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HomeMy WebLinkAboutReso 118-2020 (20-642)Exhibit A 2012 EIR Final EIR and Mitigation Monitoring and Reporting Program are attached. Draft EIR available online at: http://weblink.ssf.net/weblink/0/doc/133212/Page1.aspx 1 CITY OF SOUTH SAN FRANCISCO 475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA FINAL ENVIRONMENTAL IMPACT REPORT SCH# 2012082101 PREPARED FOR: CITY OF SOUTH SAN FRANCISCO DEPARTMENT OF ECONOMIC AND COMMUNITY DEVELOPMENT- PLANNING DIVISION 315 MAPLE AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA 94083 PREPARED BY: ALLISON KNAPP WOLLAM CONSULTING AllisonKnappConsulting.com February, 2016 6 i TABLE OF CONTENTS 475 ECCLES FEIR SCH# 2012082101 FEBRUARY, 2016 PAGE INTRODUCTION 1-1 Background 1-1 Summary 1-3 EXHIBIT A-REVISED PROJECT DESCRIPTION AND INITIAL STUDY CHANGES 2-1 Introduction 2-1 Project Location And Site Conditions 2-1 General Plan and Zoning Designations 2-4 Project Objectives 2-5 Project Description 2-6 Environmental Measures Incorporated Into The Project 2-14 Air Quality 2-21 Hazards and Hazardous Materials 2-26 Noise 2-28 ATTACHMENTS 3-1 A B C Liberty Gold Letter – 11/14/12 Caltrans Letter – 12/14/12 Liberty Gold and Caltrans Letters and Response to Comments D November, 2015 Letter from Applicant with ENVIRON Air Quality and Noise Analysis E F KB Engineering Peer Review Basic and Expanded Air Quality Measures G September 2013 Demolition Process Letter H State Clearinghouse Letter of Compliance 7 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 1 - PAGE 1 RESPONSE TO COMMENTS 475 ECCLES AVENUE, SOUTH SAN FRANCISCO FEBRUARY, 2016 BACKGROUND PROJECT OVERVIEW BMR-475 Eccles Avenue LLC (BMR), (Applicant) proposes to redevelop approximately 6.1 acres of land in the City of South San Francisco’s “East of 101” area into a research and development (R&D) complex. The Project site is located at 475 Eccles Avenue, between Oyster Point and Forbes Boulevards within the Business Technology Park Zone District and the “Business and Technology Park” General Plan Land Use designation which supports R&D projects. CHRONOLOGY 2012-2016 An initial study was prepared and circulated with a notice to prepare an environmental impact report and submitted to the State Clearinghouse on August 28, 2012 for a 30-day review (State Clearinghouse (SCH) # 2012082101). A Project EIR focusing on traffic and circulation was prepared and circulated for review on October 23, 2012 in accordance with the California Environmental Quality Act (CEQA). Two comment letters were received on the document during the public review period, November, and December, 2012, responses were drafted and are attached. In April, 2013 the project applicant became aware of an unknown sensitive receptor within the vicinity of the project area. Subsequently, additional analyses were performed to address the receptor’s requests, which support the conclusion of the DEIR that impacts would be less than significant. Supplemental studies regarding air quality, noise, hazard risk assessment and hazardous materials analysis were conducted in September, 2013 and revisions to the initial study were drafted and are attached. The Applicant requested and was issued a demolition permit and the concrete tilt-up building noted in the 2012 Project Description on the Project site was demolished in December, 2013. November 19, 2015 the Applicant sent a letter to the City identifying minor changes to the Project and requesting to move forward with the environmental and entitlement process. The changes to the Project are: o There is no longer a building on the Project site; o Relocation of a cell tower on the site is no longer proposed; o An alternative landscape plan is requested in lieu of roof top landscaping (South San Francisco Municipal Code Section 20.300.07.D2). 8 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 1 - PAGE 2 ENVIRONMENTAL REVIEW Preparation of Initial Study and Draft Environmental Impact Report An initial study and Notice of Preparation (IS/NOP) was prepared for the Project. An initial study is intended to assist in the preparation of an environmental impact report (EIR) by focusing the EIR on the effects determined to be significant, identifying the effects determined not to be significant, explaining the reasons for determining that potentially significant effects would not be significant and identifying the type of EIR to be prepared (California Code of Regulations, Title 14, Chapter 3 Section 15063 (c) (3)). The initial study was prepared and circulated with a notice that an environmental impact report would be prepared and submitted to the State Clearinghouse on August 28, 2012 for a 30-day review. The initial study identified potential significant and significant unavoidable impacts associated with traffic. The initial study made the findings that all other potential Project impacts were less than significant. The Project was assigned State Clearinghouse (SCH) # 2012082101. Pursuant to California Code of Regulations (CCR) Section 15161 a Project EIR focusing on traffic and circulation was prepared and circulated for review. The Draft EIR was prepared on behalf of the City of South San Francisco and circulated for review October 23, 2012 in accordance with CEQA. Two comment letters were received on the document during the public review period. The comment letters, from Liberty Gold and CalTrans, and responses are shown in Attachments A and B. Responses to these two comments are presented in Attachment C. The City and Project applicant became aware of the presence of a Genentech childcare facility in close proximity to the Project site in April, 2013. Genentech operates a day care facility 125 feet northwest of the Project site, which is a sensitive receptor and was not identified in the initial study (IS) and DEIR for the 475 Eccles Project. This is corrected herein and in response to the identification of the facility, a second air quality, health risk assessment and noise analysis was prepared (ENVIRON, August 28, 2013, see Attachment D). The ENVIRON Report was peer reviewed by KB Environmental Sciences and Knapp Consulting (September 10, 2013, see Attachments E and F). Revisions to the Project Pursuant to California Code of Regulations, Title 14, Chapter 3 Section 15006 (d and h), the purpose of CEQA is to use the initial study to narrow the focus of an environmental impact report and urge applicants to revise projects to eliminate impacts. In accordance with the provisions of CEQA, the Applicant has proposed revisions to the Project, as shown in EXHIBIT A- Revised Project Description and Modifications to the Initial Study. The Project proposes additional measures to reduce dust, particulate matter and diesel exposure to the day care center during demolition, grading and construction activities. The measures would reduce noise, air quality and health related impacts to less than significant (see Attachment F). 9 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 1 - PAGE 3 Summary of Findings-Daycare Center Response to Comment A day care facility is located 125 feet northwest of the Project site on the Genentech Campus at 850 Gateway Boulevard. Therefore there is one sensitive receptor located within a 0.25 mile radius of the Project site. The Project Description was revised by the Applicant to increase measures to reduce demolition and grading impacts to the day care center to less than significant. As noted above, a subsequent air quality, hazard risk assessment and noise assessment was conducted to identify potential impacts to this sensitive receptor. As a result of construction activities (with implementation of the measures the City requires by law and applicable Tier 2 measures proposed by the Project), the maximum cancer risk for a residential- adult receptor would be 0.04 per million and for a residential-child would be 0.44 per million. The maximum cancer risk for a school child (day care) receptor would be 8.2 per million, below the 10 per million threshold, based upon the construction schedule provided by the Applicant which assumes demolition within a year and construction following approximately two years later, 2015-16. The maximum cancer risk from the Project operations for a school child (day care) receptor would be 0.046 per million, which is below the BAAQMD threshold of 10 per million and the impact of the Project would therefore be less than significant. The Project’s chronic hazard index (H) for diesel particulate matter (DPM) would be less than 0.03 for a residential receptor and 0.02 for a school child (day care) receptor. The chronic HI for DPM would be below the BAAQMD threshold of 1 and the impact of the Project would therefore be less than significant. The Project’s acute HI for acrolein would be less than 0.01 at all receptors. The acute HI for acrolein would be below the BAAQMD threshold of 1 and the impact of the Project would therefore be less than significant. Removal of any toxic or hazardous materials from the Project site is required by law to comply with the local, state and federal laws outlined in the Setting Section. The Applicant acknowledges these requirements and identifies them as part of the Project as described in Chapter 2 Project Description of the initial study and EIR. The procedures and permitting requirements identified as part of the Project are designed to reduce the potential impacts associated with the handling, storage, transport and removal of toxic and hazardous substances. The Project would have a less than significant impact with respect to exposure from the emission or handling of hazardous materials or wastes on schools or day care facilities or from any environmental contamination posed by the sites listed on the Cortese List. The Project would expose outdoor day care activities to an approximate worst-case 77 dB. Interior noise levels would attenuate 20 to 25 dB. Noise impacts to sensitive receptors at the day care center would be less than significant. Summary of Global Comments The three modifications to the Project identified in the November, 2015 (see Attachment E) letter from the Applicant have no substantive effect on the environmental evaluation contained in the 10 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 1 - PAGE 4 initial study and EIR. The changes identify minor changes to the Project and request to move forward with the environmental and entitlement process. The changes to the Project are: 1) There is no longer a building on the Project site (see Attachments D and G). Demolition of the existing concrete tilt up building on the site was conducted under the auspices of a permit issued by the City Building Division. The demolition was supervised by the City and staged with equipment access points off of Eccles Avenue. 2) Relocation of a cell tower on the site is no longer proposed (see Attachment D). The cell tower was removed from the site. Therefore no use permit is required. 3) An alternative landscape plan is requested in lieu of roof top landscaping pursuant to South San Francisco Municipal Code Section 20.300.07.D2 (see Attachment D). The Project proposes 27 percent of the site to be in impervious surfaces, and landscaping that exceeds the 20 percent requirement by City ordinance. Changing the location of landscaping would not pose an environmental effect, provided the traffic mitigation measure to provide adequate sight lines along Eccles Avenue, shown in Traffic Mitigation Measure 15, below is implemented as required by the Mitigation and Monitoring Program. Areas throughout the initial study and EIR where rooftop landscaping is mentioned shall be understood to be referring to an alternative landscape plan. Traffic Mitigation Measure 15: The applicant shall be responsible for maintaining landscaping along the Eccles Avenue Project frontage between the central and south driveways that will allow exiting drivers to be able to maintain the minimum required 250-foot sight lines at the central and south driveways. The landscape plan shall be revised to show staggered tree planting along this frontage to allow sight lines through the trees as they grow and reach maturity; or, the trees and landscaping shall be maintained to provide a view from 2.5 to 6 feet above grade. The landscape plan shall be revised to note either requirement, show the line-of-sight triangles and not the requirement. These notes shall be on the building plans that are a part of the building permit issuance. The note shall be made on the plans in conformance with the lines of sight required as set forth in Traffic Figure 24 of the EIR to insure that the mitigation is permanently maintained. 4) The timing of demolition was conducted to comport with the estimate provided by the Applicant and identified in the initial study and EIR. The dates of construction have shifted a year or two. The dates were identified as being estimates for illustrative purposes and do not impact the analyses. For example, the air quality analysis used the CalEEMod in 2012 as is the standard practice in 2016. The Bay Area Air Quality Management District CEQA Guidelines for preparing air quality, greenhouse gas and hazard risk assessments have not been revised since May, 2012. The October, 2012 initial study and 2013 revision thereto use the latest version of the Guidelines (see p 3- 12 Initial Study Checklist). The dates of construction commencement and completion are not revised throughout the initial study and EIR but are referred to in this response to comments document. 11 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 1 - PAGE 5 EXHIBIT A: Revised Project Description and CEQA Checklist Attachment A: Liberty Gold Letter-11/14/12 Attachment B: CalTrans Letter-12/14/12 Attachment C: Liberty Gold and CalTrans Response to Comments Attachment D: November, 2015 Letter from Applicant with ENVIRON Air Quality and Noise Analysis Attachment E: KB Engineering Peer Review Attachment F: Basic and Expanded Air Quality Measures Attachment G: September, 2013 Demolition Process Letter Attachment H: State Clearinghouse Letter of Compliance 2605751.1 12 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY JANUARY, 2016 CHAPTER 2- PAGE 1 EXHIBIT A REVISED OCTOBER, 2013 AGAIN FEBRUARY, 2016 3.0 PROJECT DESCRIPTION 3.1 INTRODUCTION Chapter 3 provides a description of the proposed 475 Eccles Avenue R&D Project and the related actions that comprise the Project analyzed in this EIR. CCR Section 15124 requires that the project description in an EIR contain the following information but should not provide extensive detail beyond that needed for evaluation and review of the environmental impact. The Project Description shall contain the/a: 1.Precise location and boundaries of the project on a detailed map and regional map. 2.Statement of the objectives of the project. 3.General description of the characteristics of the project, including the principal engineering proposals and supporting public service facilities. 4.Statement briefly describing the intended use of the EIR to the extent that the information is known by the Lead Agency including a list of agencies expected to use the EIR; permits and other approvals required to implement the project; related environmental review and consultation requirements required by federal , state, or local laws, regulations, or policies and to the fullest extent possible the lead Agency should integrate CEQA review with these related review and consultation requirements. 3.2 PROJECT LOCATION AND SITE CONDITIONS PROJECT LOCATION The Project site is located in the City of South San Francisco, south of the City of Brisbane and north of the City of San Bruno. The City of South San Francisco is located on the San Francisco Bay plain and the northern foothills of the Coastal range. The City is located along major transportation routes including U.S. 101, Interstate 380, Interstate 280, and the Union Pacific Railroad (see Figure 3.1 Project Location). The Project site is located within the City of South San Francisco’s East of 101 Area. The East of 101 Area consists of roughly 1,700 acres of land, and is bounded by San Francisco Bay on the east and south sides, U.S. 101 and railway lines on the west, and the City of Brisbane on the north. San Francisco International Airport is located approximately 1.75 miles south of the Project site. The Plan Area is mostly developed and has a mix of land uses, including industry, warehousing, retail, offices, hotels, marinas, and bioscience research and development facilities. Regionally the Project site is accessible from the northwest via the US 101 Oyster Point Boulevard off- and on-ramps and from the south west by the East Grand Avenue exit off of 13 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 2 Highway 101. Locally, the site is accessible from Forbes Boulevard, via East Grand Avenue to the south and from Oyster Point Boulevard to the north. FIGURE 3.1 PROJECT LOCATION PROJECT SITE 14 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 3 LAND USE ADJACENT TO THE PROJECT SITE Surrounding land uses are a mix of light industrial, manufacturing and R&D. Adjacent land uses include open space owned by Southern Pacific Railway that previously contained rail tracks to the north, north-west. Eccles Avenue fronts the site to the east and an adjacent industrial building is located at 472 Eccles Avenue to the south. Liberty Gold is adjacent to the Project site. Avis Rent a Car and Yzsumoto and Company (an art supply distributor) are located at 490 Eccles Avenue, east of the site. Industrial structures occupied by Universal Freight Forward and the Dimero Express (USA) Corporation are located further west of the site. The Gateway Specific Plan Area, located west of the Project site, contains mixed use office and R&D land uses. EAST OF 101 AREA LAND USE HISTORY Land uses in the East of 101 Area have witnessed a change in land use over the years. The East of 101 Area was part of the first industrial development in South San Francisco about 100 years ago. Since then, the area has undergone many transformations. Pioneering industrial uses, such as steel manufacturing, and meat packaging gave way to industrial park and warehousing and distribution uses that came to dominate the area in the 1950s and 1960s. The recent emergence of modern office buildings and life science campuses mark the third major wave of land use change in the area. Older manufacturing uses, industrial park structures and tilt-up warehousing buildings, such as the building on the Project site, can all be found in the area. Blocks are generally very large in size and the area has a very stark industrial look. Numerous abandoned railroad spurs are present, again as witnessed adjacent to the Project site. Since the late 1990s, developers have preferred to redevelop the older industrial park blocks and construct new mixed office and R&D developments north of East Grand Avenue. Development has resulted in the clean-up of old industrial sites (Brownfield sites), consistent with environmental practices associated with LEED and the Environmental Protection Agency principles and objectives. In the past half dozen years the East of 101 Area has witnessed expansion of the Genentech R&D facility and master plan from 124 acres to 200 acres of Office/R&D/Manufacturing uses. Hotel, office, mixed-use and R&D have been approved over the past six years throughout the area. Some examples include office and R&D in Oyster Point; and office/ R&D on three sites along East Grand Avenue; and on Forbes Boulevard and Roebling Avenue. R&D is anticipated to reach approximately 7.7 million square feet in the East of 101 Area by 2015 and 8.5 million by 2035.1 Other land uses in the East of 101 Area include approximately 8 million square feet of manufacturing; 664,000 square feet of commercial/retail; 360,000 square feet of office and 3,385 hotel rooms.2 In summary, the East of 101 Area represents a transition from the historic industrial use of the area as witnessed by the mix of bioscience R&D, industry, warehouse, retail, office, marina, and hotels uses. Three child care centers are located in the Project area: 599 1 These figures are for R&D Crane Transportation Group, July, 2012 and are identified in the Traffic and Circulation Section and in the initial study contained in the Appendix. 