes. Included within this dedication were some rights-of-way located within the Town of Colma. Recently a developer and subdivider, Trumark Companies, has received approval from the Town of Colma to construct a 63 unit townhouse project along the west side of Mission Road just north of the future McLellan Road Extension (intersection). According to the City Engineer, the City has no need for this right-of-way and there is no objection to selling this right-of-way to the Trumark Company for their use and access to the future development site. Based upon current appraisal the staff is recommending that the Council accept an amount of $62,594.00 for this 4,471 square foot parcel. In addition to the amount negotiated for the sale of this right-of-way the developer Trumark Company is contributing $5,000.00 as a fair share contribution to the future signalized intersection improvements at McLellan Drive and Mission Road. RECOMMENDATION: It is recommended that the City Council adopt the attached resolution authorizing the City Manager to enter into a purchase and sale agreement with the Trumark Company for the sale of 7' of Mission Road right-of-way in the amount of $62,594.00 and accepting an additional $5,000.00 toward public improvement of the Mission Road McLellan Road intersection improvement. Marty Van Duyn J Director Economic and Community Development Approved: Michael A. Wilson"'- City Manager Attachments: Resolution Plot exhibit Purchase and Sale Agreement 0 100 200 300 1 inch = 100 ft. PLAT TO ACCOMPANY LEGAL DESCRIPTION 7' WIDE VACATION SAN MATEO COUNTY CALIFORNIA  u~eri - ~'~lensen - . tr. JAzar & Associates ~ ) iili 01V1C 0RIVE. s01T[ 110 .'WALNUT CREF'K, CA 94:596 ~ PHONE: (925) 93,5-7710 · FAX: (925) 935-7763 S,,CALE:, [ DATE: [ JOB NO.: 1 '= 100 8/08/2001 005036 RESOLUTION NO. CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA A RESOLUTION APPROVING A PURCHASE AND SALE AGREEMENT WITH MISSION COLMA LLC (TRUMARK) RELATED TO PROPERTY LOCATED ALONG MISSION ROAD IN COLMA WHEREAS, the City owns a narrow strip of property located in the Town of Colma adjacent to Mission Road; and WHEREAS, the City desires to sell said property to Mission Colma, LLC, for inclusion in a residential project Mission Colma, LLC is constructing in the Town of Colma; and WHEREAS, the City will receive fair market value for the property. NOW THEREFORE, BE IT RESOLVED that the City Council of the City of South San Francisco hereby approves the Purchase and Sale Agreement between the City of South San Francisco and Mission Colma, LLC. The City Council authorizes the City Manager to sign the Purchase and Sale agreement and the Grant Deed on behalf of the City of South San Francisco. 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 ,2002 by the following vote: AYES: NOES: ABSTAIN: ABSENT: ATTEST: City Clerk C:\WINDOWS\TEMPWIission Colma LLC.doc Exhibit A Legal Description of Property The land situated in the State of California, County of San Mateo, City of Colma, being a portion of the lands described in the dedication deed to the City of South San Francisco dated November 16, 1955 and filed in book 2920 of Official Records of San Mateo County. At page 626 described as follows: A strip of land 7 feet in width lying Northeasterly of, parallel and adjacent to, the following described property line: Beginning at a point on the Southerly line of Mission Road at the Northeast Corner of Parcel 2 as said Road and Parcel are shown on the Mission road Business Park Parcel Map filed December 17, 1993 in Book 67 of Parcel Maps at pages 19-21; Thence South 50°07'01'' East 638.67 feet to the Northwest Comer of Parcel 1 as shown on said Parcel Map (67 PM pg 21). Exhibit B Escrow No. RECORDING REQUESTED BY: First American Title Insurance Company AND WHEN RECORDED MAIL TO: Berliner Cohen Attn: Nadia Holober 10 Alamaden Blvd., 11th Floor San Jose, CA 95113-2233 (Space above this line for Recorder's use) GRANT DEED FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, THE CITY OF SOUTH SAN FRANCISCO, a municipal corporation ("Seller"), does hereby grant to MISSION COLMA LLC, a California limited liability company ("Purchaser"), the real property situated in the City of Colma, County of San Mateo, State of California, more particularly described in Exhibit A attached hereto and by this reference made a part hereof. TOGETHER WITH the easements, hereditaments and appurtenances belonging to or inuring to the benefit of and pertaining to such real property. Dated: ,2000. SELLER: CITY OF SOUTH SAN FRANCISCO, a municipal corporation By: Name: Title: j:\wpdWlnrsw\405\001 ~AGREEL2002XAPR IL\Trumark-exhibits-041602'd°c PURCHASE AND SALE AGREEMENT THiS AGREEMENT, dated as of the ~ day of April, 2002 (the "Effective Date"), is made by and between TI-m CITY OF SOUTH SAN FRANCISCO, a municipal corporation ("Seller"), and MISSION COLMA LLC, a California limited liability company ("Purchaser"). RECITALS: WHEREAS, Seller is the owner of certain real property located in Colma, alongside Mission Road, more particularly described in Exhibit A, which is incorporated by reference and attached hereto; and WHEREAS, Seller desires to sell certain real property situated in Colma, California, and Purchaser desires to purchase such real property; NOW, THEREFORE, in consideration of the foregoing, of the covenants, promises and undertakings set forth herein, and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Seller and Purchaser mutually agree as follows: 1. THE PROPERTY 1.I Description Subject to the terms and conditions of this Agreement, and for the consideration herein set forth, Seller agrees to sell and transfer, and Purchaser agrees to purchase and acquire, the following (collectively, "Property"): (a) Certain land ("Land") located in the Town of Colma, County of San Mateo, State of California, and more specifically described in Exhibit A attached hereto; and (b) All easements, hereditaments, and appurtenances belonging to or inuring to the benefit of Seller and pertaining to the Land, if any; 1.2 "As-Is" Purchase Purchaser acknowledges and agrees that the Property is being sold in an "^s Is" condition and "wITH .~._LL FAULTS" as of the date of the closing of the purchase and sale of the Property (the "Closing"). 1.3 Agreement to Convey Seller agrees to convey, and Purchaser agrees to accept, title to the Property by grant deed in the form attached hereto as Exhibit B. 1.4 Purchase Conditioned Upon Acquisition of Contiguous Parcel Purchase and Sale Agreement Page 1 of 8 Purchaser and Seller agree that Purchaser's agreement to purchase the Property is expressly conditioned upon the purchaser by Purchaser of the land contiguous to the Property and more particularly described in Exhibit "C" ("Parcel B"), and that should Purchaser not complete the purchase of Parcel B, Purchaser shall have no obligations under this Agreement, except to pay any escrow fees that may have accrued. 