HomeMy WebLinkAboutOrd. 1595-2020 (20-138)City of South San Francisco
- P.O. Box 711 (City Hall,
400 Grand Avenue)
South San Francisco, CA
City Council
Ordinance: ORD 1595-2020
File Number: 20-138 Enactment Number: ORD 1595-2020
ORDINANCE ADOPTING A FIRST AMENDMENT TO THE
SECOND AMENDED AND RESTATED DEVELOPMENT
AGREEMENT (DAA19-0003) TO THE GATEWAY BUSINESS
PARK MASTER PLAN PROJECT BETWEEN THE CITY OF
SOUTH SAN FRANCISCO AND BETWEEN BMR -700 GATEWAY
LP, BMR -750, 800, 850 GATEWAY LP, BMR -900 GATEWAY LP,
AND BMR -1000 GATEWAY LP TO MAKE MINOR
MODIFICATIONS TO AMEND PROVISIONS RELATING TO
CHILDCARE FACILITIES WITHIN THE DEVELOPMENT.
WHEREAS, in 2010 the City of South San Francisco ("City") adopted (1) Resolution No. 18-2010
certifying the 2009 Environmental Impact Report ("2009 EIR") (State Clearinghouse No. 2008062059),
(2) Resolution No. 19-2010 approving a general plan amendment and transportation demand
management (TDM) program, (3) Ordinance No. 1422-2010 amending Chapters 20.57 and 20.120 of the
Zoning Ordinance, and (4) Ordinance No. 1423-2010 approving a development agreement with
Chamberlin Associates, for the construction of five to six R&D/ Office buildings, two to four parking
structures, and related improvements on an approximately 22.6 -acre site located at 700-1000 Gateway
Boulevard; and
WHEREAS, in 2013 the City adopted (1) Resolution No. 43-2013 making findings and relying on the
previously certified 2009 EIR, (2) Resolution No. 44-2013 approving modifications to the Gateway
Business Park Master Plan, a new Phase 1 Precise Plan, and modifications to the TDM program, and (3)
Ordinance No. 1471-2013 adopting a First Amended and Restated Development Agreement with
Gateway of Pacific LP ("BioMed Realty"); and
WHEREAS, in 2018 the City adopted Ordinance No. 1559-2018 adopting a Second Amended and
Restated Development Agreement with BMR -700 Gateway LP, BMR -750, 800, 850 Gateway LP,
BMR -900 Gateway LP, and BMR -1000 Gateway LP to allow for minor modifications to the agreement,
including acknowledgement of the transfer and assignment of the separate parcels to the respective
affiliates, acknowledgement of lot line adjustment between Phases 1 and 2, and confirmation that each
property owner holds the compliance burdens, obligations, and responsibilities for its respective parcel
of property under the Second Amended and Restated Development Agreement; and
WHEREAS, BioMed Realty ("Owner" or "Applicant") submitted an application requesting a First
Amendment to the Second Amended and Restated Development Agreement to allow for a minor
modification to the agreement related to the replacement childcare obligation; and
WHEREAS, the 2009 EIR was certified in accordance with the provisions of the California
Environmental
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File Number.' 20-138
Enactment Number.' ORD 1595-2020
Quality Act (Public Resources Code, §§ 21000, et seq., "CEQA") and CEQA Guidelines, which
analyzed the potential environmental impacts of the Project; and
WHEREAS, the modifications contemplated in the First Amendment to the Second Amended and
Restated Development Agreement are minor in nature, the approval of which would not result in any
new significant environmental effects or a substantial increase in the severity of any previously
identified effects beyond those disclosed and analyzed in the 2009 EIR certified by City Council, nor
does the First Amendment to the Second Amended and Restated Development Agreement constitute a
change in the Project or change in circumstances that would require additional environmental review;
and
WHEREAS, the Planning Commission held a properly noticed public hearing on January 16, 2020, at
which time interested parties had the opportunity to be heard, to review the proposed First Amendment
to the Second Amended and Restated Development Agreement, as well as supporting documents, and
recommended that the City Council consider the First Amendment to the Second Amended and Restated
Development Agreement; and
WHEREAS, the City Council held a duly noticed public hearing on February 12, 2020 to consider the
First Amendment to the Second Amended and Restated Development Agreement, and take public
testimony.