2 East of 101 Traffic Model land use classifications and square footage for 2015. 15 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 4 Gateway Boulevard 0.3 miles southwest; 444 Allerton Avenue 0.4 miles southeast; and 125 feet northwest of the Project site on the Gateway Business Park Campus at 850 Gateway Boulevard. Therefore there is one sensitive receptor located within a 0.25 mile radius of the Project site. SITE CONDITIONS The Project site is a 6.1 acre parcel currently developed with an approximate 152,145 square foot building consisting of an 114,000 square foot building footprint and a mezzanine. Asphalt paved driveways, parking lots and walkway areas surround the site. The frontage of the parcel along Eccles Avenue is sparsely landscaped and the parking areas are minimally landscaped. The single building on the site, is a concrete tilt-up office/warehouse structure that was constructed in the 1960’s, is located on the site was demolished in December, 2013 with the benefit of a demolition permit issued by the City. The site is relatively level with surface elevations ranging from +68 feet above mean sea level (MSL) in the north eastern parking lot area to +63 feet MSL along the abandoned railroad spur area at the rear (north) of the existing building. A fill slope approximately five feet in height separates the parking lot from the former railroad spur area. The Project site has been occupied by professional, scientific and technical services and direct selling establishments since 1970 according to various City directories. Users include William Volker & Company, ATC Partners, Ocular Sciences Incorporated identified as professional, scientific and technical services and Otagiri Mercantile a direct selling establishment. 3.3 GENERAL PLAN AND ZONING GENERAL PLAN DESIGNATION The Project site is within the area subject to the provisions of the “East of 101” Planning Sub-Area of the City of South San Francisco’s General Plan. The General Plan designates the Project site for “Business and Technology Park” uses, and gives the following summary of the Business and Technology Park designation: This designation accommodates campus-like environments for corporate headquarters, research and development facilities, and offices. Permitted uses include incubator-research facilities, testing, repairing, packaging, publishing and printing, marinas, shoreline-oriented recreation, and offices, and research and development facilities. Warehousing and distribution facilities and retail are permitted as ancillary uses only. All development is subject to high design and landscape standards. Maximum Floor Area Ratio is 0.5, but increases may be permitted, up to a total FAR of 1.0 for uses such as research and development establishments, which also meet specific transportation demand management (TDM), off-site improvement, or specific design standards. 16 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 5 ZONING CLASSIFICATION The Project site is zoned “Business and Technology Park” (BTP). The BTP District provides for Research and Development and mirrors the land use designation intent (see above) specifying campus-like development. The City adopted a revised zoning code in 2010 and rezoned specific properties, including the Project site, to bring the General Plan Designations and Zoning Classifications into conformance. A complete list of permitted and conditional uses is identified in Chapter 20.110 of the South San Francisco Municipal Code (www.ssf.net/). 3.4 PROJECT OBJECTIVES The Applicant has identified objectives of the Project. Specifically the Applicant states that their objective is to “maximize implementation of General Plan policies and provisions that:  Encourage redevelopment and intensification of development to accommodate land uses such as Research & Development.  Encourage opportunities for the continued evolution of the City’s economy, from manufacturing and warehousing/distribution to high technology and biotechnology.  Promote small business incubation.  Encourage the creation of a campus environment in the East of 101 area that targets and accommodates the biotech/R&D industry.  Promote campus-style biotechnology uses.  Maximize building heights in the East of 101 area.  Encourage the use of Transportation Demand Management measures designed to achieve environmental goals by permitting an increased Floor Area Ratio when such measures are included in a project.  Maximize opportunities for strong and sustainable economic growth that results in high quality jobs, in a manner that respects the environment by redeveloping an infill site that is close to major arterials and existing utilities.  Feasibly support the provision of environmental enhancements that exceed standard building requirements, such as qualifying for LEED certification.” 17 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 6 3.5 PROJECT DESCRIPTION SITE DESCRIPTION BMR-475 Eccles Avenue LLC (BMR) is the Applicant for the life science campus and owner of the 6.1 acre3 Project site. The site is currently developed with an approximate ly 152,1454 square foot building consisting of an 114,000 square foot footprint with a mezzanine. Asphalt paved driveways, parking lots and walkway areas surround the site consisting of approximately 152,000 square feet5 of paved area (see Figure 3.2 Existing Conditions). The concrete tilt-up office/warehouse structure was constructed in the 1960s and was originally designed to house freight forwarding uses. The remainder of the site is primarily surface parking with small sparsely landscaped areas along the Eccles Avenue frontage and edges of the site. Approximately 276 parking spaces are located on the site; the majority being on the east portion of the site. The southeast side of the site has shared easements to allow truck access with an adjacent property. The building was constructed in 1965, renovated in 1995 and has been vacant since 2006 except for the rooftop communication facility, based on review of City building permit records. The site is relatively level with surface elevations ranging from +68 feet above mean sea level (MSL) in the northwestern parking lot area to +63 feet MSL along the abandoned railroad spur area at the rear (north) of the existing building. A fill slope approximately five feet in height separates the parking lot from the former railroad spur area (Cleary Geotechnical and Cotton Shires Geotechnical consultants). PROPOSED PROJECT The Applicant is requesting various approvals to demolish the existing building and associated parking, and to construct a new life science campus consisting of two buildings that together would comprise 262,287 square feet, a five-level parking structure and limited surface parking (see Figure 3.3 Proposed Conditions). Following is a list of the required approvals. 3 The site net square footage is 265,613 square feet for planning and floor area purposes (which excludes the shared access easement). 4 The site currently was developed with approximately 152,145 square feet of building area consisting of ground floor and mezzanine areas in 2012. The building was demolished in December, 2013 with City permits. The analysis contained in the initial study rounded up to 155,000 square feet for geology, hydrology, air quality and other impact analyses. 5 Approximately 151,613 square feet of site area remains outside the building footprint, rounded to 152,000 square feet. The Civil Engineer indicates that approximately 13 percent of the site (or 35,568 square feet) is landscaped and pervious, leaving approximately 116,432 square feet of paved, impervious surface outside the building footprint. 18 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 7 FIGURE 3.2 EXISTING CONDITIONS 2013 2013 Building Demolished REQUIRED APPROVALS LEAD AGENCY LEGISLATIVE  Development Agreement. BMR seeks a Development Agreement to vest the approvals of the Project for seven years with a five-year extension (i.e., up to 12 years), provided BMR meets certain milestones in developing the Project. ADJUDICATIVE  Conditional Use Permit. The zoning ordinance provides for a base floor area ratio (FAR) of 0.5, which can be increased to 1.0 based upon an approved incentive program, which may be permitted with a Conditional Use Permit. The Project proposes a 1.0 FAR and therefore requires an Incentive Program to be reviewed through the use permit process.  Transportation Demand Management Program review and approval to achieve a 30 percent mode shift which is part of the incentive program for the 1.0 FAR.  Conditional Use Permit for the interim relocation of the wireless facility located on the site. 19 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 8  Consideration of an “Alternative Landscape Plan” in lieu of roof top landscaping pursuant to South San Francisco Municipal Code Section 20.300.07.D2.  Design Review approval. MINISTERIAL  Grading and Building permits.  Encroachment permits to work in the public right-of-way. OTHER AGENCY REQUIRED PERMITS  Bay Area Air Quality Management District “J Permit” as described in Chapter 1, Introduction, Section 1.2.B of the initial study (see Appendix A) for removal of asbestos lead based paints.  Local and State approval of a Stormwater Pollution Prevention Plan.  San Mateo County Department of Environmental Health (potential) for site remediation (if necessary) PROPOSED CIRCULATION AND ACCESS Direct access and circulation to the Project site would remain largely unchanged. The site has four points of access from Eccles Avenue. Vehicular access to the Project site would be obtained via three existing locations off of Eccles Avenue; one driveway would be replaced with curb, gutter and sidewalk. Access points would be midpoint and at the eastern and western edges of the site (see Figures 3.2 and 3.3). PROPOSED UTILITY CONNECTIONS The Project would connect to the existing utility lines present in the Project area. Utility lines on the Project site would be reconfigured to accommodate the new site plan. A stormwater quality control plan is proposed and is also required by the City Engineering Division and Water Quality Plant. The plan proposes 20 planted water treatment and retention areas. 20 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 9 FIGURE 3.3 PROPOSED CONDITIONS NEW CONSTRUCTION BUILDINGS The Project would construct two buildings to serve the life science industry. Both buildings would be four stories high. The combined gross floor area would be up to 262,287 square feet, resulting in a floor area ratio of approximately 1.0. Service areas would be enclosed at the rear of each building in a metal skinned structure that would rise to encase a mechanical penthouse at the top of each building. The primary block of the buildings would be curtain wall with aluminum sunshades. The buildings would have an aluminum curtain wall system with dual pane solar glazing. Metal spandrel with painted metal finish and insulation are proposed at opaque areas above ceiling line and from floor level to a height of 3’-7’’ above finished floor on levels above the first floor. Aluminum sunshades integral to the curtain wall system are proposed. The design includes operable window sashes within each structural bay at each floor. Glass Fiber Reinforced Concrete (GFRC6) would be used at balconies and at the entry feature of the buildings. The overall structure behind is a steel frame which the GFRC panels would be attached. Both the fiber 6 GFRC panels are reinforced with glass fiber to create lightweight panels for the cladding of opaque surfaces on buildings. 21 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 10 and concrete will contain recycled materials. The buildings may be connected by an enclosed bridge. Lastly, the two buildings would have one loading zone each. PARKING The Project proposes 655 parking spaces (a ratio of 2.5 spaces per 1,000 square feet of building space) initially. Of these 655 spaces, 551 spaces would be in the parking structure and 104 would be provided in surface parking lots. Up to 53 additional on grade landscaped parking spaces may be added at a later date, based upon City review and approval, which would result in up to 708 spaces for a parking ratio of 2.7 per 1,000 square feet. In order to construct the additional 53 parking spaces, the owner would be required to demonstrate that the requirements of the Transportation Demand Management Program were being met and that there was an unmet parking need. The five-level parking structure would feature colored screens and sculptural stair canopies. A bridge from the parking structure, extending across the central drive, would provide pedestrian access to the central courtyard. Landscaping and screening at the lower level of the parking structure are proposed in addition to the City code required green roof on parking structures (see landscaping discussion below). GRADING, EXCAVATION AND IMPERVIOUS SURFACES The Project proposes to balance cut and fill on site, with approximately 2,815 cubic yards of cut followed by 2,720 cubic yards of fill. Maximum depth of cut would be approximately five feet of overall site grading. The maximum depth of cut for deepened footing excavations is approximately 20 feet, although the geotechnical report indicates most footings would be one to five feet in depth (Updated Geotechnical Investigation Report Life Science Campus, 475 Eccles Avenue, South San Francisco, California , Cleary Consultants, December, 2011 and June 18, 2012). The total disturbed area is assumed for CEQA purposes to be the entire site, or 266,000 square feet. See Initial Study, Chapter 3, Section 3.7 Geology and Soils in Appendix A. Currently the site is developed with 87 percent of the area in impervious surface. The Project would reduce impervious surface an additional 14 percent to a total of 73 percent of the site area. Therefore, the Project would result in 27 percent of the site being porous over existing conditions, which is 13 percent. LANDSCAPING CONCEPT AND DESIGN The Project proposes landscaping around the perimeter and interior of the site, including landscaped walkways and parking areas. The Project also proposes rooftop planters with a minimum dimension of 24 inches in width around the perimeter of the roof of the parking structure as required by the City’s Zoning Code (Section 20.330.010.L.8) an alternative landscape plan pursuant to South San Francisco Municipal Code Section 20.300.07.D2 in lieu of rooftop landscaping. 