2. PRICE AND PAYMENT 2,.1 Purchase Price The total purchase price for the Property (the "Purchase Price") is Sixty-Two Thousand Five Hundred Ninety-Four Dollars ($62,594.00). Purchaser also shall pay Five Thousand Dollars ($5,000.00) toward traffic improvements at the intersection of McLellan Drive and Mission Road ("Additional Purchase Price"). 2.2 Payment Payment of the Purchase Price and Additional Purchase Price is to be made in cash at Closing. 2.3 Escrow An escrow shall be opened to complete the sale of the Property pursuant to this Agreement at First American Title Insurance Company, 555 Marshall Street, Redwood City, California 94063 ("Title Company") 2.4 Closing Payment of the Purchase Price and the Closing hereunder will take place pursuant to an escrow closing on August 5, 2002 or such earlier date as may be mutually agreed upon by Seller and Purchaser (the "Closing Date"). The closing shall take place at the offices of First American Title Insurance Company, 555 Marshall Street, Redwood City, California 94063 ("Title Company") at 10:00 a.m. local time on the Closing Date or at such other time and place as may be agreed upon in writing by Seller and Purchaser. 3. REPRESENTATIONS AND WARRANTIES 3.1 By Seller Seller represents and warrants to Purchaser that Seller is the owner of fee simple title to the Land, is a municipal corporation, has duly authorized the execution and performance of this Agreement, and such execution and performance will not violate any material term of its charter or other governing documents. This Agreement is the valid and binding obligation of Seller. 3.2 By Purchaser Purchase and Sale Agreement Page 2 of 8 Purchaser represents and warrants to Seller that Purchaser is a limited liability company duly organized and validly existing under the laws of the State of California, has duly authorized the execution and performance of this Agreement, and such execution and performance will not violate any material term of its organizational documents. This Agreement is the valid and binding obligation of Purchaser. 3A. PURCHASER~S RIGHT OF ENTRY At any time, and from time to time, prior to the Closing Date, Purchaser, its agents, contractors and subcontractors, shall have the right to enter onto the Land for the purpose of making such investigations, studies, tests and reviews as Purchaser may deem appropriate in connection with Purchaser's purchase of the Property. Purchaser shall indemnify and hold Seller harmless from and against any losses, damages, costs or expenses incurred by Seller in connection with Purchaser's entry on the Property prior to the Closing Date. Purchaser shall repair any damage to the Property as a result of or caused by the entry by Purchaser or its agents or employees, and Purchaser shall restore the Property to the condition existing on the date immediately prior to Purchaser's entry onto the Property. 4. PURCHASER'S TITLE POLICY Purchaser's obligations hereunder are expressly conditioned upon the irrevocable and unconditional commitment of Title Company at Closing to issue to Purchaser an ALTA Owner's Policy of Title Insurance (1970, Form B) insuring Purchaser as the owner of fee simple title to the Property, subject only to such matters and exceptions as may be approved by Purchaser in writing, and containing such endorsements as Purchaser shall require (the "Title Policy"). This condition is for the sole benefit of Purchaser. If for any reason this condition is not satisfied at Closing, Purchaser shall have the right to waive such condition and proceed to close the transaction or to terminate this Agreement by written notice to Seller, in which event this Agreement shall terminate and neither party shall have any further rights or obligations hereunder. 5. COSTS AND PRORATIONS 5.1 Closing Costs Purchaser will pay the following costs of closing this transaction: (a) Any escrow fees; (b) Any real estate transfer, stamp or documentary taxes; (c) The cost of the Title Policy; and (d) Any recording fees. 5.2 T~es Purchase and Sale Agreement Page 3 of 8 General real estate taxes and special assessments, if any, relating to the Property shall be prorated as of the Closing Date. 6. NOTICES Any notice required or permitted to be given hereunder shall be deemed to be given when hand delivered or one (1) business day after pickup by Federal Express, UPS or similar overnight express service, in either case addressed to the parties at their respective addresses referenced below: If to Seller: City of South San Francisco City Hall, Attn: Mr. Michael Wilson, City Manager 400 Grand Avenue South San Francisco, CA 94080 with a copy to: Meyers, Nave, Riback, Silver & Wilson Attn: Steven T. Mattas, City Attorney 777 Davis Street, Suite 300 San Leandro, CA 94577 If to Purchaser: Mission Colma LLC Attn: Garrett Hinds 4185 Blackhawk Plaza Circle, Suite 200 Danville, CA 94506-4668 with a copy to: Berliner Cohen Attn: Nadia Holober 10 Almaden Blvd., 11th Floor San Jose, CA 95113-2233 or in each case to such other address as either party may from time to time designate by giving notice in writing to the other party. 7. CLOSING AND ESCROW 7.1 Escrow Instructions Upon execution of this Agreement, the parties shall deliver an executed counterpart of this Agreement to Title Company to serve as the instructions to Title Company as the escrow holder for consummation of the transaction contemplated herein. Seller and Purchaser agree to execute such additional and supplementary escrow instructions as may be appropriate to enable Title Company to comply with the terms of this Agreement; provided, however, that in the event of any conflict between the provisions of this Agreement and any supplementary escrow instructions, the terms of this Agreement shall prevail. 7.2 Delivery of Grant Deed Purchase and Sale Agreement Page 4 of 8 Seller shall deliver at the Closing a grant deed to the Property in the form attached hereto as Exhibit B. 7.3 Payment of Purchase Price At the Closing, Purchaser shall pay Seller the Purchase Price. 7.4 Possession Purchaser shall be entitled to possession of the Property upon conclusion of the Closing. 8. DEFAULT; FAILURE OF CONDITION 8.1 Purchaser Default If the sale is not consummated due to any default by Purchaser hereunder, then Seller shall have the right as its sole remedy hereunder to terminate this Agreement and neither party shall have any further rights or obligations hereunder. 8.2 Seller Default If Seller shall refuse or fail to convey the Property as herein provided for any reason, Purchaser shall elect as its sole remedy hereunder either to terminate this Agreement or to enforce Seller's obligations to convey the Property. 