NOW, THEREFORE, BE IT RESOLVED the City Council of the City of South San Francisco does
hereby ordain as follows:
SECTION 1. Findings.
That based on the entirety of the record before it, which includes without limitation, the
California Environmental Quality Act, Public Resources Code §21000, et seq. ("CEQA) and the CEQA
Guidelines, 14 California Code of Regulations §15000, et seq.; the South San Francisco General Plan,
and General Plan Environmental Impact Report; the South San Francisco Municipal Code; 2009 EIR,
and associated Mitigation Monitoring and Reporting Programs; all site plans, and all reports, minutes,
and public testimony submitted as part of the Planning Commission's duly noticed January 16, 2020
meeting; all site plans, and all reports, minutes, and public testimony submitted as part of the City
Council's duly noticed February 12, 2020 meeting; and any other evidence (within the meaning of Public
Resources Code §21080(e) and §21082.2), the Planning Commission of the City of South San Francisco
hereby finds as follows:
A. The foregoing recitals are true and correct and made a part of this Resolution.
B. The Exhibit attached to this Resolution, the proposed First Amendment to the Second
Amended and Restated Development Agreement (Exhibit A), is incorporated by reference as if set forth
fully herein.
C. The documents and other material constituting the record for these proceedings are located at
the Planning Division for the City of South San Francisco, 315 Maple Avenue, South San Francisco, CA
94080, and in the custody of the Planning Manager.
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File Number.' 20-138
Enactment Number. ORD 1595-2020
D. The Owner and City have negotiated a First Amendment to the Second Amended and
Restated Development Agreement pursuant to Government Code Section 65864 et seq. The First
Amendment to the Second Amended and Restated Development Agreement, attached hereto as Exhibit
A, sets forth the duration, property, project criteria, and other required information identified in
Government Code Section 65865.2. Based on the findings in support of the Project, the Planning
Commission finds that the Development Agreement, vesting a project for a campus -style development of
office and R&D buildings, is consistent with the objectives, policies, general land uses and programs
specified in the South San Francisco General Plan, the Gateway Specific Plan, and any applicable zoning
regulations.
E. The First Amendment to the Second Amended and Restated Development Agreement is
compatible with the uses authorized in, and the regulations prescribed for the land use district in which
the real property is located. The subject site is physically suitable for the type and intensity of the land
use being proposed. The General Plan specifically contemplates the proposed type of project and the
suitability of the site for development was analyzed thoroughly in the environmental document prepared
for the Project.
F. The First Amendment to the Second Amended and Restated Development Agreement is in
conformity with public convenience, general welfare and good land use practice because the
modifications are minor in nature.
G. The First Amendment to the Second Amended and Restated Development Agreement will
not be detrimental to the health, safety and general welfare because the amendment preserves a
campus -like environment.
H. The First Amendment to the Second Amended and Restated Development Agreement will
not adversely affect the orderly development of property or the preservation of property valued because
the amendment improves the property's campus -like environment and is consistent with surrounding
R&D and office uses.
SECTION 2. Approval of Development Agreement
A. The City Council of the City of South San Francisco hereby approves the First Amendment
to the Second Amended and Restated Development Agreement with BMR -700 Gateway LP, BMR -750,
800, 850 Gateway LP, BMR -900 Gateway LP, and BMR -1000 Gateway LP, attached hereto as Exhibit A
and incorporated herein by reference.
B. The City Council further authorizes the City Manager to execute the First Amendment to the
Second Amended and Restated Development Agreement, on behalf of the City, in substantially the form
attached as Exhibit A, and to make revisions to such Agreement, subject to the approval of the City
Attorney, which do not materially or substantially increase the City's obligations thereunder.
SECTION 3. Severability
If any provision of this Ordinance or the application thereof to any person or circumstance is held invalid
or unconstitutional, the remainder of this Ordinance, including the application of such part or provision
to other
City of South San Francisco Page 3
File Number. 20-138
Enactment Number. ORD 1595-2020
persons or circumstances shall not be affected thereby and shall continue in full force and effect. To this
end, provisions of this Ordinance are severable. The City Council of the City of South San Francisco
hereby declares that it would have passed each section, subsection, subdivision, paragraph, sentence,
clause, or phrase hereof irrespective of the fact that any one or more sections, subsections, subdivisions,
paragraphs, sentences, clauses, or phrases be held unconstitutional, invalid, or unenforceable.