22 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 11 The two R&D buildings would be separated by a central courtyard featuring a seating area defined by low walls and a water feature using recycled water spilling over quarried stone. Three sections would surround the courtyard, with each containing gardens of a unique character. The exterior area between the buildings would also be designed to support outdoor activity which would extend into the central circular courtyard. Wind resistant and seacoast plantings are proposed to foster the success of the landscape plan. Trees, shrubs, groundcover and grasses (fescue, flax, blue rye) are proposed. The Project proposes to plant 159 24-inch box trees. Zoning Code Section 20.330.010.L.9 requires one 15-gallon tree to be planted for every five parking spaces. The Project would be required to plant 142 trees (assuming 708 parking spaces) and as proposed would exceed the Code requirements by 11 trees, in addition to the increased size of the trees. The trees that are identified on the landscape plan (bay, laurel, oak, juniper and others) would provide a 15 to 30 foot canopy at maturity and a four to six foot canopy at planting. Medium and low water consumptive plantings are proposed, save for one small area of turf. The proposed tree canopy would serve to reduce the heat island effect of paved surfaces. Plantings and building treatments are proposed to reduce wind experienced in outdoor areas (Donald Ballanti, Certified Consulting Meteorologist, November 7, 2011). Planters, hedges, low walls and porous fencing are proposed to reduce wind exposure and enhance the outdoor experience. DEMOLITION AND CONSTRUCTION PHASING The Project may proceed in a single phase or in two phases depending on market demand. The parking structure providing 551 spaces and 55 of the surface parking spaces would be built in the first phase should the Project be constructed in two phases. The remaining 49 surface parking spaces would be built as part of the second phase of construction. Parking areas not developed in Phase 1 would have temporary planting consistent with the overall planting design. Demolition and site preparation are expected to take approximately three months. Construction of the Project, if done in one phase, would take approximately nineteen months, including interior improvements, to complete. A two-phase construction schedule would consist of an initial phase of seventeen months for Building A and the parking garage, and second phase of seventeen months for Building B. These phases may be separated by a few months or several years depending upon market demand. The CEQA analysis (contained in the initial study and represented in Chapter 4, Traffic and Circulation of this EIR) assumes one phase of construction. The assumption represents a reasonable worst case analysis of potential Project impacts with respect to the level of intensity on the site at any given time. 23 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 12 SITE DEMOLITION AND PREPARATION Site demolition and preparation would follow the same process regardless of whether the Project is constructed in one or two phases and would require approximately three months to complete. Site demolition of the building and preparation would be estimated to start in January occurred in December, 2013. Removal of the remaining building pads and construction of the Project The applicant’s contractor would require the contractor to mobilize the site upon confirmation that PG&E has disconnected the utility services. by installing a jobsite trailer. would be located on the site. An approved Stormwater Pollution and Protection Plan (SWPPP) would be implemented to provide erosion control measures. A temporary construction site fence would be was erected during demolition. During removal of the remaining building pads and construction of the Project, this time additional site characterization would be conducted to assess the oil staining inside the building. A licensed hazardous materials contractor would be on site to conduct the work. Up to five workers would be on site during this process, which would take approximately a week. Two hydraulic excavators and two skid steer bobcat loaders would start the be used during all building demolition processes. Site characterization would be completed during the building pad demolition phase, and if needed a remediation plan developed and approved by the City (as advisory and informational) through the San Mateo County Department of Environmental Health (see Section 3.6.D, below for additional information). One water truck would be on site at all times to minimize construction dust and reclaimed water would be applied to disturbed areas a minimum of twice daily. Approximately seven workers would be involved with the demolition process. Approximately twenty-five to thirty hauling trucks would enter and exit the site daily to off haul waste debris. This process would take approximately one month. Approximately three weeks would be required to remove the underground utilities such as plumbing, fire line, storm drain and electrical. Excavators, loaders, and a backhoe would be used to conduct this work effort. Underground utilities for the catch basins and storm drains would need to be reworked to conform to civil drawings and grade elevations. Approximately five workers would be on site for this work, which will take approximately one to two weeks. Upon completion of the storm drain and catch basin surveying, staking would begin to set the grade and grade the site in accordance with the civil drawings. Existing soil and baserock would be graded in accordance with the civil drawings. One piece of equipment and one to three workers would be on site during the grading process. Site grading is estimated to take approximately one to two weeks. Temporary above-ground irrigation would be installed by one to three workers for the hydroseeding. Subsequently hydroseeding would occur and require two to three workers and approximately one week to complete. 24 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 13 CONSTRUCTION7 The following describes a reasonable schedule for construction in two phases and in one phase. Construction is dependent upon market demand and therefore could be delayed substantially. The demolition schedule would be the same for either construction schedule. ONE PHASE CONSTRUCTION Under the one-phase construction schedule, site characterization requirements would follow the same protocols for the depth and extent of loose fill. Site improvements for suitable, compacted fill would follow recommendations of the structural engineer. Any site remediation would follow the protocol identified in Section 3.6.D below. Similarly, testing and analysis of ground water conditions would determine the proper approach to address any perched and/or static groundwater. Construction of Building A and the parking structure would precede construction of Building B. Construction of Building A is estimated to start in late 2016 May or June, 2013. Building B would be constructed after Building A, with construction starting approximately five weeks later. in July, 2013. The completion of the parking structure and exterior shells of Buildings A and B is estimated to occur in early 2017 March, 2014. Core and tenant improvements for Buildings A and B are estimated to be complete in late 2017 July, 2014, for an overall construction period of slightly more than one year. TWO PHASE CONSTRUCTION If construction proceeds in two phases, Building A on the northeast corner of the Project site and the parking structure would be constructed first, with Building B on the southeast corner of the site to follow in Phase 2. CONSTRUCTION PHASE 1: Following building demolition, potholing would be performed to determine both the depth and extent of fill on the site at various locations. Additional geotechnical site characterization would be performed by potholing with a backhoe at various locations to determine the depth and extents of fill (Cleary Associates, Cotton Shires Associates). The work would be performed over a week’s time. Structural fill and compaction work would be done according to recommendations of the structural engineer as reviewed and approved by Cotton Shires Associates. Groundwater conditions would be examined at this time, monitored and dewatering of the site could occur, if required. Substantial completion of the parking structure and exterior shell of Building A would be estimated for December, 20136 with core and tenant improvements estimated to be completed in early 20137. CONSTRUCTION PHASE 2: Commencement of construction of Building B is projected to follow the completion of Building A by two months, with an estimated starting date in July, 2014 early 2017. Potholing, fill analysis and sampling of groundwater would follow the 7 The estimated start and completion times for construction are illustrative and should be construed as to provide an overall schedule of events. Actual start times would likely vary depending on market conditions. Therefore, it is not certain that construction would commence in a particular month but it is reasonably foreseeable that the length of time to complete the phases of construction would be as shown with minor variations. 25 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 14 same procedures as Phase 1, if relevant. The exterior shell of Building B would be estimated to be completed in June, late 20157. Core and tenant improvements would be estimated to be completed in early 20158. 3.6 ENVIRONMENTAL MEASURES INCORPORATED INTO THE PROJECT The following measures, or their equivalent, are proposed as part of the Project, are shown on the architectural drawings (sheet P.A.1.1a), in application materials and identified in the initial study for the Project (Appendix). These measures are in addition to the City’s standard requirements identified in Chapter 1 of the initial study save for Air Quality items 1-3 and are designed to reduce the environmental affect of the Project. A. AIR QUALITY AND GREEN HOUSE GAS - EMISSION REDUCTION MEASURES 1) BASIC AND EXPANDED FUGITIVE DUST EMISSIONS REDUCTION MEASURES. The construction contractor shall reduce construction-related air pollutant emissions by implementing BAAQMD’s basic and expanded fugitive dust control measures. Therefore, the Project shall include the following requirements in construction contracts:  All exposed surfaces (e.g., parking areas, staging areas, soil piles, graded areas, and unpaved access roads) shall be watered two times per day.  All haul trucks transporting soil, sand, or other loose material off site shall be covered.  All visible mud or dirt track-out onto adjacent public roads shall be removed using wet power vacuum street sweepers at least once per day. The use of dry power sweeping is prohibited.  All vehicle speeds on unpaved roads shall be limited to 15 miles per hour.  All roadways, driveways, and sidewalks to be paved shall be completed as soon as possible. Building pads shall be laid as soon as possible after grading unless seeding or soil binders are used.  A publically visible sign shall be posted with the telephone number and person to contact at the Lead Agency regarding dust complaints. This person shall respond and take corrective action with 48 hours. The Air District’s phone number shall also be visible to ensure compliance with applicable regulations.  All excavation, grading, and/or demolition activities shall be suspended when average wind speeds exceed 20 mph. [Occurs less than three percent of the year.]  All exposed surfaces (during grading and construction) shall be watered at a frequency adequate to maintain minimum soil moisture of 12 percent. Moisture content will be verified by lab samples or moisture probe at two locations on the Project site.  Vegetative ground cover (e.g., fast-germinating native grass seed) or other plants that offer dust mitigation measures shall be planted in disturbed areas as soon as possible and watered appropriately until vegetation is established. 26 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 15  The simultaneous occurrence of excavation, grading, and ground- disturbing construction activities on the same area at any one time shall be limited. To the extent feasible, activities shall be phased to reduce the amount of disturbed surfaces at any one time.  All trucks and equipment, including their tires, shall be washed off prior to leaving the site.  Sandbags or other erosion control measures shall be installed to prevent silt runoff to public roadways from sites with a slope greater than one (1) percent. 2) BASIC AND EXPANDED EXHAUST EMISSIONS REDUCTION MEASURES. The construction contractor shall implement the following measures during construction to reduce construction-related exhaust emissions:  Idling times shall be minimized either by shutting equipment off when not in use or reducing the maximum idling time for off-road equipment to two (2) minutes and for on-road equipment to five (5) minutes. Clear signage shall be provided for construction workers at all access points.  All construction equipment shall be maintained and properly tuned in accordance with manufacturer’s specifications. All equipment shall be checked by a certified mechanic and determined to be running in proper condition prior to operation.  All construction equipment, diesel trucks and generators shall be equipped with Best Available Control Technology for emission reductions of NOx and PM to the maximum extent feasible. To this end, all generators and air compressors used on site shall be electric. All on road trucks used onsite shall be Year Model 2007 or better. Propane or LNG-fueled booms and scissor lifts shall be used.  Tier 2 or better for 20 percent of horsepower-hours of off-road diesel equipment shall be used during construction and 65 percent of horsepower hours during demolition.  All contractors shall, to the maximum extent feasible, use equipment that meets the ARB’s most recent certification for off-road heavy duty diesel engines.  No onsite grinding, crushing or shredding of asphalt or debris shall occur onsite.  Potential future measures that achieve the same or better performance criteria shall be submitted to the City for review and approval prior to initiating any changes.  Applicant shall provide the City and Genentech with a list of and schedule for demolition, grading and construction equipment and activities.  A construction superintendent shall be on site during all demolition, grading and construction activities to enforce these regulations. 3) COMPLIANCE WITH BAAQMD REGULATION 11, RULE 2 DURING DEMOLITION. Demolition of existing buildings and structures would be subject to BAAQMD Regulation 11, Rule 2 (Asbestos Demolition, Renovation, and Manufacturing). 27 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 16 BAAQMD Regulation 11, Rule 2 is intended to limit asbestos emissions from demolition or renovation of structures and the associated disturbance of asbestos- containing waste material generated or handled during these activities. The rule requires the notification of BAAQMD of any regulated renovation or demolition activity. This notification includes a description of structures and methods utilized to determine whether asbestos-containing materials are potentially present. All asbestos-containing material found on the site must be removed prior to demolition or renovation activity in accordance with BAAQMD Regulation 11, Rule 2, including specific requirements for surveying, notification, removal, and disposal of material containing asbestos. 4) COMPLIANCE WITH BAAQMD REGULATION 8, RULE 3 FOR ARCHITECTURAL COATINGS. Emissions of volatile organic compounds (VOC) due to the use of architectural coatings are regulated by the limits contained in Regulation 8: Organic Compounds, Rule 3: Architectural Coatings (Rule 8-3). Rule 8-3 was recently revised to include more stringent VOC limit requirements. The revised VOC architectural coating limits, which became effective on January 1, 2011, are projected to result in a 32 percent reduction of VOC emissions in the Bay Area associated with architectural coating applications. B. TRANSPORTATION AND GREEN HOUSE GAS REDUCTION MEASURES The applicant proposes a Transportation Demand Management Program (TDM Program) (475 Eccles Avenue Transportation Demand Management Program, Fehr & Peers, October, 2011). The TDM Program is aimed at a 30 percent mode shift compared to projects that do not include a TDM, to qualify for a 1.0 FAR. The TDM Program is required by law to be reviewed by the City and modified by the Applicant as required by the City to meet the mode shift requirements. Performance audits are also required. The Applicant proposes the following measures, at a minimum, for the TDM Program: 1. Bicycle Parking (racks for visitors and sheltered bicycle parking for employees). 2. Shower and locker facilities (in lease agreement). 3. Preferential Carpool and Vanpool Parking. 4. Passenger loading zones for carpool and vanpool drop-off. 5. Pedestrian Connections. 6. TDM coordinator (in lease agreement). 7. Carpool/Vanpool Matching services (TDM coordinator responsibility). 8. Guaranteed ride home (through Traffic Congestion Relief Alliance). 9. Information Board for TDM Program (in lease agreement). 10. Promotional programs including new employee orientation and TDM Programs (TDM coordinator responsibility). 11. Shuttle bus service to Caltrain, and BART, SSF Ferry and downtown Dasher, coordinated with Alliance (TDM coordinator responsibility.) 12. Membership in Peninsula Traffic Congestion Relief Alliance. 13. Subsidized Transit Tickets 28 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 17 14. Flexible Work Hours 15. On-Site Vanpool Program 16. Video Conference Center 17. Subsidized park and ride costs at transit stations C. CONSTRUCTION AND OPERATIONAL DESIGN ELEMENTS ADDRESSING ENVIRONMENTAL SUSTAINABILITY The LEED design and construction strategies that have been integrated into the planning documents include: 1. The use of a previously developed site without impacts associated with endangered species, flood plain, and adjacency to wetlands or bodies of water. 2. The Project will document and remediate asbestos previous to demolition. 3. A TDM Program that includes the use of public/privates shuttles providing access to major public transportation hubs. In addition to the requirements for bike parking the Project will include shower/changing room amenities for bike users. 4. The Project will provide adequate preferred parking for low-emitting and alternative fuel vehicles. The Project will provide fewer parking spaces than those referenced in local zoning requirements. 5. The Project provides more than 20 percent of the total site area in open space. More than 50 percent of all parking will be under cover to reduce heat island effects for site surfaces. 6. The Project has developed tenant design and construction guidelines including recommendations and requirements for tenant improvements. 7. Indoor plumbing fixtures within the core and shell design and those required by the tenant scope of work will achieve greater than a 30 percent water use reduction. 8. Site landscape and irrigation equipment will provide irrigation efficiencies greater than 50 percent reduction from a standard summer baseline. 9. The Project will provide fundamental and enhanced commissioning (Cx) of MEP energy systems, including a requirement for tenant improvement Enhanced Cx and a 10 month post-occupancy return to verify equipment warranty and operational efficiencies. Current energy model targets anticipate a greater than 15% reduction in energy compared to Title 24 and ASHRAE 90.1. Base building and tenant improvement mechanical and food service equipment will be required to comply with enhanced refrigerant management requirements. The Project will provide adequate areas for the collection and storage of recyclables, and tenants will be required to implement desk-side recycling. 10. The Project has developed a Construction Waste Management plan that targets at least 75% diversion of landfill waste, with a goal of 95% diversion. The Project has integrated requirements into planning specifications and plans to target a greater than 20% recycled and regional content (by cost) in all building materials for the project. The Project will target a greater than 50 percent FSC certified wood content (by cost) in all new wood building materials for the project. 