9. MISCELLANEOUS 9.1 Hazardous Materials. As used herein, the term "Hazardous Materials" or "Hazardous Substances" shall mean: (a) any substances defined, regulated or listed (directly or by reference) as "hazardous substances," "hazardous materials," "hazardous wastes," "toxic waste," "pollutant" or "toxic substances" or similarly identified as hazardous to human health or the environment, in or pursuant to (i) the Comprehensive Environmental Response, Compensation and Liability Act of 1980, 42 U.S.C. '9601 et seq. ("CERCLA"); (ii) the Hazardous Materials Transportation Act, 49 U.S.C. '1802 et seq.; (iii) the Resource Conservation and Recovery Act, 42 U.S.C. '6901 et seq.; (iv) the Clean Water Act, 33 U.S.C. '1251 et seq.; (v) California Health and Safety Code "25225-25117, 25249.5, 25249.8, 25281, and 25316; and (vi) the Clean Air Act, 42 U.S.C. '7901 et seq.; and (vii) California Water Code '13050; (b) any amendments to such enumerated statutes or acts; and (c) any other hazardous or toxic substance, material chemical, waste or pollutant identified as hazardous or toxic or regulated under any other applicable federal, state or local environmental laws, including without limitation, friable asbestos, polychlorinated biphenyls ("PCBs"), petroleum, natural gas and synthetic fuel products and by-products. 9.2 Indemnification. 9.2.1 The term "Indemnitor" shall mean Mission Colma LLC. 9.2.2 The term "Indemnitee" shall mean the City of South San Francisco, its assigns and successors in interest. Purchase and Sale Agreement Page 5 of 8 9.2.3 As used herein, the term "Liability" shall mean and include any one or more of the following, based on or arising out of the release or presence of Hazardous Materials in or on the Real Property: any orders, actions, injunctions or expenses (including, without limit, any expenses associated with the response, removal or remediation of such Hazardous Materials). 9.2.4 From and after the Closing Date, Indemnitor shall indemnify, defend (with counsel selected by Indemnitee) and hold harmless Indemnitee, from and against all Liability. Indemnitor agrees that upon receipt of any notices of the presence of, or a release or potential release of Hazardous Materials on or under the Property for which it is liable under the provisions of this Agreement, Indemnitor shall timely initiate and diligently pursue and complete all appropriate response, remediation and removal actions for the release, within the deadlines specified by applicable laws and regulations. So long as Indemnitor is not in material breach hereof, and is discharging its defense and indemnity obligations in a reasonable and responsible manner for a Liability, and it has accepted and is discharging responsibility hereunder for such liability without any reservation of rights, Indemnitee hereby assigns to Indemnitor all of its present and future rights to recover, or receive contribution, from any and all potentially responsible third parties for those costs, expenses and fees incurred by Indemnitor pursuant to this Indemnity. Subject to the foregoing, Indemnitee hereby also assigns its rights to Indemnitor to bring an action against or otherwise cause any or all of such potentially responsible parties to take responsive actions, and to remove and remediate the Hazardous Materials. Each party agrees to cooperate fully with the other in the preservation and prosecution of all such claims and private enforcement actions. So long as Indemnitor is not in material breach hereof, and is discharging its defense and indemnity obligations in a reasonable and responsible manner for a Liability, and it has accepted responsibility hereunder for such liability without any reservation of rights, Indemnitor shall have control over the defense of such Liability without any reservation of rights, and over all negotiations relating to the settlement thereof. Indemnitor's exercise of control over settlements shall not relieve Indemnitor of its indemnity and defense obligations to Seller. 9.3 Entire Agreement This Agreement, together with the Exhibits attached hereto, all of which are incorporated by reference, is the entire agreement between the parties with respect to the subject matter hereof, and no alteration, modification or interpretation hereof shall be binding unless in writing and signed by both parties. 9.4 Severability If any provision of this Agreement or application to any party or circumstances shall be determined by any court of competent jurisdiction to be invalid or unenforceable to any extent, the remainder of this Agreement or the application of such provision to such person or circumstances, other than those as to which it is so determined invalid or unenforceable, shall not be affected thereby, and each provision hereof shall be valid and shall be enforced to the fullest extent permitted by law. Purchase and Sale Agreement Page 6 of 8 9.5 Applicable Law This Agreement shall be construed and enforced in accordance with the laws of the State of California. 9.6 Successors Bound This Agreement shall be binding upon and inure to the benefit of Purchaser and Seller and their successors and permitted assigns. 9.7 Captions The captions in this Agreement are inserted only as a matter of convenience and for reference and in no way define, limit or describe the scope of this Agreement or the scope or content of any of its provisions. 9.8 Attorneys' Fees If either party hereto fails to perform any of its obligations under this Agreement or if any dispute arises between the parties hereto concerning the meaning or interpretation of any provision of this Agreement, then the defaulting party or the party not prevailing in such dispute, as the case may be, shall pay any and all costs and expenses incurred by the other party on account of such default and/or in enforcing or establishing its rights hereunder, including, without limitation, court costs and reasonable attorneys' fees and disbursements. Any such attorneys' fees and other expenses incurred by either party in enforcing a judgment in its favor under this Agreement shall be recoverable separately from and in addition to any other amount included in such judgment, and such attorneys' fees obligation is intended to be severable from the other provisions of this Agreement and to survive and not be merged into any such judgment. 9.9 Ti~ne of Essence Time is of the essence of this Agreement. Prior to the date hereof, Buyer has taken all necessary partnership action to authorize the execution and delivery of this Agreement and the closing of the transaction contemplated hereunder. Seller and Buyer desire the transaction escrow to close on or before the Closing Date. Buyer shall take all necessary steps to ensure that escrow will close on or before the Closing Date or as soon as possible thereafter. 