SECTION 4. Publication and Effective Date.
Pursuant to the provisions of Government Code Section 36933, a summary of this Ordinance shall be
prepared by the City Attorney. At least five (5) days prior to the Council meeting at which this Ordinance
is scheduled to be adopted, the City Clerk shall (1) publish the Summary, and (2) post in the City Clerk's
Office a certified copy of this Ordinance. Within fifteen (15) days after the adoption of this Ordinance,
the City Clerk shall (1) publish the summary, and (2) post in the City Clerk's Office a certified copy of
the full text of this Ordinance along with the names of those City Council members voting for and
against this Ordinance or otherwise voting. This Ordinance shall become effective thirty (30) days from
and after its adoption.
Introduced at a regular meeting of the City Council of the City of South San Francisco held the 12th day
of February 2020.
At a meeting of the City Council on 2/26/2020, a motion was made by Vice Mayor Garbarino, seconded by
Councilmember Nicolas, that this Ordinance be adopted. The motion passed.
Yes: 5 Mayor Garbarino, Vice Mayor Addiego, Councilmember Nagales, Councilmember
Nicolas, and Councilmember Matsumoto
Attest by 4c- 44-,,
osa Govea Acosta, City Clerk
r
RichardVV fro
• Mayor
City of South San Francisco Page 4
Exhibit A
RECORDING REQUESTED BY
AND WHEN RECORDED MAIL TO:
City Clerk
City of South San Francisco
400 Grand Avenue
P. O. BOX 711
South San Francisco, CA 94083
Exempt from recording fees per Government Code §§6103, 27383
Space above this line reserved for recorder's use
APNs: 015-023-290; 015-023-300
015-023-200;015-023-320;
015-023-430;015-023-190;
015-023-310
FIRST AMENDMENT TO
SECOND AMENDED AND RESTATED DEVELOPMENT AGREEMENT
BY AND BETWEEN
CITY OF SOUTH SAN FRANCISCO
01011
BMR -700 GATEWAY LP, BMR -750,800,850 GATEWAY LP,
BMR -900 GATEWAY LP, AND BMR -1000 GATEWAY LP
SOUTH SAN FRANCISCO, CALIFORNIA
Gateway Business Park Master Plan Project
Page 1
FIRST AMENDMENT TO
SECOND AMENDED AND RESTATED DEVELOPMENT AGREEMENT
Gateway Business Park Master Plan Project
This FIRST AMENDMENT TO SECOND AMENDED AND RESTATED
DEVELOPMENT AGREEMENT FOR THE GATEWAY BUSINESS PARK MASTER PLAN
PROJECT is dated 2020 ("First Amendment"). This First Amendment is
between BMR -700 Gateway LP ("BMR -700 Gateway); BMR -750, 800, 850 Gateway LP
("BMR -750, 800, 850 Gateway"); BMR -900 Gateway LP ("BMR -900 Gateway"); and BMR -
1000 Gateway LP ("BMR -1000 Gateway"); all of which are Delaware limited partnerships
(collectively "Owners" and individually "Owner"), on the one hand, and the CITY OF SOUTH
SAN FRANCISCO, a municipal corporation organized and existing under the laws of the State
of California ("City"), on the other hand. Each Owner and the City are individually referred to
herein as a "Party" and collectively referred to herein as "Parties."
RECITALS
A. WHEREAS, Owners and City are parties to that certain Second Amended and Restated
Development Agreement (Gateway Business Park Master Plan Project) by and between
the Owners and City, dated August 31, 2018, and recorded in the Official Records of San
Mateo County on September 7, 2018, as Document Number 2018-070317
("Development Agreement");
B. WHEREAS, Owners and City wish to amend the Development Agreement as set forth in
this First Amendment;
C. WHEREAS, all proceedings necessary for the valid adoption and execution of this First
Amendment have taken place in accordance with California Government Code sections
65864 through 65869.5, the California Environmental Quality Act, and Chapter 19.60 of
the City's Municipal Code;
D. WHEREAS, the City Council and the City Planning Commission have found that the
Development Agreement, as amended by this First Amendment, is consistent with the
objectives, policies, general land uses, and programs specified in the South San Francisco
General Plan; and
E. WHEREAS, on , 2020, the City Council of City adopted Ordinance
Number -2020 approving and adopting this First Amendment, and such ordinance
took effect 30 days later.