11. The Project will require, and require tenants, all materials installed within the vapor barrier of the Project to comply with LEED/CalGreen VOC & CARB requirements, and specifically contain no-added urea-formaldehyde (NAUF) 29 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 18 products. The Project will conduct, and require tenants to conduct, and Indoor Air Quality Management Plan for Construction Activities that requires contractors to comply with SMACNA IAQ guidelines for best practices during construction. D. SITE REMEDIATION FOR ASBESTOS, LEAD BASED PAINTS AND RECOGNIZED ENVIRONMENTAL CONDITIONS The Applicant will, as indicated on the plans and application materials, remove lead based paints and has already removed much of the asbestos containing materials in the building (Certificate of Job Completion, Professional Asbestos and Lead Services, Inc., March-April, 2012, see Appendix A). During Project demolition of the building in December 2013, minor amounts of asbestos would be were removed as electrical equipment iswas removed providing access to the location of the material. During the Phase 1 Environmental Site Assessment (URS, July 2012) one potential sump was observed on the Project site during the site reconnaissance. The potential sump is on the warehouse floor, and was obstructed with a metal cover. The cover was coated with significant oil staining. Subsequent to the site reconnaissance, facility personnel attempted to remove the cover and photograph the area below. There was an additional metal cover present below that could not be removed. This metal cover was also stained with oil, and the area below could not be assessed. As noted above, this area would be characterized during demolition activities. The Applicant as shown on the plans will conduct the following remediation which is largely standard procedure. The work would be done during the demolition and site preparation phase of the Project. TABLE 3.2 HAZARDOUS MATERIALS REMEDIATION MEASURES Media Material(s) Approach Vault/pit interior concrete Investigation All  Mobilize equipment to remove metal cover  Inspect interior concrete for the presence of liquid or significant staining and integrity of the concrete.  Collect sample of any liquid material present or concrete chip sample. Soil - Investigation All  If staining/liquid are present and concrete is in poor condition soil sampling should be conducted.  Apply for boring permit from the San Mateo County Environmental Health Department (SMCEHD).  Advance one soil boring below the pit using a direct push drill rig to 20 feet below ground surface.  Collect soil samples at 1, 5, 10 and 20 feet bgs.  Analyze samples for VOCs, total petroleum hydrocarbons, semi volatile organic compounds (SVOCs) PCBs, and metals.  Report results to the SMCEHD and consult for remediation requirements.  Remediation of contaminated soils can be completed during the demolition stage of the Project. 30 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 19 Media Material(s) Approach Soil Remediation (ex- situ) Fuels  Reuse on Site (if concentration is less than 100 ppm).  Haul and Dispose at appropriate landfill.  Capping and vapor barrier.  Treat on site (see below). Soil Remediation (ex-situ) VOCs (gasoline fuels, solvents)  Consult the SMCEHD for requirements.  Haul and Dispose.  Aeration – requires a notification to BAAQMD, daily volumes are limited.  Vapor Stripping – apply vacuum system to covered piles, notify BAAQMD.  Bioremediation - apply bio-treatment materials, moisture and “work” soil piles.  Thermal Desorption – various vendors provide mobile treatment units.  Capping and vapor barrier. Soil Remediation (ex-situ) Inorganics (metals)  Consult BAAQMD and SMCEHD for requirements.  Haul and Dispose.  Chemical Stabilization.  Sorting – reduce waste volume by screening to target contaminant particle size. Soil Remediation (in-situ) VOCs  Consult SMCEHD for requirements.  Soil Vapor Extraction – apply vacuum to vapor wells, notify BAAQMD.  In-situ chemical oxidation.  In-Situ Vitrification – use electricity to melt waste and surrounding soils. Soil Remediation (in-situ) SVOCs  Consult SMCEHD for requirements.  Bioremediation – saturate soils with bio-treatment materials.  Chemical Stabilization – saturate soils with chemicals to immobilize contaminants.  In-Situ Vitrification.  Capping . Groundwater - Investigation All  If contaminants are detected in the 20 foot below ground surface soil sample an additional boring should be completed to groundwater.  Analyze sample for contaminants detected in soil.  Report results to the SMCEHD and consult on remedial alternatives. Groundwater Remediation VOCs  Consult BAAQMD and SMCEHD for requirements.  Pump and Treat – pump from wells, treat and discharge treated water.  Air Sparging – inject air to volatilize contaminants and create aerobic groundwater conditions suitable for natural bioremediation. Generally applied in conjunction with Soil Vapor Extraction to control released volatiles.  Bioremediation – inject bio-treatment materials into affected groundwater.  Chemical Oxidation – inject oxidation chemicals into affected groundwater. Groundwater Remediation SVOCs  Consult BAAQMD for requirements.  Pump and Treat. 31 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 20 Media Material(s) Approach (continued)  Bioremediation.  Chemical Oxidation. Groundwater Remediation Inorganics  Consult BAAQMD for requirements.  Pump and Treat.  Chemical Immobilization – inject chemicals to precipitate or chemically fix contaminants to soil particles. The Project submittals note that a Licensed General Contractor with Hazardous Substance Removal Certification from the State of California will inspect and remove the electrical equipment. The qualifications of the contractor will be noted on the plans submitted to the City for issuance of a demolition permit. 32 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 21 MODIFICATIONS TO THE INITIAL STUDY CONTAINED IN APPENDIX A OF THE DEIR. 3.3 AIR QUALITY Environmental Factors and Focused Questions for Determination of Environmental Impact Potentially Significant Impact Less Than Significant with Mitigation Less Than Significant Impact No Impact III . AIR QUALITY — Where available, the significance criteria established by the applicable air quality management or air pollution control district may be relied upon to make the following determinations. Would the Project: a) Conflict with or obstruct implementation of the applicable air quality plan? X b) Violate any air quality standard or contribute substantially to an existing or projected air quality violation? X c) Result in a cumulatively considerable net increase of any criteria pollutant for which the project region is non-attainment under an applicable federal or state ambient air quality standard (including releasing emissions, which exceed quantitative thresholds for ozone precursors)? X d) Expose sensitive receptors to substantial pollutant concentrations? X e) Create objectionable odors affecting a substantial number of people? X PAGE 3-19 OF THE INITIAL STUDY THROUGH 3-21 IS MODIFIED AS FOLLOWS: d) Impacts to Sensitive Receptors Significance Criteria: The significance of impact to sensitive receptors is dependent on the chance of contracting cancer from exposure to toxic air contaminants (TACs) such as DPM or of having adverse health effects from exposure to non-carcinogenic TACs. A project is considered to be significant if the incremental cancer risk at a receptor exceeds 10 in a million. Three child care centers are located in the Project area: 599 Gateway Boulevard 0.3 miles (1,760 feet) southwest; 444 Allerton Avenue 0.4 miles (1,320 feet) southeast; and 850 Gateway Boulevard 125 feet northwest of the Project site on the Gateway Business Park Campus. Therefore there is one sensitive receptor located within a 0.25 mile radius of the Project site. Residential land uses are approximately 33 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 22 2,400 feet (0.45 miles) to the east (west of Route 101). There are no sensitive receptors located within a 0.25 mile radius of the Project site. For cumulative analysis of cancer risk, BAAQMD recommends that the risks from all sources within a 1,000 foot radius of the source or receptor be assessed and compared to a cumulative increased risk threshold of 100 in one million. The non-cancer hazard index significance threshold of 1.0 is defined in the BAAQMD CEQA Air Quality Guidelines. For cumulative analysis of non-cancer hazard index, BAAQMD requires that the hazards from all sources within a 1,000 foot radius of the source or receptor be assessed and compared to a cumulative hazard index threshold of 10. The BAAQMD has established a separate significance threshold for PM2.5 to protect public health as emissions of PM2.5 are associated with health risks. For individual projects, the BAAQMD significant threshold for PM2.5 impacts is an average annual increase of 0.3 µg/m3. For cumulative analysis, BAAQMD recommends that the PM2.5 concentrations from all sources within a 1,000 foot radius of the receptor be assessed and compared to a cumulative threshold of an average annual increase of 0.8 µg/m3. CANCER RISK Cancer risk is defined as the lifetime probability of developing cancer from exposure to carcinogenic substances. Cancer risks are expressed as the chances in one million of contracting cancer, for example, ten cancer cases among one million people exposed. Following Health Risk Assessment (HRA) guidelines established by California Office of Environmental Health Hazard Assessment (OEHHA) and BAAQMD’s Health Risk Screening Analysis Guidelines, incremental cancer risks were calculated by applying toxicity factors to modeled TAC concentrations in order to determine the inhalation dose (milligrams per kilogram of body weight per day [mg/kg-day]). See Appendix A for details concerning the methodology, assumptions, and basis of calculation for the cancer risks. CONSTRUCTION RELATED IMPACTS As a result of construction activities (with implementation of the measures the City requires by law and the Tier 2 measures or their equivalent proposed by the Project), the unmitigated maximum cancer risk for a residential-adult receptor would be 0.04 per million and for a residential-child would be 0.44 per million. The unmitigated maximum cancer risk for a school child (day care) receptor would be 0.03 8.2 per million based upon the construction schedule provided by the Applicant which assumes demolition within a year and construction following approximately two years later, 2015 through 16. Thus, the unmitigated cancer risk due to construction activities is below the BAAQMD threshold of 10 per million and would be less than significant. OPERATIONAL RELATED IMPACTS The maximum cancer risks from the Project operations for a residential-adult receptor would be 0.41 per million and for a residential-child would be 0.44 per million with 34 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 23 implementation of the measures the City requires by law. The maximum cancer risk from the Project operations for a school child (day care) receptor would be 0.046 per million. Thus, the health impacts from Project operations would be below the BAAQMD threshold of 10 per million and less than significant. NON-CANCER HEALTH IMPACTS Both acute (short-term) and chronic (long-term) adverse health impacts unrelated to cancer are measured against a hazard index (HI), which is defined as the ratio of the predicted incremental exposure concentration from the Project to a published reference exposure level (REL) that could cause adverse health effects. The RELs are published by OEHHA based on epidemiological research. The ratio (referred to as the Hazard Quotient [HQ]) of each non-carcinogenic substance that affects a certain organ system is added to produce an overall HI for that organ system. The overall HI is calculated for each organ system. If the overall HI for the highest-impacted organ system is greater than 1.0, then the impact is considered to be significant. The chronic reference exposure level for DPM was established by the California OEHHA as 5 g/m3. There is no acute REL for DPM. However, diesel exhaust does contain acrolein and other compounds, which do have an acute REL. Based on BAAQMD’s DPM speciation data acrolein emissions are approximately 1.3 percent of the total DPM emissions. The acute REL for acrolein was established by the California OEHHA8 as 2.5 g/m3. See Appendix A for details concerning the methodology, assumptions, and basis of calculation for the health index. The Project’s chronic HI for DPM would be less than 0.03 for a residential receptor and 0.02 for a school child (day care) receptor. The chronic HI for DPM would be below the BAAQMD threshold of 1 and the impact of the Project would therefore be less than significant. The Project’s acute HI for acrolein would be less than 0.01 at all receptors. The acute HI for acrolein would be below the BAAQMD threshold of 1 and the impact of the Project would therefore be less than significant. PM2.5 CONCENTRATION Dispersion modeling was also used to estimate exposure of sensitive receptors to Project- related concentrations of PM2.5. Because emissions of PM2.5 are associated with health risks the BAAQMD has established a separate significance threshold to protect public health. The BAAQMD guidance requires inclusion of PM2.5 exhaust emissions only in this analysis (i.e., fugitive dust emissions are addressed under BAAQMD dust control measures and are required by law to be implemented into Project construction, see Introduction, Chapter 1, Section 1.5.2). The unmitigated maximum annual PM2.5 concentration as a result of Project construction would be less than 0.01 µg/m3 for a residential 8 California Office of Environmental Health Hazards Assessment Toxicity Criteria Database, 2010. http://www.oehha.ca.gov//. 35 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 24 receptor and 0.07 µg/m3 for a school child (day care) receptor. The annual PM2.5 concentration due to implementation of the Project would be below the BAAQMD threshold of 0.3 µg/m3, and hence is considered less than significant. CUMULATIVE IMPACTS The BAAQMD’s CEQA Air Quality Guidelines include standards and methods for determining the significance of cumulative health risk impacts. The method for determining cumulative health risk requires the addition of the health risks from permitted sources and major roadways in the vicinity of a project (i.e., within a 1,000-foot radius of the source, also considered the zone of influence for a health risk analysis), then adding the health risks of the Project impacts to determine whether the cumulative health risk thresholds are exceeded. BAAQMD has developed a geo-referenced database of permitted emissions sources throughout the San Francisco Bay Area, and has developed the Stationary Source Risk & Hazard Analysis Tool (dated May, 2011) for estimating cumulative health risks from permitted sources. Five permitted sources are located within 1,000 feet of the Project. BAAQMD has also developed a geo-referenced database of roadways throughout the San Francisco Bay Area and has developed the Highway Screening Analysis Tool (dated May 2011) for estimating cumulative health risks from roadways. BAAQMD CEQA Air Quality Guidelines also require the inclusion of surface streets within 1,000 feet of the project with annual average daily traffic (AADT) of 10,000 or greater9. No nearby roadways meet the criteria. Air Quality Table 5 lists the BAAQMD-permitted facility and major roadways within 1,000 feet of the Project. Air Quality Table 5 also shows the cumulative cancer risk, hazard impact, and PM2.5 concentrations (in µg/m3) associated with these facilities (developed by BAAQMD), as well as the Project. The cumulative impacts are below the BAAQMD significance thresholds. Secondly, given that the Project would not result in increased health impacts exceeding the Project-level thresholds, the Project would also not result in a cumulatively considerable contribution to localized health risk and hazard impacts, resulting in a less than significant cumulative air quality impact. AIR QUALITY TABLE 5 CUMULATIVE IMPACTS Site # Facility Type Address Cancer Risk Hazard Impact PM2.5 Concentration 13861 City of SSF Water Quality Plant 955 Gateway Blvd 0.99 <0.01 <0.01 17664 Gallo 440 Forbes Blvd <0.01 <0.01 <0.01 13778 UPS Supply Chain Solutions 455 Forbes Blvd 2.1 <0.01 <0.01 19547 Chamberlin Associates 200 Oyster Point Blvd 8.5 0.003 0.027 9 BAAQMD County Surface Street Screening Tables, May 2011 and CEHTP Traffic Linkage Service Demonstration, http://www.ehib.org/traffic_tool.jsp 36 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 25 Site # Facility Type Address Cancer Risk Hazard Impact PM2.5 Concentration 18885 Chamberlin Associates 180 Oyster Point Blvd. 1.7 0.001 0.0053 Permitted Sources Total 13.3 <0.01 0.03 Proposed Project 0.44 8.2 0.03 <0.01 0.07 Grand Total 13.7 21.5 0.03 0.03 0.13 Significance Thresholds 100 10 0.3 Significant Impact? No No No 37 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 26 3.7 HAZARDS AND HAZARDOUS MATERIALS THE HAZARDS AND HAZARDOUS MATERIALS CHECKLIST ON PAGE 3-45 OF THE INITIAL STUDY IS REVISED AS FOLLOWS: Environmental Factors and Focused Questions for Determination of Environmental Impact Potentially Significant Impact Less Than Significant with Mitigation Less Than Significant Impact No Impact VIII. HAZARDS AND HAZARDOUS MATERIALS — Would the Project: a) Create a significant hazard to the public or the environment through the routine transport, use, or disposal of hazardous materials? X b) Create a significant hazard to the public or the environment through reasonably foreseeable upset and accident conditions involving the release of hazardous materials into the environment? X c) Emit hazardous emissions or handle hazardous or acutely hazardous materials, substances, or waste within one-quarter mile of an existing or proposed school? X X d) Be located on a site which is included on a list of hazardous materials sites compiled pursuant to Government Code Section 65962.5 and, as a result, would it create a significant hazard to the public or the environment? X e) For a Project located within an airport land use plan or, where such a plan has not been adopted, within two miles of a public airport or public use airport, would the