9.10 Counterparts This Agreement may be executed and delivered in any number of counterparts, each of which so executed and delivered shall be deemed to be an original and all of which shall constitute one and the same instrument. 9.11 No Merger The obligations contained herein shall not merge with the transfer of title to the Property but shall remain in effect until fulfilled. Purchase and Sale Agreement Page 7 of 8 IN WITNESS WH]EREOF, Purchaser and Seller have executed this Agreement on the date set forth below, effective as of the date set forth above. SELLER: CITY OF SOUTH SAN FRANCISCO, a municipal corporation By: Name: Michael A. Wilson Title: City Manager Approved as to Form: Steven T. Mattas, City Attorney Attest: Sylvia Payne, City Clerk PURCHASER ' MISSION COLMA LLC By: Name: Title: j :\wpd~Vlnrsw\405\001 XAGREE~002WIay\Trumark-p&s-050302'DOC Purchase and Sale Agreement Page 8 of 8 DATE: May 8, 2002 TO: The Honorable Mayor and City Council FROM: Director of Public Works SUBJECT: TERRABAY PHASE Il, WOODS EAST AND WOODS WEST SUBDMSIONS RECOMMENDATION: It is recommended that the City Council adopt a resolution accepting the public improvements constructed pursuant to the "Terrabay Phase 11, Woods East and Woods West Subdivision Improvement Agreement", dated March 16, 2000, listed on Exhibit "1" to the agreement, except for item number 9, construction of a sound wall along a portion of Sister Cities Boulevard. BA CKGROUND/DIS CUS SI ON: On March 22, 2000, in connection with the approval of the Terrabay Phase II Woods East and Woods West subdivision final map, the City Council adopted Resolution No. 22-2000, approving the public improvement agreement for the project. This agreement provided for the construction of the various public improvements and infrastructure needed to accommodate the 135 homes within the Phase II development. The work included the construction of South San Francisco Drive, sewers, storm drains, three debris basins to be dedicated to the County of San Marco, an irrigated fire break, public utilities and two storm water pollution treatment devices. These improvements have been inspected by the City staff and have found to be constructed in accordance with the approved plans. Item No. 9 in Exhibit 'T' to the agreement also required the construction of a sound wall along Sister Cities Boulevard. The wall has not yet been constructed, nor has the developer prepared plans for the wall. The subdivider, Terrabay Partners, ILC, requests that the City accept all of the public improvements, except for the sound wall. They will maintain security with the City to insure the preparation of the wall plans and construction of the wall in accordance with the terms of the agreement, until it is complete. Section 28 of the agreement requires the wall to be constructed before the occupancy of the last home within the subdivision. Staff Report To: Honorable Mayor and City Council Re: TERRABAY PHASE Il, WOODS EAST AND WOODS WEST SUBDIVISIONS Date: May 8, 2002 Page 2 In accordance with Section 15 of the public improvement agreement, the subdivider has filed a $481,336 maintenance bond to guarantee the public improvements for a period of one year. John Gtbbs Directotr of Public Works Approved:Michael ~ Wilson City Manager ATTACHMENTS: Resolution RH/JG/ed GAStaff Rcports~Richard\TERRABAY2ACCEPT.RCH.doc RESOLUTION NO. CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA A RESOLUTION ACCEPTING THE PUBLIC IMPROVEMENTS CONSTRUCTED PURSUANT TO THE TERRABAY PHASE II, WOODS EAST AND WOODS WEST SUBDIVISION IMPROVEMENT AGREEMENT WHEREAS, staff recommends that the City Council accept the public improvements constructed pursuant to the Terrabay Phase II, Woods East and Woods West Subdivision Improvement Agreement, dated March 16, 2002, listed on Exhibit "1" to the agreement, except for item number 9, construction of a sound wall along a portion of Sister Cities Boulevard; and WHEREAS, in accordance with Section 15 of the Public Improvement Agreement, the subdivider has filed a $481,336 maintenance bond to guarantee the public improvements for a period of one year. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of South San Francisco that the City Council hereby accepts the public improvements constructed pursuant to the Terrabay Phase II, Woods East and Woods West Subdivision Improvement Agreement. * * * * * I hereby certify that the foregoing Resolution was regularly introduced and adopted by the Redevelopment Agency of the City of South San Francisco at a regular meeting held on the ~ day of ~, 2002 by the following vote: AYES: NOES: ABSTAIN: ABSENT: F:~fle cabinet~Current Reso'$\terrabay.woods.res.doc ATTEST: City Clerk DATE: TO: FROM: SUBJECT: May 8, 2002 Honorable Mayor and City Council Fire Chief ADMINISTRATIVE CITATION ORDINANCE RECOMMENDATION: It is recommended that Council waives reading and introduces an ordinance adding Title 1, Chapter 1.25 of the South San Francisco Municipal Code entitled, "Administrative Citations." BACKGROUND/DISCUSSION: As an advocate for its citizens and businesses the City responds to a wide array of "quality of community" issues/problems. These may include: 1. Unlawful outdoor storage 2. Dead, decayed, diseased or hazardous trees, weeds or other vegetation constituting unsightly appearance, dangerous to public safety and welfare or detrimental to neighboring property or property values 3. Trash, garbage or refuse cans stored in view of the street 4. Buildings which are dilapidated 5. Fences or other structures that are sagging, leaning, fallen or extending into the public right-of-way 6. Vehicles parked upon an unpaved surface 7. Performance of major vehicle repairs/dismantling of a vehicle at a residence 8. Building and zoning violations To address these "quality of community" issues/problems, the City references the South San Francisco Municipal Code. The Code describes what is lawful and that which is in violation. When violations are discovered, education and voluntary compliance are the first choice in the enforcement process. However, when this fails Government Code Section 53069.4 authorizes the City to adopt an ordinance that makes any violation of an ordinance contained within the Municipal Code subject to an administrative fine or penalty, provided that such fines or penalties are subject to judicial review. Often this process does not contribute to either prompt or efficient enforcement actions and may create a significant financial burden upon the City as it pursues compliance if the responsible person wishes to exhaust all judicial remedies as a strategy to avoid compliance. Staff Report To: Honorable