AGREEMENT
NOW, THEREFORE, the Parties, pursuant to the authority contained in Government
Code Sections 65864 through 65869.5 and Chapter 19.60 of the City's Municipal Code, and in
consideration of the mutual covenants and agreements contained herein, agree as follows:
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED DEVELOPMENT AGREEMENT
Page 2
1. Revised Childcare Replacement Facility Requirement. Section 12(b) of the Development
Agreement and Section 1.2.4(b) of Exhibit E-1 to the Development Agreement are each
amended and restated in their entirety to read as follows:
(b) Childcare Replacement Facility. To enable City to provide a childcare facility
comparable to the former childcare facility that was designated for 850 Gateway
Boulevard, envisioned to serve up to 80 to 100 children, the Owners of Phases 2,
3, and 4 collectively shall pay to the City (i) one million dollars ($1,000,000.00)
within 30 days of the First Amendment Effective Date and (ii) six million five
hundred thousand dollars ($6,500,000.00) prior to City's issuance of a temporary
certificate of occupancy for Phase 2. The Parties agree that these payments satisfy
Owners' childcare facility obligations in light of the present value of the funds to
the City for other public projects and the potential renovation of an existing
building to provide a space for a replacement childcare facility. Use of the funds
is not limited to any specific potential project, and the City may use the initial one
million dollars ($1,000,0000) for other public projects and the balance of funds
for the provision of any childcare facility, including all costs associated with site
acquisition (including, if necessary, eminent domain), environmental review,
permitting, and all other expenses and fees, including reasonable attorneys' fees.
Compliance with Section 12(b) of the DA and section 1.2.4(b) of Exhibit E-1
shall be deemed to be compliance with condition of approval A -16.b. The "First
Amendment Effective Date" is defined as the date that the ordinance approving
the First Amendment to this Agreement took effect.
2. Revised Fee Estimate. Exhibit E-2 to the Development Agreement is amended such that
the seventh row of the second table is amended and restated to state "Child Care Facility (§ 12(b)
of DA)" in the Fee column, "$7.5 million paid in accordance with § 12(b)" in the Rate and All
Phases Fee columns, and "$0.00" in the Phase 1 Fee column.
3. Effective Date. Pursuant to Section 19.60.140 of the City's Municipal Code,
notwithstanding the fact that the City Council adopted an ordinance approving this First
Amendment, this First Amendment shall be effective and shall only create obligations for the
Parties from and after the date that the ordinance approving this First Amendment takes effect.
4. Full Force and Effect. As amended by this First Amendment, the Development
Agreement shall remain in full force and effect.
5. Counterparts. This First Amendment may be executed in multiple originals, each of
which is deemed an original, and may be signed in counterparts.
IN WITNESS WHEREOF this Agreement has been executed by the Parties on the day and year
first above written.
(Signatures appear on the following pages)
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED DEVELOPMENT AGREEMENT
Page 3
CITY:
CITY OF SOUTH SAN FRANCISCO ATTEST:
By:
Name:
Its: City Manager
APPROVED AS TO FORM:
City Attorney
OWNERS:
City Clerk
BMR -700 GATEWAY LP BMR -750, 800, 850 GATEWAY LP
By:
By:
Name:
Name:
Its:
Its:
BMR -900 GATEWAY LP
BMR -1000 GATEWAY LP
By:
By:
Name:
Name:
Its:
Its:
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED DEVELOPMENT AGREEMENT
Page 4
A Notary Public or other officer completing this certificate verifies
only the identity of the individual who signed the document to
which this certificate is attached, and not the truthfulness, accuracy,
or validity of that document.
State of
County of
On , before me, , a Notary Public,
personally appeared
who
proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are
subscribed to the within instrument and acknowledged to me that he/she/they executed the same
in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument
the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the
foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature
3461691.1
(Seal)
FIRST AMENDMENT TO SECOND AMENDED AND RESTATED DEVELOPMENT AGREEMENT
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