Project result in a safety hazard for people residing or working in the Project area? X f) For a Project within the vicinity of a private airstrip, would the Project result in a safety hazard for people residing or working in the Project area? X g) Impair implementation of or physically interfere with an adopted emergency response plan or emergency evacuation plan? X h) Expose people or structures to a significant risk of loss, injury or death involving wildland fires, including where wildlands are adjacent to urbanized areas or where residences are intermixed with wildlands? X PAGE 3-54 OF THE INITIAL STUDY IS REVISED AS FOLLOWS: c) and d) Hazardous Materials Presence 38 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 27 Significance Criteria: The Project would have a significant environmental impact if it were to emit hazardous emissions or handle hazardous or acutely hazardous materials, substances, or waste within a quarter mile of an existing or proposed school, or if it was located on a site which is included on a list of hazardous materials sites compiled pursuant to Government Code Section 65962.5 (“Cortese List”). There are no existing or proposed schools or day care centers or facilities within a quarter mile of the Project site. There is one day care facility approximately 125 feet northwest of the Project at 850 Gateway Boulevard. The Project site is not listed on the Department of Toxic Substances Control’s Cortese List (California Department of Toxic Substance Control, http://www.dtsc.ca.gov/database/Calsites/Cortese_List.cfm and Phase I). As noted in the Setting Section further assessment would be conducted at the site during demolition activities to determine the presence and/or extent of potential environmental contamination associated with the small area of concrete staining inside the building. The investigation would include removal of the metal cover on the vault/sump and inspection of the interior for the presence of oil or oil staining. The integrity of the concrete in the vault would also be evaluated along with the extent of the staining. Further investigation, in the form of subsurface drilling, could be required to assess if there was a release to the subsurface if there is significant staining beyond that on the surface of the concrete vault and/or there are any issues with the concrete integrity (i.e., if the concrete is damaged and has allowed the staining to progress beyond surface areas). The work is required by law to comply with the local, state and federal laws outlined in the Setting Section. The Applicant acknowledges these requirements and identifies them as part of the Project as described in Chapter 2 Project Description. The procedures and permitting requirements identified as part of the Project are designed to reduce the potential impacts associated with the handling, storage, transport and removal of toxic and hazardous substances. The Project would have a less than significant impact with respect to exposure from the emission or handling of hazardous materials or wastes on schools or day care facilities because the Project will comply with the stated procedures and permitting requirements and because the Project site is not listed on the Cortese List. HAZARDS AND HAZARDOUS MATERIALS FINDING ON PAGE 3-55, PARAGRAPH 2 IS REVISED AS FOLLOWS: Finding: There are no existing or proposed schools or day care centers or facilities within a quarter mile of the Project site. There is one day care facility approximately 125 feet northwest of the Project at 850 Gateway Boulevard. The work is required by law to comply with the local, state and federal laws outlined in the Setting Section. The Applicant acknowledges these requirements and identifies them as part of the Project as described in Chapter 2 Project Description. The procedures and permitting requirements identified as part of the Project are designed to reduce the 39 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 28 potential impacts associated with the handling, storage, transport and removal of toxic and hazardous substances. The Project would have a less than significant impact with respect to exposure from the emission or handling of hazardous materials or wastes on schools because the Project will comply with the stated procedures and permitting requirements and because the Project site is not listed on the Cortese List. 3.12 NOISE Environmental Factors and Focused Questions for Determination of Environmental Impact Potentially Significant Impact Less Than Significant with Mitigation Less Than Significant Impact No Impact XII. NOISE — Would the Project: a) Exposure of persons to or generation of noise levels in excess of standards established in the local general plan or noise ordinance, or applicable standards of other agencies? X b) Exposure of persons to or generation of excessive groundborne vibration or groundborne noise levels? X c) A substantial permanent increase in ambient noise levels in the Project vicinity above levels existing without the Project? X d) A substantial temporary or periodic increase in ambient noise levels in the Project vicinity above levels existing without the Project? X e) For a Project located within an airport land use plan or, where such a plan has not been adopted, within two miles of a public airport or public use airport, would the Project expose people residing or working in the Project area to excessive noise levels? X f) For a Project within the vicinity of a private airstrip, would the Project expose people residing or working in the Project area to excessive noise levels? X PAGE 3-67 PARAGRAPH 1 OF THE INITIAL STUDY IS REVISED AS FOLLOWS: Residential, schools, child care facilities and convalescent facilities are typically considered noise sensitive land uses. The closest sensitive receptor to the site is a day care facility approximately 125 feet northwest of the Project at 850 Gateway Boulevard. There are two child care centers located more than 0.25 miles away; one at 599 Gateway Boulevard 0.3 miles (1,760 feet) from the site and one at 444 Allerton Avenue 0.4 miles (1,320 feet) from the site. Residential land uses are approximately 2,400 feet (0.45 miles) to the east 40 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 29 (west of Route 101). There are no sensitive receptors located within a 0.25 mile radius of the Project site. IMPACTS a – d) Exposure of Persons to or Generation of Noise Levels in Excess of Standards, Exposure of Persons to or Generation of Excessive Groundborne Noise Levels, a Substantial Temporary or Permanent Increase in Ambient Noise Levels in the Project Vicinity above Levels Existing Without the Project. Significance Criteria: The Project would have a significant environmental impact if it were to result in exposure of persons to or generation of noise levels in excess of standards established in the South San Francisco General Plan or the City’s Noise Ordinance. Page 3-68 paragraph 4 is revised as follows: Some grading activities, such as the times a hoe ram is in use, would result in the most intrusive level of sound generated by the Project. The closest land uses to the Project are industrial buildings south and north of the Project. Both of these buildings are 50 feet from the property line of the Project to the face of the buildings.10 Exterior noise levels at these two receptors would be approximately 90 dB for a short period of time (approximately 20 percent) when a hoe ram is used during grading. This activity would be intermittent during the first two months of work on the Project site. Interior sound levels would attenuate approximately 20 dB or to 70 dB, Leq.11 Exterior sound levels reaching the closest sensitive receptor, the child care facility at 850 Gateway Boulevard on Allerton Avenue 1,320 125 feet northwest of the Project, would reach 77 dB during the noisiest phases of Project grading. Therefore, during outdoor play time, a non-noise sensitive activity, exterior sound levels would reach 77 dB at the day care play area. Sound reaching the interior of the day care facility would be expected to attenuate 20-25 dB with doors and windows closed. This attenuation factor is assumed for the day care facility as it is newer construction without operable windows; therefore the maximum attenuation of 25 dB would be expected to be achieved bringing the interior ambient noise levels to approximately 52 dB. Classroom environments are typically between 55-60 dB (National Assessments of Noise Control Officials, Office of the Scientific Assistant, Office of Noise Abatement and Control, 1979, revised 1981. U.S. Environmental Protection Agency). Therefore, 52 dB resulting from Project construction would be lower than a typical classroom environment, and would be considered acceptable. attenuate to background levels; due to the distance as well as the building envelope. Addition of paragraph 5 on page 3-63 is as follows: 10 The noise impacts are very conservative in that the analysis is from the Project property line and do not assume additional attenuation as the work moves further into the interior of the site providing additional attenuation. 11 Another industrial building is located 120 feet east and across Eccles Avenue from the site. Interior noise levels would attenuate approximately 32 dB to approximately 60 dB. The analysis focuses on the worst case exposure which is the two closest buildings. 41 FINAL EIR-475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA MODIFICATIONS TO PROJECT DESCRIPTION AND INITIAL STUDY FEBRUARY, 2016 CHAPTER 2-PAGE 30 South San Francisco Municipal Code Section 8.32.050(d) identifies 90 dB, Lmax as the maximum sound level permitted at a property line. Grading operations may exceed this standard by 1 dB (ENVIRON, 2013). The Chief Building Official may grant an exception to the standard. The Project area does afford opportunity for attenuation given the soft surfaces to the west and northwest of the site and given that the surrounding buildings are sparsely placed reducing the potential for reflection and intensification of sound levels. The 1 dB potential sound level exceedance is considered less than significant. Addition and modification of paragraph one on page 3-69 and Finding on page 3-70 is as follows: Construction related interior noise levels would be approximately 10-15 dB less than those experienced during grading. Construction noise levels would also attenuate as the activity moves into the interior of the site, as building shells are erected blocking line of sight, and as quieter activities occur. Demolition and construction related noise impacts would be considered a less than significant because the 1) noise associated with grading operations would not be a continuous noise source during an eight hour day and would be expected to be complete within two months; 2) industrial land uses are considered less noise sensitive and are permitted in an environment up to 75 dB which assumes a continuous noise exposure and conditionally permitted in an environment up to 85 dB; 3) the land uses in the area are conducted indoors which affords a 20 dB noise reduction in addition to noise attenuation due to distance from the source; and 4) outdoor land uses such as deliveries, walking to and from a vehicle, loading and unloading operations are infrequent and intermittent which would by nature not expose people to excessive amounts of noise; 5) exterior noise exposure received at the day care facility would reach 77 dB during outdoor play time, a non-noise sensitive land use activity. During noise-sensitive activities, conducted inside the building, noise levels would be expected to attenuate 20-25 dB (to 52-57 dB) requisite for learning, conversing.; and 6) South San Francisco Municipal Code Section 8.32.050(d) identifies 90 dB, Lmax as the maximum sound level permitted at a property line. Grading operations may exceed this standard by 1 dB. The Chief Building Official may grant an exception to the standard. The Project area does afford opportunity for attenuation given the soft surfaces to the west and northwest of the site and given that the surrounding buildings are sparsely placed reducing the potential for reflection and intensification of sound levels. The 1 dB potential sound level exceedance is considered less than significant. 2606336.1 42 Attachment A Liberty Gold Letter – 11/14/12 43 LIBERTY GOLD FRUIT COMPANY, INC. 500 Eccles Avenue, South San Francisco, California 94080 Mailing address: P.O. Box 2187, South San Francisco, California 94083 Telephone: (650) 583-4700 Fax: (650) 583-4770 November 28, 2012 Billy Gross, Associate Planner City of South San Francisco 315 Maple Avenue South San Francisco, Ca 94080 RE: PROJECT PROPOSED 475 ECCLES AVENUE EIR REPORT Dear Mr. Gross, Liberty Gold Fruit Co. Inc. is located at 500 Eccles Avenue, across from the intended project at 475 Eccles Avenue. Surprisingly we are not mentioned in the NOP which on page 2-3 describes the properties adjacent to the project. The site currently has 276 parking places. But since the building at 475 Eccles has been vacant for a number of years, in effect the site behaves as if it has zero parking places. In addition there are other buildings on the street that are either empty or under-utilitized. Even so, at day’s end, there is a significant line of cars on Eccles Avenue waiting to cross onto Oyster Point Blvd. and down onto Highway 101. Eccles Avenue, just 40 feet wide, was designed to service a corridor of buildings which were mainly warehouse or warehouse/office with a relatively low density of employees. We who live on Eccles Avenue (when you spend most of your daylight hours at a workplace, you are a resident) have not been subjected to the traffic load currently legally approved for this short street for some years. Were all of the parking spaces currently in existence on Eccles Avenue utilized, it would be patently evident that the proposal of adding a total of 432 parking spaces would be an unacceptable burden to all of us on Eccles Avenue. Before the planning commission and the city council approve any projects on Eccles Avenue, 44 LIBERTY GOLD FRUIT COMPANY, INC. 500 Eccles Avenue, South San Francisco, California 94080 Mailing address: P.O. Box 2187, South San Francisco, California 94083 Telephone: (650) 583-4700 Fax: (650) 583-4770 Eccles Avenue needs a separate traffic study to consider the traffic flow with all the current parking spaces utilized. In recent years, a number of additional car trips have been added to the Oyster Point Blvd corridor, to the point where this street is already jammed up at times with vehicles. That exists even with Eccles Avenue’s diminished present vehicle traffic. If Eccles Avenue was fully utilized the traffic on Oyster Point Blvd would be significantly degraded. Furthermore in studying Oyster Point Blvd, one has to add the effect of filling the empty buildings on the north side of Oyster Point Blvd., and the new building that are to come on the empty land near the Oyster Point Blvd/Highway 101 interchange. Given current conditions, we request that the new project be limited to the same number of spaces now approved for the property – 276 parking spaces. An employee load beyond that number should be accommodated with a parking site having a separate access to highway 101 and shuttle bus service from that site to 475 Eccles Avenue. It’s easy to grant new developments and more car traffic when the grantor is not impacted by the decision. Please make your decision as if City Hall was located on either Eccles Avenue or Oyster Point Blvd. That’s only fair to those of us here now. Sincerely, Thomas Battat President 45 Attachment B Caltrans Letter – 12/14/12 46 Sent By: CALTRANS TRANSPORTATIO PLANNING; 510 286 5560; .. :.:: .::.�:·.::·,:.. . . . ... ,, . ,, •' :·:·.·:· .. :'.· .. :,.:::.,:· .. : .. S'l'AmcircAUfcmNHYSJNi.1S.·�-ss�iit�i1wAND .. umi�¢:@rwr;·i·.·.: .. ·.·.·.· .. · DEPAl�}tM�Nr:OF·�s�tllt�ATi6�: ·· .. l i fGRAND AVENUE · . . .. .· .... P. O.BOX236� .·. .. . .·. . .. Dec-13-12 12:03PM; ,•, .... ··· .... ' • ' ... '' : ,• Page 1/1 OAKLAND, CA .. 9:4623.-0660· . . . · . ·: ·. ·.. . PHONE· :(SlO) 286:.:60:53 ·.. . ·. . : :. . F� '(510) 286·5559· · . · · .. . .··.::.. .. . I •.• . .·na yurir pow"err·· ·Jle �nerfiy ejfit:Umt! .... TJ'Y 711 ·· .. Decembet.· 14, 2ot2 . · . . . .. ·.Mt. Billy Grt>s� ·.: · .. '.." ... :: . ._: : ·.: ··.·: · .' . · ·C.jty ·of South S�ii·Fraru:isco .. ' ·· ... . ·· J>lanning'Divisio� .. . . . · · .·.· _ .. 315 Maple Avenue· ·:: · ·:.:.·.· ·.-.... ·_. · ... · .: . ·.South San Francisco. CA:94083-·. : . · . .'. . . . · Dear Mr. Gross: · . · .. ·· , . · ·· · · · ·. · · .·· .··SMl01471 . .. . : ·· · . SM-101·�22..1. . .. . : · · .. 'SCH#201208'2.l01 · ·.. . ... ..· , ....... · .... . : ·.4fs·Ec��·Av-u�·�:i:���·���t�/,�;�·a��:._';:. :.: .. · ·.·· ·· · · ..... :niank_you foi:··�d�ti�u1�:��i�ii�lit�a:ri�cntor·Tr���i6n.(c��) iri :the·· .. ·.. . en'Viromnen.talreviewp�: fpr·ijie":aij)·ve' project; 'l'ht. "followingt:0mriiciits are based on the Dratl .... . -:Envin>nrnen1al Imp!ict R� (DEIR); ... .'i. · .. ... ·: :-r�p �·��-ti�� )i�fri�::+tbi�··i��::$1�{T@:q��ti9,n;· W,liC.:.4.�fZ:,.: · ·.· ·. . . . . .... . · Acoorcling fo. the 'In;stitute:<?f.'T:�r.tafi.on.En.gineers,.Trip Generation·:g!h Edition, the trip vqltmies 'in . · · .. · .. ··T:abfo .. }9,are.under�e.stith�?Peak;�.bips·for.�.20lS.AM:(P�Ysbould'be 243(22) and.year· . . "2035 AM.(PM}22S(2l4)-i_P�e:ctmfiiiti,-your·rnunbers· and correct ·�s· neees�uy. . . . . • ', ' ... · .'·M.tt�non·:� ��:4� :E#�tfu�\y,th·:�fui��.·-�tsi:··act. 3;· page··4�39 · · · · · . . . . : .. :.· . ... . .. . . · Please piovide·.measlires· to.:ifiitigatethc:'c�cess·it'4ffic.f.'v<Jlumes 'on the· 300-foot southbound. left-tum. . . . . pock.et ofthe Airport·Briulevard/Grimd Avenue-intersection to accommodate the Existing Plns Project '.. · ·. ·... :t,raffic queu�. o'f.3 3'7:..feet.. ·.: :': . · . . · · · · . . . · · .. F�ir"S�are � Plc��·�toJ��·i dol� �·Ioi'tlle'la,i;::�e fecf��ti�. . .. . . . .. . ',,, . : Pi�se.feeJ.ftee·t<i·cal�.'>t:;� ... San�-���� :at (Sin}.622-.:l� :or san4ti finegan@dot:�;g�v: �ith : ..any question.s regardibg·ffii:s. letter. ·· · · · · ··Since�ly, . .... .. . ,'•, .. . .' :ERiI{At1�( A1Ct>'. -: ... · ........ ,, . · .. . ....... . . .. . .. . . . .· · Distriet' Branch: Chief.· .. .' .. · ... .' . . · .. . . . :;. : ... : . . . . . . · · · : . · . . Local. Devc.topme�� -'-:·��gcivernttJentatR.