Mayor & City Council Re: Administrative Citation Ordinance Date: May 8, 2002 Page 2 of 2 To reduce the expense/delay associated with enforcing municipal code violations, relating to those persons who are uncooperative or non-responsive to initial efforts seeking compliance, an administrative citation program can offer an alternative remedy to the civil or criminal justice system through the use of a heating process. The heating process provides for a recipient of an administrative citation to contest that there is a violation of the code or that he or she is the responsible party in a more cost effective and timely manner. This is primarily accomplished by fining the responsible person for each repeat violation that occurs within a thirty-six month period. For the first violation of the code for which an administrative citation has been issued, the fine shall be one hundred dollars ($100.00). If a second administrative citation is issued within thirty-six months of a previous administrative citation, the fine for the second violation shall be two hundred dollars ($200.00). If a third administrative citation is issued within thirty-six months of a previous,administrative citation, the fine for the third violation shall be three hundred dollars ($300.00). In order for these increases to apply, the administrative citations must be issued to the same person to whom previous administrative citations had been issued and the violation must be identical to the violation of code identified in the first and second violations. Other cities that use the administrative citation state that it is an extremely effective enforcement tool when education and voluntary compliance fail. By adoption of this ordinance, Council can minimize the expense and delays often associated with current enforcement methods and offer an alternative means to address violations of the Municipal Code. By: Russell J. Lee Fire Chief Approved By: _ _.~..~~ Michael A Wilson City Manager Attachments: Administrative Citation Ordinance Administrative Citation Form Administrative Citation Violations Administrative Fine Schedule Administrative Citation Appeal Form ORDINANCE NO. __ AN ORDINANCE ADDING TITIJE 1, CHAPTER 1.25 OF SOUTH SAN FRANCISCO MUNICIPAL CODE RELATED TO THE ADMINISTRATIVE CITATIONS WHEREAS, Government Code section 53069.4 authorizes the City to adopt an ordinance that makes any violation of an ordinance subject to an administrative fine or penalty, provided that such fines or penalties are subject to judicial review. WHEREAS, an administrative citation program can minimize the expense and delay of enforcing municipal code violations where the alternative remedy is to pursue responsible persons in the civil or criminal justice system. WHEREAS, the Council finds that there is a need for an alternative method of enforcement for minor violations of the Municipal Code. The Council further finds that an appropriate method of enforcement for minor violations is an administrative citation program. NOW, THEREFORE, the City Council of the City of South San Francisco does ORDAIN as follows: SECTION 1: ADDITION OF CHAPTER 1.25 Title 1, Chapter 1.25, entitled "Administrative Citations," is hereby added to the South San Francisco Municipal Code to provide as set forth in Exhibit A attached hereto and incorporated herein by reference. SECTION 2: 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 3: 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 days from and after its adoption. Introduced at a regular meeting of the City Council of the City of South San Francisco, held the day of ,2002. Adopted as an Ordinance of the City of South Francisco at a regular meeting of the City Council held the __ day of ,2002 by the following vote: AYES: NOES: ABSTAIN: ABSENT: ATTEST: City Clerk As Mayor of the City of South San Francisco, I do hereby approve the foregoing Ordinance this __ day of ,2002. Mayor 2 Exhibit A Chapter 1.25 1.25.010 1.25.020 1.25.030 1.25.035 1.25.040 1.25.050 1.25.060 1.25.070 1.25.080 1.25.090 1.25.100 1.25.110 1.25.120 1.25.125 1.25.130 ADMINISTRATIVE CITATIONS Applicability. Definitions. Administrative Citation. Building And Zoning Violations - Opportunity To Correct. Amount Of Fines. Payment Of Fines. Hearing Request. Advance Deposit Hardship Waiver. Hearing Officer. Hearing Procedure. Hearing Officer's Decision. Late Payment Charges. Recovery Of Administrative Citation Fines And Costs. Right To Judicial Review. Notices. 1.25.010 Applicability. A. This chapter provides for administrative citations that are in addition to all other legal remedies, criminal or civil, which may be pursued by the City to address any violation of this code. B. Use of this chapter shall be at the sole discretion of the City. 1.25.020 Definitions. For purposes of this chapter: A. "Chief Building Official" shall mean B. "Enforcement officer" shall mean any city employee or agent of the City with the authority to enforce any provision of this code. C. "Finance Director" shall mean D. "Hearing Officer" shall mean E. "Responsible person" means a person that the Enforcement Officer determines is responsible for causing or maintaining a violation of the Municipal Code. The term "responsible person" includes but is not limited to a property owner, tenant, person with a legal interest in real property, or person in possession of real property. 1.25.030 Administrative Citation. A. Whenever an Enforcement Officer charged with the enforcement of any provision of this code determines that a violation of that provision has occurred, the Exhibit A Enforcement Officer shall have the authority to issue an administrative citation to any person responsible for the violation. B. Each administrative citation shall be issued on a form approved by the City Attorney and shall contain the following information: 1. The date of the violation or, if the date of the violation is unknown, then the date the violation is identified; The address or a definite description of the location where the violation occurred; 3. 4. 5. 6. The section of this code violated and a description of the violation; The amount of the fine for the code violation; If applicable, the action necessary to correct the violation; If applicable, a requirement that the person responsible immediately correct the violation, and an explanation of the consequences of failure to correct the violation; 7. If applicable, a reasonable correction period, prior to imposition of the fine, pursuant to section 1.25.035; 8. A description of the fine payment process, including a description of the time within which and the place to which the fine shall be paid; 9. An order prohibiting the continuation or repeated occurrence of the code violation described in the administrative citation; 10. A description of the administrative citation review process, including the time within which the administrative citation may be contested and the place from which a request for heating form to contest the administrative citation may be obtained; 11. The name and signature of the citing Enforcement Officer; 12. To the extent possible, the signature of the responsible person, if he or she can be located. If the responsible person refuses or fails to sign the administrative citation, the failure or refusal to sign shall not affect the validity of the citation and subsequent proceedings. 1.25.35 Building And Zoning Violations - Opportunity To Correct. If the violation pertains to a building, plumbing, electrical, or other similar structural or zoning matter that does not create an immediate danger to health or safety, the Enforcement Officer shall afford the person responsible for the continuing violation a reasonable period, not less than five (5) days, to correct or otherwise remedy the violation prior to the imposition of administrative fines. The citee of a violation under this section may request an extension of the correction period provided that a request is filed with the Chief Building Official before the correction period ends. The Chief Building Official may, in his or her, discretion grant a reasonable extension of correction period if the citee has supplied adequate evidence demonstrating that the correction cannot reasonably be made within the Exhibit A correction period. The Chief Building Official' s decision shall be in writing and is final. The filing for such an extension does not, unless granted, extend the correction period or any other time periods set by this chapter. 1.25.040 Amount Of Fines. A. The amounts of the fines for code violations imposed pursuant to this chapter shall be set forth in the schedule of fines established by resolution of the City Council. B. The schedule of fines shall specify any increased fines for repeat violations of the same code provision by the same person within thirty-six months from the date of an administrative citation. C. The schedule of fines shall specify the amount of any late payment charges imposed for the payment of a fine after its due date. 1.25.050 Payment Of Fines. A. The fine shall be paid to the City within thirty days from the date of the administrative citation. B. Any administrative citation fine paid pursuant to subsection A shall be refunded in accordance with Section 1.25.100 if it is determined, after a hearing, that the person charged in the administrative citation was not responsible for the violation or that there was no violation as charged in the administrative citation. C. Payment of a fine under this chapter shall not excuse or discharge any continuation or repeated occurrence of the code violation that is the subject of the administrative citation. 1.25.060 Hearing Request. A. Any recipient of an administrative citation may contest that there was a violation of the code or that he or she is the responsible party by completing a request for hearing form and returning it to the City within thirty days from the date of the administrative citation, together with an advance deposit of the fine or notice that a request for an advance deposit hardship waiver has been filed pursuant to Section 1.25.070. B. A request for hearing form may be obtained from the department specified on the administrative citation. C. The person requesting the hearing shall be notified of the time and place set for the heating at least ten days prior to the date of the hearing. D. If the Enforcement Officer submits an additional written report concerning the administrative citation to the Hearing Officer for consideration at the hearing, then a copy of this report shall also be served on the person requesting the hearing at least five days prior to the date of the heating. Exhibit A 1.25.070 Advance Deposit Hardship Waiver. A. Any person who intends to request a hearing to contest that there was a violation of the code or that he or she is the responsible party and who is financially unable to make the advance deposit of the fine as required in Section 1.25.060(A) may file a request for an advance deposit hardship waiver. B. The request shall be filed with the Finance Department on an advance deposit hardship waiver application form, available from the Finance Department, within fifteen days of the date of the administrative citation. C. The requirement of depositing the full amount of the fine as described in Section 1.25.06)(A) shall be stayed unless or until the Director of Finance makes a determination not to issue the advance deposit hardship waiver. D. The Finance Director may waive the requirement of an advance deposit set forth in Section 1.25.060 (A) and issue the advance deposit hardship waiver only if the cited party submits to the Director a sworn affidavit, together with any supporting documents or materials, demonstrating to the satisfaction of the Director the person's actual financial inability to deposit with the City the full amount of the fine in advance of the hearing. E. If the Finance Director determines not to issue an advance deposit hardship waiver, the person shall remit the deposit to the City within ten days of the date of that decision or thirty days from the date of the administrative citation, whichever is later. F. The Finance Director shall issue a written determination listing the reasons for his or her determination to issue or not issue the advance deposit hardship waiver. The written determination of the d/rector shall be final. G. The written determination of the Finance Director shall be served upon the person who applied for the advance deposit hardship waiver. 1.25.080 Hearing Officer. The City Manager shall designate the Hearing Officer for the administrative citation hearing. 1.25.090 Hearing Procedure. A. No hearing to contest an administrative citation before a Hearing Officer shall be held unless the fine has been deposited in advance in accordance with Section 1.25.060 or an advance deposit hardship waiver has been issued in accordance with Section 1.25.070. B. A hearing before the Hearing Officer shall be set for a date that is not less than fifteen days and not more than sixty days from the date that the request for hearing is filed in accordance with the provisions of this chapter. C. At the hearing, the party contesting the administrative citation shall be given the opportunity to testify and to present evidence concerning the administrative citation. -4- Exhibit A D. The failure of any recipient of an administrative citation to appear at the administrative citation hearing shall constitute a forfeiture of the fine and a failure to exhaust their administrative remedies. E. The administrative citation and any additional report submitted by the Enforcement Officer shall constitute prima facie evidence of the respective facts contained in those documents. F. The Hearing Officer may continue the heating and request additional information from the Enforcement Officer or the recipient of the administrative citation prior to issuing a written decision. 