�lv... ·. _: .· . ·:· .. ':.: . . .. . .. ,, ... ...... . . ,,, . .... ,, .·. c:. ..... . . .. . . . .. · .. •, · ..... :'.·�·�;tJ.��� .. ��;,��.J:� caiifomta·� . . .. • . . ' . . ......... ,'· · .. :· ··. ·�: .... : .. : .. · .. :, . . ... . . · . ·. ·. : .. · . . . . .. .. . ... .... . It' o �:•, '� ,, ' ,, ' ... , • . . �· . . . . .. : ,:.,' ::·: _::. .... ,, ..... , ..... : ·. : ; ... · .. .'•. . . .. . ... . . . . . . . .........,' 47 Attachment C Liberty Gold and Caltrans Response to Comments 48 Response to Comments 475 Eccles Avenue, South San Francisco, CA Page 1 of 2 RESPONSE TO COMMENTS 475 ECCLES AVENUE DRAFT ENVIRONMENTAL IMPACT REPORT (DEIR) DECEMBER 19, 2012 The 475 Eccles DEIR was circulated for public review (SC#: 2012082101) from October 31, through December 14, 2012. Two comment letters were received on the document and the responses are contained in the following. LIBERTY GOLD NOVEMBER 28, 2012 LETTER Response 1. It is acknowledged that Liberty Gold is adjacent to the Project site. Thank you for your comment. Response 2. It is acknowledged that there is existing congestion during the peak commute periods along Oyster Point Boulevard and at the Oyster Point Boulevard/US101 interchange. Significant additional developments are proposed by the City in the East of 101 area as well as numerous roadway improvements along Oyster Point Boulevard, including a turn lane for additional capacity at the Oyster Point Boulevard/Eccles Boulevard intersection. The 475 Eccles Draft EIR has evaluated traffic conditions for year 2015 and year 2035 horizons, both with and without the 475 Eccles project. This includes full utilization of all businesses along Eccles Avenue. As detailed in the EIR, there are a few locations that are projected to experience unacceptable operation by 2015 (with or without the 475 Eccles project) and a larger number are projected to experience unacceptable operation by 2035 (again, with or without the 475 Eccles project). Unacceptable operation is expected at some locations (primarily at the US101 freeway interchanges), even with all planned circulation system improvements that are considered feasible by the City and Caltrans. These locations have been fully disclosed in the EIR in conjunction with statements that no mitigation is considered feasible to provide acceptable commute peak hour operation. Decision makers will take this comment and the traffic conditions and projections into consideration when evaluating the Project. CALTRANS DECEMBER 14, 2012 LETTER Response 1-Trip Generation. The trip generation rates used to determine 475 Eccles trip generation were developed using Institute of Transportation Engineers (ITE) fitted curve rates from Trip Generation, 8th Edition, 2008. The fitted curve rates were not applied assuming the 475 Eccles project was an isolated development. Rather, it was considered part of a more than 7+ million square foot R&D development in the area to the East of the 101 freeway in South San Francisco. The use of a further 20 percent reduction in peak hour trip rates for 2015 conditions and a 25 percent reduction for 2035 conditions due to a City- mandated significant Transportation Demand Management (TDM) program were also determined to be appropriate, as the City traffic model calibration process for this area found that resultant existing condition trip rates needed to be well below what would be projected by applying fitted curve equations to total local area development in conjunction 49 Response to Comments 475 Eccles Avenue, South San Francisco, CA Page 2 of 2 with additional 20 to 25 percent reductions due to TDM measures. Since the project area is already generating peak hour traffic well below “average” ITE trip rates, future trip rates would only be expected to reduce further as area freeway and surface street congestion increases. Response 2-Existing “With Project” Impacts at Airport Boulevard/Grand Avenue Intersection. Due to the project’s minor AM peak hour impact to the left turn movement on the Airport Boulevard southbound approach to Grand Avenue (2 vehicles added), signal timing adjustments would eliminate any additional queuing while still maintaining an acceptable level of service (LOS D – 40.1 seconds control delay). Response 3-Fair Share. The City of South San Francisco will identify the exact Fair Share dollar amount required to be paid during the Building Permit process, when the ultimate ratio of office/R&D square footage will be determined. 2041657.1 50 Attachment D November, 2015 Letter from Applicant with ENVIRON Air Quality and Noise Analysis 51 52 53 54 BioMed Realty, L.P. 17190 Bernardo Center Drive • San Diego , California 92128 Phone: {858) 485 -9840 • Facsimile: (858) 485 -9843 475 Eccles Demolition and Construction September 6, 2013 BioMed Realty is planning to demolish the building at 475 Eccles and construct a new life science campus consisting of two buildings that together would comprise 262,287 square feet, a five-level parking structure and surface parking. This report documents the analysis that indicates there will be no significant increase in health risks to the children at the Genetech Daycare Center located at 850 Gateway Boulevard, and no significant noise impacts. This report also provides general information about the project that parents may find useful. Demolition and Construction Plans Demolition of the 475 Eccles building is projected to occur over a four-week period in the Fall of 2013. We then anticipate a lull at this site of several years, during which time we will be conducting demolition and construction of another project at 800 and 1000 Gateway Boulevard. 1• Our estimate for construction at 475 Eccles is that it will start in the Fall of 2016, and continue for approximately two years. The details of the demolition and construction are contained in the attached site logistics plan (Attachment 1). Construction vehicles will access the site from Eccles Avenue, and the truck route is along Eccles as well. This arrangement puts the construction traffic on the opposite side of the construction site from the Genentech daycare facility. The new buildings that are proposed are depicted in Attachment 2. Health Risk Assessment BioMed had a Health Risk Assessment performed by ENVIRON, one of the most respect air quality firms in California. The report that resulted from this analysis is attached (Attachment 3). This report confirms that no significant increases in health risks are projected for the Eccles project. The study used conservative assumptions (summarized in items 1 -7 below) and determined that the measures BioMed is planning to implement will ensure there are no significant health risk impacts. 1. The analysis assumes that children are at the daycare for 12 hours per day for 245 weekdays per year, and therefore assumes each child is exposed to the full extent of emissions. We understand that many children are present for less time. 1 The demolition and construction work we intend to perform for 800 and 1000 Gateway is addressed in a separate report. Neither the demolition or construction periods of the two projects are expected to overlap, which will help ensure that the daycare children do not experience emissions from both projects at once. 55 2. The analysis assumes that a child would arrive at the daycare center at the age of 6 weeks and stay continuously until age 6. Two scenarios were analyzed; one captured the longest projected exposure such a child might face (an infant entering daycare at the start of demolition in Fall2013 staying through age 4Y2), and the second captured the most intense level of projected emissions (an infant entering daycare at the start of construction and staying through the projected 24-month construction period, with all construction emissions concentrated into that period). 3. ENVIRON assumed all children stayed outside all day. We understand that, though windows and doors are often kept open at the daycare center, the children are in fact inside for several hours during the day, which would reduce exposure levels. 4. The analysis employs an air dispersion model recommended by the U.S. Environmental Protection ~gency, with meteorological data collected at the San Francisco International Airport. This model is designed to be health protective, i.e., it predicts a conservatively high level of concentrations of pollutants at the daycare. 5. The analysis assumes that demolition and construction activities would occupy a full eight-hour work day, five days a week, without accounting for the short days and holiday breaks that are common in the construction industry. 6. ENVIRON used data from the actual equipment and practices BioMed's demolition contractor will use for the demolition phase and similar equipment we intend to require our contractors to use for the construction phase, rather than allowing use of more common, but older and more polluting equipment or engines. 7. The analysis is based on data regarding the amount of onsite idling time that is typical for construction vehicles statewide, though we intend to prevent onsite idling to the maximum extend feasible for all onsite engines for on-road equipment. (As noted below, BioMed intends to limit off-road equipment located on site to 2-minute idling times, and that 2-minute idling limitation was incorporated into the analysis.) Even with these conservative (i.e., health protective) assumptions, the analysis demonstrates that the Eccles project is not projected to create significant health risk increases. This is due in large part to the protective measures we intend to employ. These measures are as follows: • Compliance with all of the Bay Area Air Quality Management District's recommended construction mitigation measures, which are set forth in Appendix D of ENVIRON's report. • Limit all off-road construction equipment to 2 minute idling while onsite. • Electrify all generators and air compressors • Model Year 2007 or better onroad trucks • Propane or LNG-fueled boom and scissor lifts -2- 56 475 Eccles Logistics Plan 7/29/13 475 Eccles Site Logistics & Demolition Summary-7/29/2013 Restrictions: The restrictions identified in the Environ Sensitive Receptors Air Quality and Noise Technical Analysis will be adhered to throughout the demolition phase. Schedule: The demolition activities will be completed in approximately 4 weeks Mobilization: The mobilization consists of the delivery of work trucks, demolition equipment and other small tools required for the demolition of the building. Demolition Equipment includes: • PC 360 2012 tier 4 hydraulic excavator • PC 450 2011 tier 3 hydraulic excavator • PC 600 2006 tier 3 hydraulic excavator • 863 Bobcat skid steer tier 2 loader • 2,000 gal. water truck 2006 tier 2 Site Logistics and Management: The demolition of the building will begin at approximately 120' from the southeast building corner as depicted in the attached Site logistics Plan. The demolition of the building structure will generally be performed on the existing concrete floor slab. The east parking lot will be used for incoming and outgoing vehicular traffic. Demolition: The demolition contractor will remove sections of the roof structure first and then will remove sections of the adjacent concrete walls. Once sections of the building have been demolished and are on the concrete floor slab, the components will be sorted. The concrete walls will be broken down as minimally required to remove the reinforcing bars and miscellaneous metals. The sorted materials will be loaded onto hauling trucks. The hauling trucks will drive up on to the concrete floor slab for loading. Watering of the building structure and demolished components will continue throughout the demolition and will adhere to the BAAQMD requirements. 58 Contents Executive Summary 1 Introduction 1.1 Project Understanding 2 Modeling Methodology 2.1 Source Parameters 2.2 Emissions 2.2.1 Construction Equipment Emissions 2.2.2 On-Road Equipment Emissions 2.2.3 Construction Worker Commuting Vehicles 2.3 Receptor Selection 2.4 Modeling Adjustment Factors 3 Risk Characterization Methods 3.1 Exposure Assessment 3.2 Toxicity Assessment 3.3 Cancer Risk Adjustment Factors 3.4 Risk Characterization 3.4.1 Estimation of Cancer Risks Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California Page ES-1 1 1 2 3 4 4 5 8 8 9 10 10 12 13 14 14 3.4.2 Estimation of Chronic Noncancer Hazard Quotients/Indices 15 4 Risk Results 16 5 Noise Analysis 17 5.1 Existing Acoustic Environment 18 5.2 Construction Equipment and Noise Levels 18 5.3 Compliance Assessment 20 5.4 Construction Noise Exemptions 20 5.5 Construction Noise at Child Care Center 20 5.6 Conclusion 21 6 References 22 Contents ENVIRON 63 List of Tables Table 1: Table2: Table 3: Table4a: Table4b: Table 5: Table Sa: Table Sb: Table 7: Table 8: Table 9: List of Figures Figure 1: Figure 2: Figure 3: List of Appendices Appendix A: Appendix 8: Appendix C: Appendix D: Contents Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California Model Selection and Options Source Parameters Construction Equipment Emissions Calculations Methodology Exposure Parameters -Scenario 1 Exposure Parameters -Scenario 2 Carcinogenic Toxicity Values Cancer Risk Adjustment Factors-Scenario 1 Cancer Risk Adjustment Factors-Scenario 2 Noise Level Standards Construction Equipment Summary Table Construction Noise at Nearest Noise Sensitive Receiver Modeled Sources Sensitive Receptors Receptors over 850 Gateway Boulevard Construction Equipment List Construction Emissions Data (electronic files) Air Dispersion Modeling Files (electronic files) BAAQMD Recommended Mitigation Measures ii ENVIRON 64 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California Acronyms and Abbreviations 1Jg/m3: ARB: ASF: AT: BAAQMD: BMR: Cai/EPA: CaiEEMod: CEQA: CNEL: CPF: CRAF: days/year: dBA: DBR: DPM: Draft EIR: ED: EF: ET: FHWA: g/hp-hr: g/mile: g/s: HRA: Ukg-day: lb: LCFS: m: microgram per meter cubed (California) Air Resources Board Age Sensitivity Factor Averaging Time Bay Area Air Quality Management District BioMed Realty chemical concentration in air for chemical i California Environmental Protection Agency California Emissions Estimator Model California Environmental Quality Act Community Noise Exposure Level cancer potency factor cancer risk adjustment factors days per year decibel, A-weighted Daily Breathing Rate diesel particulate matter Draft Environmental Impact Report Exposure Duration Exposure Frequency Exposure Time Federal Highway Administration gram per horsepower-hour gram per mile gram per second Health Risk Assessment Intake Factor, Inhalation liter per kilogram-day pound Low Carbon Fuel Standard meter Acronyms and Abbreviations iii ENVIRON 65 m3/kg-day: m3/L: mg/I.Jg: miles/day: mph: OEHHA: RCNM: SCAQMD: SSFMC: tons/day: TSD: USEPA: g/veh-hr: VMT: meters cubed per kilogram-day meters cubed per liter milligram per microgram miles per day miles per hour Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California Office of Environmental Health Hazard Assessment Roadway Construction Noise Model South Coast Air Quality Management District City of South San Francisco Municipal Code tons per day Technical Support Document United States Environmental Protection Agency grams per vehicle-hour vehicle miles traveled Acronyms and Abbreviations iv ENVIRON 66 Executive Summary Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California ENVIRON International Corporation (ENVIRON) prepared a Health Risk Assessment (HRA) to evaluate risk and hazard impacts posed by the construction of the 475 Eccles Avenue Project to sensitive receptors in the area, including the daycare child receptors at Genentech's Daycare at 850 Gateway Boulevard in South San Francisco, California. The objective of this technical report is to determine whether the construction activity will generate significant air quality, health risk, or noise impacts to children attending the daycare. This report demonstrates that certain restrictions BMR is planning to implement will ensure there are no significant increases in health risks as a result of emissions from the Eccles Project, and notes that if BMR substitutes different restrictions in the future, it must demonstrate to the City that impacts remain less than significant. A likely schedule for the 475 Eccles Project has been established. Buildings are scheduled to be demolished consecutively in the late summer of 2013, with no overlap in subsequent construction periods. ENVIRON also conducted an evaluation of the 800 and 1000 Gateway Boulevard Demolition and Construction Project. This and the 475 Eccles Project are not anticipated to overlap during any construction or demolition period.1 Accordingly, the analysis was conducted and thresholds were applied to each Project individually, based on its respective schedule. How was the analysis conducted? This HRA is based on methodologies that are consistent with Bay Area Air Quality Management District (BAAQMD) methods, California Environmental Protection Agency's (CaiEPA) Office of Environmental Health Hazard Assessment (OEHHA) Hot Spot Guidance and United States Environmental Protection Agency (USEPA) recommendations. Based upon this guidance, we used the latest California Air Resources Board (ARB) and USEPA computer models and OEHHA risk assessment and toxicity information to conservatively estimate the excess lifetime cancer risks and noncancer hazard indices (His) and PM2.s (particulate matter less than 2.5 microns in aerodynamic diameter) concentrations that might be caused by the Project, as experienced by the sensitive receptors at Genentech's 850 Gateway Boulevard daycare center, as well as other nearby sensitive receptors. This modeling is state-of-the-art and is a more accurate and realistic approach to assess the Project's impact on the daycare center than real-time measurements could be, since it is not feasible to measure all emissions caused by a project, nor to distinguish which emissions come from any given source among emissions that would be included in measurements taken at the daycare center. Considering the conservative assumptions built into the modeling and analysis, the impacts predicted are expected to be higher than what is actually experienced at the 1 Demolition for both Eccles and GOP is projected to occur in Q3 of 2013, but the actual days within that quarter that each building is being demolished are not projected to overlap. Executive Summary