1.25.100 Hearing Officer's Decision. A. After considering all of the testimony and evidence submitted at the hearing, the Hearing Officer shall issue a written decision to uphold or cancel the administrative citation and shall list in the decision the reasons for that decision. The decision of the Hearing Officer shall be final. B. If the Hearing Officer determines that the administrative citation should be upheld, then the fine amount on deposit with the City shall be retained by the City. C. If the Hearing Officer determines that the administrative citation should be upheld and the fine has not been deposited pursuant to an advance deposit hardship waiver, the Hearing Officer shall set forth in the decision a payment schedule for the fine. D. If the Hearing Officer determines that the administrative citation should be canceled and the fine was deposited with the City, then the City shall promptly refund the amount of the deposited fine, together with interest at the average rate earned on the City's portfolio for the period of time that the fine amount was held by the City. E. The recipient of the administrative citation shall be served with a copy of the Hearing Officer's written decision. F. The employment, performance evaluation, compensation and benefits of~ the Hearing Officer shall not be directly or indirectly conditioned upon the amount of ~ / administrative citation fines upheld by the Heating Officer. 1.25.110 Late Payment Charges. (~4~ ~(_~ ~,,~0-~ ~, Any person who fails to pay to the City any fine imposed pursuant to the provisions of this chapter on or before the date that fine is due also shall be liable for the payment of any applicable late payment charges set forth in the schedule of fines. 1.25.120 Recovery Of Administrative Citation Fines And Costs. The City may collect any past due administrative citation fine or late payment charge by use of all available legal means. The City also may recover its collection costs, including but not limited to administrative costs and attorneys' fees. Such collection costs shall be in addition to any penalties, interest, and late charges imposed pursuant to an ordinance or resolution of the City Council. Exhibit A 1.25.125 Right To Judicial Review. Any person aggrieved by an administrative decision of a Hearing Officer on an administrative citation may obtain review of the administrative decision by filing a petition for review with the municipal court, or superior court if there is no municipal court, in San Mateo County in accordance with the timelines and provisions set forth in California Government Code Section 53069.4. 1.25.130 Notices. A. The administrative citation and all notices required to be given by this chapter shall be served on the responsible party by personal delivery thereof to the person to be notified or by deposit in the United States Mail, in a sealed envelope postage prepaid, addressed to such person to be notified at his last-known business or residence address as the same appears in the public records or other records pertaining to the matter to which such notice is directed. Service by mail shall be deemed to have been completed at the time of deposit in the post office. B. Failure to receive any notice specified in this chapter does not affect the validity of proceedings conducted hereunder. C:WIy DocumentskAdmin Citations Ordinance_July4.doc -6- CITY OF SOUTH SAN FRANCISCO ADMINISTRATIVE CITATION Citation No: Issuing Division: ~ Method of Service: Issued to: Additional Notes: Violation Date: CE Signature Personal Certified File Number: Print Name: Mail Posted Violation Address: Signature(optional) AN INSPECTION OF THE PROPERTY FOR WHICH YOU ARE RESPONSIBLE HAS IDENTIFIED THE FOLLOWING VIOLATION(S). SECTION VIOLATION* PENALTY TOTAL DUE FOR THIS CITATION * Additional violations may be attached to this form as page la. TERMS: NET BILL BECOMES DELINQUENT 30 DAYS AFTER CITATION DATE UNLESS OTHERWISE NOTED. A PENALTY OF 10% AND INTEREST OF 1.5 % PER MONTH WILL BE ADDED TO ANY DELINQUENT BALANCE. NOTE: REFER TO THE ADDITIONAL TERMS ON PAGE 2 Make all checks payable to "City of South San Francisco" for the total mount due. Mail your remittance with the bottom portion of this citation to: CITY OF SOUTH FRANCISCO c/o Finance Department 400 Grand Avenue South San Francisco, CA 94083 For questions regarding payment, call 650-877- For questions regarding this citation, call 650-829-6670 Detach at line and return bottom portion with payment. City Of South San Francisco 400 Grand Avenue South San Francisco, Ca 94083 Responsible Party: Add Responsible Party: Change Responsible Party To: Citation No: Violation Date: Division: Code Enforcement Amount Due: $ Amount Paid $ Order: You are ordered to immediately cease violating the City Code section(s) listed on Page 1 of this Administrative Citation. Administrative Citation: Pursuant to Sections 1.25.010 and 1.25..040 of Chapter 1.25 of the South San Francisco Municipal Code, if you continue to repeat the violation of the City Code(s) listed on this Administrative Citation, the City may issue another Citation or pursue any other legal remedy available to the City against you. Fine Payment: The amount of each Administrative Fine being imposed for violation(s) of the City Code is listed on page 1 of this Administrative Citation. The Administrative Fines must be paid to the City within thirty (30) calendar days from the date this Administrative Citation was issued. You may pay the Administrative Fine(s) in person at the Finance Department, 400 Grand Avenue, South San Francisco, CA 94083, or use the preaddressed envelope provided to mail the fme payment. Payment may be made with a personal check, cashier's check, or money order. Please make payable to: City of South San Francisco. Failure to Pay: The failure to pay the f'me(s) assessed by this Administrative Citation within thirty (30) calendar days from the date of issuance will result in the imposition of a 10% late penalty plus interest charges. Failure to pay may also result in the City taking other actions to collect the amount due. Such actions include filing of a claim in Small Claims Court, filing criminal misdemeanor charges, or initiating any other available legal remedy to collect the outstanding fine(s) owed as authorized by Government Code Section 53069.4. Hearing Process Information: You have the right to contest this Administrative Citation at a heating before a Hearing Officer. To request a hearing, you must complete a Request for Hearing Form and return it to the City within thirty (30) calendar days from the date of the Administrative Citation. This request form must be accompanied by an advance deposit of the full mount of the fine, or a request for an Advance Deposit Hardship Waiver (which is explained below). The Request for Hearing Form can be mailed to you by calling 650-829-6670 or can be picked up at the Building/Planning Division, 315 Maple, South San Francisco, CA. After your request is processed, you will be notified of the date and time set for your hearing. If you fail to appear at your hearing this failure will result in a forfeiture of your deposit of the Administrative Fine and will constitute a failure to exhaust your administrative remedies. Advance Deposit Hardship Waiver: If you intend to request a hearing to contest this violation and you are financially unable to make the advance deposit of the f'me as required, you may file a request for an Advance Deposit Hardship Waiver. The waiver application form can be obtained from the Department of Finance, by calling 650-877-89__. This form must be filed on or before the filing of a Heating Request. The decision to waive this requirement is made by the Finance Director. Right to Judicial Review: Any person who feels aggrieved by an administrative decision of a Hearing Officer on an Administrative Citation may obtain a San Mateo County Court review of the administration decision by filing a petition for review with the Municipal Court in San Mateo County in accordance with the timelines and provisions set forth in California Questions: Questions regarding payment on your account should be directed to Finance at 650-877- 89__. Questions regarding the penalty for specific violations listed on the Citation should be directed to the Code Enforcement Division at 650-829-6670. C:WIy Documents\admin citation form (1)_.july4.doc 2 ADMINISTRATIVE CITATION ADDITIONAL VIOLATIONS SECTION VIOLATION* PENALTY Page 1 a to Administrative Citation City of South San Francisco Administrative Citation Schedule of Fines In accordance with section 1.25.040 of Chapter 1.25 of the South San Francisco Code, the following schedule of fines has been established by resolution of the City Council: FIRST VIOLATION. For the first (1st) violation of code for which an administrative citation has been issued, the fine shall be ONE HUNDRED DOLLARS ($100.00). SECOND VIOLATION. If a second (2nd) administrative citation is issued within thirty- six (36) months of a previous administrative citation, the fine for the second (2ha) violation shall be TWO HUNDRED DOLLARS ($200.00). In order for this increase to apply, the second (2nd) administrative citation must be issued to the same person to whom the first (1st) administrative citation was issued and the violation must be identical to the violation of code identified in the first (1st) administrative citation. THIRD VIOLATION. If a third (3rd) administrative citation is issued within thirty- six (36) months of the initial violation of code, the fine for the third (3rd) violation shall be THREE HUNDRED DOLLARS ($300.00). In order for this increase to apply, the third (3rd) administrative citation must be issued to the same person to whom the first (1st) and second (2nd) administrative citations were issued and the violation must be identical to the violation of code identified in the first (1st) and second (2nd) citations. LATE PAYMENT CHARGES. The net bill stated on the administrative citation form shall become delinquent thirty (30) days after the citation date unless otherwise noted on the administrative citation form. A penalty of ten percent (10%) and interest of 1.5 % per month will be added to any delinquent balance. C:WIy Documents\admin fine schedule_.july4.doc CITY OF SOUTH SAN FRANCISCO ADMINISTRATIVE HEARING STATEMENT OF RIGHTS AND RESPONSIBILITIES In accordance with South San Francisco Code Section 1.25.060 of Chapter 1.25, "Any recipient of an administrative citation may contest that there was a violation of the code or that he or she is the responsible party..." The Hearing Officer will make a decision based on the evidence presented. Be advised that: 1. The Hearing Officer may tape record the hearing. 2. The Hearing Officer will only consider for disposition those citations which have been scheduled at this time. 3. If you are not the responsible party for the violation at issue you must state your reason for appearing. 4. At the hearing, you can submit any additional evidence which, as a whole, shows that the citation in question was not validly issued. Such evidence includes, but is not limited to: records, documents or testimony of witnesses, and phot°graphs. 5. You must appear at the scheduled time and place for your hearing. If you fail to appear at your hearing, the citation will be upheld and any money deposited will be forfeited. 6. The decision of the Hearing Officer will be mailed within 30 days from the heating date. If the Hearing Officer upholds the Administrative Citation and the fine has not been deposited (pursuant to an Advance Deposit Hardship Waiver), the Hearing Officer shall set forth in the decision a payment schedule for the fine. If the Hearing Officer determines that the Administrative Citation should be cancelled and the fine was deposited with the City, then the City shall refund by mail the amount of the deposited fine. 7. You have the right to appeal the decision of the Hearing Officer pursuant to the procedures referenced in South San Francisco Code, Section 1.25.125 of Chapter 1.25. If you decide to appeal the Heating Officer's decision, you must file an appeal in the San Mateo County Municipal Court, within twenty (20) days after the date that the Hearing Officer's decision is personally delivered to you or placed in the mail to you. The Court will charge a filing fee to process your appeal. You also must provide a copy of the notice of the appeal in person or by first class mail to By signing below, I certify that I have read and fully understand the above procedures and conditions. DATE SIGNATURE Page 1 of 2 CITY OF SOUTH SAN FRANCISCO REQUEST FOR HEARING ADMINISTRATIVE CITATION Request must be filed with the Finance Department within 30 days of citation date Name: Citation Number(s): Citation Date: Social Security Number: Phone Number: Home: ( ) Work:: ( ) Violation Address: Mailing Address: Please explain your reason for believing this citation(s) was issued in error. I declare under penalty of perjury that the foregoing statement and information provided by me is true and correct. Date: Signature C:WIy Documents\admin appeal form_july4.doc (Owner) Page 2 of 2