ES-1 ENVIRON 67 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California daycare. In fact, the BAAQMD describes the methods as "conservative, meaning that the real risks from the source may be lower than the calculations, but it is unlikely they will be higher."2 The results of the HRA were compared with the following May 2011 BAAQMD significance thresholds, which are meant to be health protective for sensitive receptors such as infants and children:3 • An increase in excess lifetime cancer risk level of greater than 10 in one million; • An increase in noncancer (i.e., chronic or acute) hazard indices greater than 1.0; or • An increase in the annual average PM 2 .5 of greater than 0.3 1Jg/m 3 In accordance with BAAQMD CEQA guidelines, this HRA evaluates the impacts of construction emissions from demolition and reconstruction of the 475 Eccles Project on the onsite sensitive receptors (i.e., children attending daycare). This includes all off-road equipment such as excavators, graders, and cranes, as well as on-road trucks, including hauling debris or material to/from the site and water trucks for fugitive dust control. Idling of equipment onsite or queuing to get onsite was also evaluated. Conservative Aspects of the Analysis This analysis is based upon several conservative assumptions. We understand that circumstances that would produce a lower level of impacts are in fact more likely to occur, but used these assumptions to ensure a protective level of analysis. First, we assumed the children are at the daycare for 12 hours per day for 245 days per year, and therefore assumed each child is exposed to the full extent of emissions. We have been advised that in fact many children are not present the full twelve hours of operation . Second, we incorporated breathing rate and cancer risk adjustment factors (CRAFs), as specified by BAAQMD, based on the longest duration a child could stay at the daycare center. We assumed that a child would arrive at the daycare center at the age of 6 weeks and stay continuously until age 6. We understand that it is more common for children to leave the center after a couple of years. To ensure we captured all aspects of the exposure such a child would experience, we analyzed two scenarios. The first scenario captures the longest projected exposure and the second captures the most intense level of projected emissions. • For the first scenario, we assumed a child arrived at the daycare center at age 6 weeks on the first day of demolition and stayed at the daycare center continuously until the projected end of construction, 4.5 years later. The first scenario does not represent a projection of the construction schedule (since BMR is projecting a multi-year break 2 http://www.baaqmd.gov/Divisions/Engineering/Air-Toxics/Frequently-Asked-Questions.aspx (accessed July 2013) 3 A March 2012 Alameda County Superior Court judgment determined that the BAAQMD had failed to evaluate the environmental impacts of the land use development patterns that would result from adoption of the thresholds, and ordered the thresholds set aside . That judgment is currently on appeal; however, the thresholds are backed by a comprehensive study and analysis as documented in Appendix D to the May 2011 BAAQMD CEQA Air Quality Guidelines and are used by the City of South San Francisco in evaluating the 475 Eccles Project. Executive Summary ES-2 ENVIRON 68 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California between demolition and construction) but was analyzed to ensure that the longest exposure period was analyzed. For this first scenario, construction emissions are spread out over a 4.5-year period. • For the second scenario we assumed a child arrived at the center in the third quarter of 2016 (the projected start of construction) and was exposed during an approximately 24- month period of construction, which is the projected construction duration. This second scenario represents exposure to construction emissions concentrated within a 24-month period. Third, as a conservative approach, the HRA assumes outdoor exposure throughout the site, with no attenuation for lower pollutant concentrations when children are inside. As such, the children are assumed to be effectively outside all the time. We understand that, though windows and doors are often kept open, the children are in fact inside for several hours during the day, which would reduce exposure levels. Fourth, we used the USEPA-recommended air dispersion model (AERMOD) with meteorological data collected at the San Francisco International Airport. Using this model with long term wind data collected at a station close to the Project allows us to predict conservative (i.e., higher than expected) concentrations of pollutants at the daycare as USEPA has designed the model to be conservative in predicting ambient air concentrations. However, because the impacts of exposure depend upon continuous, long-term exposure, using long term wind data ensures that all exposure is accounted for over the entire period of exposure, without artificially decreasing (or increasing) exposure due to wind conditions lasting only a few hours or days. Fifth, we assumed construction operates 8 hours per day, five days per week. We understand that in fact construction may operate fewer hours. Sixth, we input data from the actual equipment and practices BMR's demolition contractor will use for the demolition phase and the equipment BMR's usual contractors have indicated they will use for the redevelopment phase. We understand that BMR will require use of this or similar equipment when it solicits proposals for the redevelopment. This ensures that our analysis cannot be undercut by inexpensive contractors who use older, more polluting equipment or engines. In other words, we input default assumptions as modified by the following: 1. Compliance with all BAAQMD recommended construction mitigation measures, which are set forth in Appendix D 2. Limit all offroad trucks to 2 minutes of idling while onsite 3. Electrify all generators 4. Model Year 2007 or better onroad trucks 5. Tier 2 or better for 65% of horsepower-hours of off road diesel equipment during demolition activities and 20% of horsepower-hours during construction activities Executive Summary ES-3 ENVIRON 69 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California 6. During demolition, no onsite grinding, crushing or shredding of asphalt, concrete or debris BMR may propose different means of protecting against health risks, in which case BMR will demonstrate to the satisfaction of the City that the different means also result in no significant impacts. Seventh, for our analysis, we input standard data regarding the time construction vehicles typically idle their engines onsite. However, we understand BMR will be implementing plans to prevent onsite engine idling to the maximum extent feasible. Off-road construction equipment at the Site will be subject to a 2-minute idling limit. Summary of Results With these health-protective measures, this analysis shows no exceedance of health risk thresholds selected by the City of South San Francisco at the 850 Gateway Boulevard Daycare Center, and any other nearby sensitive receptors, for cancer risk, PM2.s concentration, and chronic HI. While noise from construction activity is not regulated at off-site receptors such as the Daycare at 850 Gateway Boulevard, a noise assessment shows that noise levels at the Daycare Center due to construction at 475 Eccles Avenue would be below the Noise Level Standards established for the Gateway Specific Plan District. Construction noise from the redevelopment Project at 475 Eccles Avenue is expected to comply with the noise limits established by the City of South San Francisco Municipal Code. The construction plan represented in this report reflects BMR's current best estimate of anticipated demolition and construction activities. As Project plans for future activities are further delineated, BMR may identify other means by which to meet these standards, in which case BMR would demonstrate that impacts remain less than significant. Executive Summary ES-4 ENVIRON 70 1 Introduction Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California ENVIRON International Corporation (ENVIRON) has conducted an analysis of local risk and hazard impacts associated with the proposed development of 457 Eccles Avenue in South San Francisco, CA ("Project" or "Site"). This analysis shadows the Health Risk Assessment (HRA) performed in the 475 Eccles Avenue Draft Environmental Impact Report (DEIR) (Allison Knapp Wollam Consulting 2012), but includes additional sensitive receptors . This Sensitive Receptors Air Quality Technical Analysis follows the methods described in Appendix A-1 to the DEIR. This analysis aims to be conservative, that is, health protective, so that potential risks are not underestimated. In addition to using the methods of the DEIR, this analysis follows guidance from the Bay Area Air Quality Management District (BAAQMD) California Environmental Quality Act (CEQA) Guidelines (BAAQMD 2012), the California Air Resources Board (ARB), the Office· of Environmental Health Hazard Assessment (OEHHA), and the United States Environmental Protection Agency (USEPA). 1.1 Project Understanding The Project involves demolition of the existing building and construction of a new structure on an approximately 6 .1-acre site in the City of South San Francisco, east of US Route 101. The Project sponsor is BioMed Realty (BMR). Demolition of the project is scheduled to begin in the summer of 2013 . The start date for construction is not expected to be until the third quarter of 2016. Because of the delay in construction start date, the construction was broken up into phases for the purpose of this health risk assessment. The construction plan represented in this report reflects BMR's current best estimate of anticipated demolition and construction activities. As Project plans for Mure activities are further delineated, BMR may identify other means by which to meet these standards, in which case BMR would prepare a revised report demonstrating an equivalent level of protections. Introduction 1 ENVIRON 71 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California 2 Modeling Methodology This Sensitive Receptors Air Quality Technical Analysis follows the methods of the Project DEIR. The same air dispersion model, AERMOD, was selected, and other parameters were selected to match the modeling performed for the DEIR, as shown in Table 1. AERMOD was run with regulatory default options selected . Table 1: Model Selection and Options Parameter Value Selected Description Air dispersion model AERMOD version 12060 Consistent with Project DEIR Meteorological data pre-AERMET version 06341 As processed by Allison Knapp processor Wollam Consulting (2012) Terrain processor AERMAP version 11103 Consistent with Project DEIR and USEPA guidance (2005) Land use type Rural (no urban area) Consistent with Project DEIR Averaging period Annual Consistent with Project DEIR Receptor height 1.8 meters (m) Consistent with Project DEIR Building downwash None Only volume sources were modeled, so building downwash was not considered Meteorological data years 2005 through 2009 Consistent with Project DEIR Meteorological surface data San Francisco International Airport Consistent with Project DEIR Meteorological upper air data Oakland International Airport Consistent with Project DEIR The X/Q ("chi over Q") method of applying emission rates on the post-processing was used for modeling. This means dispersion modeling was conducted using a unit emissions rate of 1 gram per second (g/s) for each emission source. Annual average air concentrations were estimated using the annual dispersion factors calculated from the model and multiplying them by the respective annual average emissions. The following equation was used to estimate the concentrations: -( (zJ J -Qannual X Q Average Concentration annual ; Modeling Methodology 2 ENVIRON 72 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California Table 2: Source Parameters Parameter Value Selected Description "·;' Consthictlon Volume So~n::es Release height 3.05m Consistent with Project DEIR Initial lateral dimension 4.65m Length of a 10-m by 10-m volume source divided by 2.15, as per USEPA guidance (USEPA 2004) Initial vertical dimension 4.15m Consistent with Project DEIR Hours of operation 8 hours daily corresponding to a Based on construction schedule daytime shift provided by Project sponsor Haul Truck, Vendor, and Employee Trip Line Sources Release height 5m SCAQMD2008 Initial lateral dimension 5.58m Consistent with Project DEIR modeling files Length of volume source divided by 2.15, as per USEPA guidance (USEPA 2004). The length of the volume source is based on the width of the roadway. Initial vertical dimension 1.42 m Consistent with Project DEIR modeling files Hours of operation 8 hours daily corresponding to a Based on construction schedule daytime shift provided by Project sponsor 2.2 Emissions As explained in the Hazards Identification section of Appendix A-1 of the DEIR, toxic air contaminant em issions identified for the Project arise from "Off-road equipment and haul trucks during construction activities" and "Employees and delivery operations along nearby roadways and at the facility" (Allison Knapp Wollam Consulting 2012). Consistent with the DEIR, only emissions of diesel particulate matter (DPM) are modeled. Emissions were calculated separately for off-road construction equipment and on-road vehicles as follows. All demolition and construction was presumed to comply with BAAQM D measures, which are set forth in Appendix D. 2.2.1 Construction Equipment Emissions Demolition equipment emissions were estimated from a demolition equipment list provided by BMR and emission factors from USEPA Tier Standards for nonroad compression-ignition engines (USEPA 2013) and ARB Regulation for In-Use Off-Road Diesel Vehicles (ARB 2007). For construction equipment of unknown tier, average emission factors from ARB's 2011 Off- Road Equipment Model (OFFROAD2011) were used. Instead of diesel generator sets, all electric equipment was assumed to be powered with grid electricity. Load factors for each piece Modeling Methodology 4 ENVIRON 74 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California of equipment are based on the default load factor in the OFFROAD2011 model for in-use off- road diesel equipment (ARB 2011 b). At least 20% of total horsepower-hours for non-demolition related construction equipment will meet the Tier 2 standard for its engine size, as confirmed by BMR. As a construction contractor has not yet been chosen, as a conservative measure, we assumed all other equipment are represented by default emission factors from OFFROAD2011. In the demolition fleet, 65% of all equipment horsepower-hours meet at least the Tier 2 engine standards, so this assumption is reasonable for non-demolition construction activity. Additionally, the default OFFROAD2011 emissions factors are representative of the overall offroad equipment fleet in California, not just the construction fleet. Due to their high usage, most construction equipment is replaced more frequently that non-construction equipment, and therefore is expected to be cleaner than the default, state-wide, fleet. In all phases of construction, off-road equipment will not idle for longer than 2 minutes, as confirmed by BMR. Due to the more stringent idling time limitation, a 45% reduction in PM 2 .5 emissions was taken in to account, based on the CEQA Guidelines (BAAQMD 2012). Onsite water truck emissions during the demolition phase were estimated assuming a medium- heavy duty truck (Category T6 in EMFAC2011) operating at an assumed slow speed of 5 miles per hour (mph), and running exhaust emission factors from ARB's Emission FACtor model (EMFAC2011 [ARB 2011 c]). 2.2.2 On-Road Equipment Emissions The on-road sources modeled are haul and vendor trucks. On-road hauling truck emissions were calculated using the total number of trucks estimated by J.M.O'Neilllnc., demolition contractors to BMR, emission factors from EMFAC2011, and an assumed 20-mile one-way trip length (based on the South Coast Air Quality Management District California Emissions Estimator Model [CaiEEMod™] default haul truck trip lengths). The emission factors for running emissions for criteria pollutants were generated with the current version of the EMFAC2011, released on September 30, 2011, and updated in January 2013. This version reflects the emissions benefits of ARB's recent rulemakings including on-road diesel fleet rules, the Pavley Clean Car Standards, and the Low Carbon Fuel Standard (LCFS). The model also includes updated information on California's car and truck fleets and travel activity. Vendor truck emissions were estimated based on the CaiEEMod-generated total number of trips, emission factors from EMFAC2011, and an assumed 7.3-mile one-way trip length (based on the CaiEEMod default trip length). Hauling and vendor trip idling emission factors for criteria pollutants were obtained from the EMFAC2011 Idling Emission Rates database (ARB 2011 d). Idling emissions were estimated assuming 5 minutes of onsite idling time per round trip. Trucks visiting the Site will be subject to the idling limits in the diesel ATCM (California Code of Regulations Title 13 §2485). Diesel-fired on-road equipment will not idle for longer than 5 minutes. The default CaiEEMod fleet mix was Modeling Methodology 5 ENVIRON 75 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California assumed for vendor, and hauling trucks. In addition, it was assumed all hauling and vendor trucks were diesel-fueled. Running emissions reported by the model in units of grams of pollutant emitted per vehicle mile traveled (VMT) were used along with trip length to estimate Project running emissions. Idling emissions reported by the model in units of grams of pollutant emitted per vehicle hour were used along with the total idling time across all vehicle trips to estimate Project idling emissions. The methodology used to calculate emissions is presented in Table 3. Modeling Methodology 6 ENVIRON 76 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue , South San Francisco, California Table 3: Construction Equipment Emissions Calculations Methodology Source Type Methodology and Formula Reference Off-Road Construction Ec = I:(EFc * HP * LF * Hr * C) ARB/USEPA Engine Equipment Standards (ARB 2013) Where : OFFROAD2011 (ARB Ec: off-road equipment exhaust emissions (lb) 2011b) EFc: emission factor (g/hp-hr) from ARB/USEPA Engine standards or OFFROAD2011 emission factors used HP: equipment horsepower provided by BMR or CaiEEMod default value LF : equipment load factor from OFFROAD2011 Hr: equipment hours C: unit conversion factor Construction On-Road ER = I:(EFR * VMT * C), EMFAC2011 (ARB Mobile Sources where VMT = Trip Length * Trip Number 2011c) Exhaust-Running 1 Where: ER: running exhaust emissions (lb) EFR1 : running emission factor (g/mile) from EMFAC2011 VMT: vehicle miles traveled C: unit conversion factor Construction On-Road El = I:(EFI * Idling Time * Trip Number * C) EMFAC2011 (ARB Mobile Sources 2011d) Exhaust-ldling 2 Where: El: vehicle idling emissions (lb) EFI: vehicle idling emission factor (g/veh-hr) from EMFAC2011 C: unit conversion factor Modeling Methodology 7 ENVIRON 77 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California Table 3: Construction Equipment Emissions Calculations Methodology Notes: 1 For hauling diesel trucks: EFR = EFHHDT, where EFHHDT is the emission factor from EMFAC2011 for heavy-heavy duty trucks (T7 single construction in EMFAC2011}, in g/mile. For vendor diesel trucks : EFR = EFMHDT, where EFMHDT is a calculated average emission factor from EMFAC2011 assuming a medium-heavy duty fleet mix (i.e . assuming 50% T6 and 50% T7 single construction in EMFAC2011 }, in g/mile. The calculation involves the following assumptions: a. All material transporting and soil hauling trucks are heavy-heavy duty trucks . All vendor trucks are medium-heavy duty, the default CaiEEMod fleet mix for vendor trips. b. Trip Length : The one-way trip length is 20 miles for hauling trips and 7.3 miles for vendor trips, the default CaiEEMod value. c. Trip Number: J.M.O'Neilllnc., demolition contractor to BMR, provided the number of trips for haul trucks . The number of vendor trips is calculated using CaiEEMod defaults. 2 For hauling diesel trucks: EFI = EFHHDT, where EFHHDT is the emission factor from EMFAC2011 for heavy-heavy duty trucks (T7 single construction in EMFAC2011), in g/veh-hr. For vendor diesel trucks: EFI = EFMHDT, where EFMHDT is a calculated average emission factor from EMFAC2011 assuming a medium-heavy duty fleet mix (i.e. assuming 50% T6 and 50% T7 single construction in EMFAC2011 ), in g/veh-hr. The calculation involves the following assumptions: a. All material transporting and soil hauling trucks are heavy-heavy duty trucks. All vendor trucks are medium-heavy duty, the default CaiEEMod fleet mix for vendor trips . b. Idling Time: Assuming 5 minutes of onsite idling time per roundtrip. c. Trip Number: J.M.O'Neilllnc., demolition contractor to BMR, provided the number of trips for haul trucks . The number of vendor trips is calculated using CaiEEMod defaults. 2.2.3 Construction Worker Commuting Vehicles The number of trips by workers was estimated based on CaiEEMod defaults. Worker trips are assumed to be in gasoline-powered vehicles only. Based on current Project understanding, if Project-generated worker trips were compared to traffic along surrounding roadways, the corresponding health impacts would be de minimis. Therefore, health risk from worker trips was not evaluated in this analysis. 2.3 Receptor Selection In order to evaluate health impacts to offsite receptors, ENVIRON identified receptors at the locations of surrounding sensitive populations, including any adult daycare centers, child care centers, infant centers, and foster family agencies. A grid of potential receptors at the Genentech Daycare Center, located at 850 Gateway Boulevard, as well as other sensitive receptors were also modeled within the "zone of influence." Boundary and grid receptors at the Daycare Center were modeled with 5 m spacing. A default breathing height of 1.8 meters was used for ground-floor receptors, consistent with the analysis presented in the DEIR. As discussed previously, average annual dispersion factors were estimated for each receptor locations. Modeled receptors are shown in Figures 2 and 3. The types of receptors in the area are discussed in more detail in Section 3.1. Modeling Methodology 8 ENVIRON 78 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California The closest sensitive receptor to the Project is the daycare center located at 850 Gateway Boulevard in South San Francisco, California. This is the maximally affected sensitive receptor in this study. Other identified sensitive receptors were found to have impacts from the Project that are lower than the impacts at the 850 Gateway Boulevard Daycare Center. 2.4 Modeling Adjustment Factors Cai/EPA (2003) recommends applying an adjustment factor to the annual average concentration modeled assuming continuous emissions (i.e., 24 hours per day, 7 days per week), when the actual emissions are less than 24 hours per day and exposures are concurrent with construction activities occurring at the Project. The modeling adjustment factors are discussed below. Residents are assumed to be exposed to construction emissions 24 hours per day, seven days per week. This assumption is consistent with the modeled annual average air concentration (24 hours per day, 7 days per week). Thus, the annual average concentration need not be adjusted. The modeled construction impacts were annualized over 24 hours per day, seven days per week. To account for a daycare center operation schedule of 12 hours per day, five days per week ([24 hours/12 hours]*[7 days/5 days]), an adjustment factor of 2.8 was applied to the annual average modeled concentration used in the evaluation of a daycare child. These concentrations represent the theoretical maximum average concentrations over the operating period to which the offsite daycare children might be exposed. The exposure point concentrations for the daycare child receptors are calculated using the following equation: Ci = Ci.annual x MAF Where: c = Exposure point concentration of chemical i (~g/m 3 ) Ci,annual = Annual average concentration of chemical i (~g/m 3 ) MAF = Modeling adjustment factor (unitless) Modeling Methodology 9 ENVIRON 79 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California ED AT CF = = = Exposure Duration (years) Averaging Time (days) Conversion Factor, 0.001 (m3/L) The chemical intake or dose is estimated by multiplying the inhalation intake factor, IFinh. by the chemical concentration in air, Cj. When coupled with the chemical concentration, this calculation is mathematically equivalent to the dose algorithm given OEHHA Hot Spots guidance (CaVEPA 2003). Table 4a: Exposure Parameters -Scenario 1 Exposure Parameter ~nits Adult Child Day Care Resident Resident Child Daily Breathing Rate (DBR) 1 [Ukg-day] 302 581 581 Exposure Time (ET) 2 [hours/24 hours] 24 24 12 Exposure Frequency (EF) 3 [days/year] 350 350 245 Exposure Duration (ED) 4 [years] 4.5 4.5 4.5 Averaging Time (AT) [days] 25550 25550 25550 Intake Factor, Inhalation (IFinh) [m3 /kg-day] 0.019 0.036 0.013 Equation used: IFinh = DBR * ET * EF *ED* CF I AT CF = 0.001 (m 3/L) Abbreviations : BAAQMD = Bay Area Air Quality Management District kg = kilogram L =Liter m3 = cubic meters Notes: 1. Daily breathing rates reflect default breathing rates from BAAQMD 2010 . 2. Exposure times reflect default exposure times for residents from BAAQMD 2010. Based on information provided by the client, the hours of operation for the daycare center are 6:30 am- 6:30pm. 3. Exposure frequencies reflect default exposure frequencies for residents from BAAQMD 2010. The daycare child receptor is assumed to be at the daycare center while the parents are at work ; 245 days reflects the default exposure frequency for a worker from BAAQMD 2010 . 4. Exposure durations reflect the actual schedule of 4 .5 years for demolition plus project construction. Source: Bay Area Air Quality Management District (BAAQMD). 2010. BAAQMD Air Toxics NSR Program Health Risk Screening Analysis (HRSA) Guidelines. January. Exposure Assessment 11 ENVIRON 81 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California Table 4b: Exposure Parameters -Scenario 2 Exposure Parameter Units Adult Child Day Care Resident Resident Child Daily Breathing Rate (DBR) 1 [Ukg-day] 302 581 581 Exposure Time (ET) 2 [hours/24 hours] 24 24 12 Exposure Frequency (EF) 3 [days/year] 350 350 245 Exposure Duration (ED) 4 [years] 1.5 1.5 1.5 Averaging Time (AT) [day_s] 25550 25550 25550 Intake Factor, Inhalation (IFinh) [m3/kg-day] 0.0062 0 .012 0.0042 Equation used : IFinh = DBR * ET * EF * ED * CF I AT CF = 0.001 (m 3/L) Abbreviations: BAAQMD = Bay Area Air Quality Management District kg= kilogram L =Liter m3 = cubic meters Notes: 1. Daily breathing rates reflect default breathing rates from BAAQMD 2010 . 2. Exposure times reflect default exposure times for residents from BAAQMD 2010. Based on information provided by the client, the hours of operation for the daycare center are 6:30 am- 6:30pm. 3. Exposure frequencies reflect default exposure frequencies for residents from BAAQMD 2010. The daycare child receptor is assumed to be at the daycare center while the parents are at work; 245 days reflects the default exposure frequency for a worker from BAAQMD 2010 . 4. Exposure durations reflect the actual schedule of 1.5 years for project construction . Source: Bay Area Air Quality Management District (BAAQMD). 2010. BAAQMD Air Toxics NSR Program Health Risk Screening Analysis (HRSA) Guidelines. January. 3.2 Toxicity Assessment The toxicity assessment characterizes the relationship between the magnitude of exposure and the nature and magnitude of adverse health effects that may result from such exposure. For purposes of calculating exposure criteria to be used in risk assessments, adverse health effects are classified into two broad categories-cancer and non-cancer endpoints. Toxicity values used to estimate the likelihood of adverse effects occurring in humans at different exposure levels are identified as part of the toxicity assessment component of a risk assessment. For cancer risk and chronic noncancer calculations, ENVIRON used the toxicity values for DPM which are summarized in Table 5. Exposure Assessment 12 ENVIRON 82 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue , South San Francisco, California Table 5: Carcinogenic and Chronic Noncarcinogenic Toxicity Values Analysis Chemical Cancer Potency Chronic Reference Factor Exposure Level Cancer Risk and Chronic HI Diesel PM 1.1 (mglkg-dayr1 5 ~g/m 3 Abbreviations: [mg/kg-day)-1: per milligram per kilogram-day (Jg/m3: micrograms per cubic meter ARB: Air Resources Board HI: Hazard Index OEHHA: Office of Environmental Health Hazard Assessment PM: Particulate Matter Source: California Environmental Protection Agency (Cai/EPA). 2012 . OEHHAIARB Consolidated Table of Approved Risk Assessment Health Values. May 3. 3.3 Cancer Risk Adjustment Factors The estimated excess lifetime cancer risks were adjusted using the age sensitivity factors (ASFs) recommended in the Cai/EPA OEHHA Technical Support Document (TSD) (Cai/EPA 2009) and the cancer risk adjustment factors (CRAFs) recommended by BAAQMD (2010). This approach accounts for an "anticipated special sensitivity to carcinogens" of infants and children. Cancer risk estimates are weighted by a factor of 1 0 for exposures that occur from the third trimester of pregnancy to two years of age and by a factor of three for exposures that occur from two years through 15 years of age. No weighting factor (i.e., an ASF of one, which is equivalent to no adjustment) is applied to ages 16 to 70 years. Table 6a shows the CRAFs used for adult and child residents and daycare children for a construction period lasting approximately 4.5 years in the first scenario. Table 6b shows the CRAFs used for adult and child residents and daycare children for a construction period lasting approximately 1.5 years in the second scenario. Table 6a: Cancer Risk Adjustment Factors -Scenario 1 Receptor Cancer Risk Adjustment Factor (CRAF) Note Resident Adult 1.0 1, 2 Resident Child 6.5 1, 3 Daycare Child 5.9 1, 4 Notes: 1. Based on BAAQMD 2010. 2. A resident adult is assumed to be 16 years old and above. 3. A resident child is assumed to be exposed from the third trimester of pregnancy to 4.25 years of age . 4. Based on information provided by the client, the daycare center accepts children from 6 weeks to 6 years old. Therefore, CRAF for a daycare child is conservatively estimated assuming exposure occurs from age 6 weeks to 4.6 years old. Exposure Assessment 13 ENVIRON 83 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California Abbreviations : BAAQMD: Bay Area Air Quality Management District Sources: Bay Area Air Quality Management District (BAAQMD). 2010. BAAQMD Air Toxics NSR Pro_g_ram Health Risk Screening Analysis lHRSA) Guidelines. January. Table 6b: Cancer Risk Adjustment Factors -Scenario 2 Receptor Cancer Risk Adjustment Factor (CRAF) Note Resident Adult 1.0 1, 2 Resident Child 10 1, 3 Daycare Child 10 1, 4 Notes: 1. Based on BAAQMD 2010. 2. A resident adult is assumed to be 16 years old and above. 3. A resident child is assumed to be exposed at some point from the third trimester of pregnancy to two years old. 4. Based on information provided by the client, the daycare center accepts children from 6 weeks to 6 years old. Therefore, CRAF for a daycare child is conservatively estimated assuming exposure occurs at some point from age 6 weeks to two years old. Abbreviations : BAAQMD: Bay Area Air Quality Management District Sources: Bay Area Air Quality Management District (BAAQMD). 2010. BAAQMD Air Toxics NSR Program Health Risk Screening Analysis (HRSA) Guidelines. January . 3.4 Risk Characterization Risks and hazards associated with the Project fall into two categories, cancer risks and noncancer hazards. Each of these is discussed separately below. 3.4.1 Estimation of Cancer Risks Excess lifetime cancer risks are estimated as the upper-bound incremental probability that an individual will develop cancer over a lifetime as a direct result of exposure to potential carcinogens. The estimated risk is expressed as a unitless probability. The cancer risk attributed to a chemical is calculated by multiplying the chemical intake or dose at the human exchange boundaries (e.g., lungs) by the chemical-specific cancer potency factor (CPF). The equation used to calculate the potential excess lifetime cancer risk for the inhalation pathway is as follows : Riskinh =Ci x CF x IFinh x CPF x CRAF Where: Exposure Assessment 14 ENVIRON 84 Riskinh = ci = CF = IFinh = CPFi = CRAF = Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California Cancer Risk; the incremental probability of an individual developing cancer as a result of inhalation exposure to a particular potential carcinogen (unitless) Annual Average Air Concentration for Chemical i (1Jg/m 3) Conversion Factor (mg/IJg) Intake Factor for Inhalation (m3/kg-day) Cancer Potency Factor for Chemical i (mg chemical/kg body weight-dayr1 Caner Risk Adjustment Factor (unitless) 3.4.2 Estimation of Chronic Noncancer Hazard Quotients/Indices The potential for exposure to result in adverse chronic noncancer effects is evaluated by comparing the estimated annual average air concentration (which is equivalent to the average daily air concentration) to the noncancer chronic reference exposure level (cREL) for each chemical. When calculated for a single chemical, the comparison yields a ratio termed a hazard quotient (HQ). To evaluate the potential for adverse chronic noncancer health effects from simultaneous exposure to multiple chemicals, the HQs for all chemicals are summed, yielding a HI. DPM is the only pollutant evaluated for chronic non-cancer hazard in this HRA; therefore the HQ for DPM is the same as the overall HI. Where: HQ; = HI = ci = cREL; = Exposure Assessment -C,/ -jcREL; HI= LHQ Chronic hazard quotient for chemical i Hazard index Annual average concentration of chemical i (1Jg/m 3 ) Chronic non cancer reference exposure level for chemical i (1Jg/m 3 ) 15 ENVIRON 85 Sensitive Rec;eptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, Cal ifornia 4 Risk Results At the maximally affected sensitive receptor, the Genentech daycare center located at 850 Gateway Boulevard in South San Francisco, California, the cancer risk from Project sources is higher in the second scenario, in which a six-week-old child's exposure to Project construction begins in 2016, with Project building activities. With the default OFFROAD2011 emission factors, impacts are 10.8 in a million (significant), however in light of relatively clean demolition construction fleet it is reasonable to project that at least 20% of the fleet horsepower-hours will be Tier 2 for building construction, so the results will be below 10 in one million. For a six-week-old child whose exposure to Project demolition begins in 2013 (the first scenario), the cancer risk from Project sources is 5.2 in one million . The annual average PM 2 .s concentration at this receptor is 0.073 1Jg/m 3 , and the chronic HI is 0.015. These results are below the thresholds in the BAAQMD 2011 guidance . Results 16 ENVIRON 86 5 Noise Analysis Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California The Project Site is located within the City of South San Francisco, where it is subject to noise rules established by the City of South San Francisco Municipal Code (SSFMC). Chapter 8.32 of the SSFMC identifies noise level standards, allowable increases above these standards, and exemptions or restrictions that are specific to certain types of activities or events. The noise level standards are based on Land Use Categories, as defined by the City's zoning code. The Project is in a "Business Technology Park," and as such is grouped with Land Use Category C- 1. Table 7 summarizes the Noise Level Standards within the SSFMC: Table 7: Noise Level Standards Land Use Category Time Sound Level Limit (decibel, A- weighted [dBA)) R-E, R-1 and R-2 zones or any single-10:00 p.m.-7:00a.m. 50 family or duplex residential in a specific plan district 7:00 a.m.-1 0:00 p.m. 60 R-3 and D-C zones or any multiple-10:00 p.m.-7:00a.m. 55 family residential or mixed residential/commercial in any specific plan district 7:00 a.m.-10:00 p.m. 60 C-1, P-C, Gateway and Oyster Point Marina specific plan districts or any 10:00 p.m .-7:00a.m. 60 commercial use in any specific plan district 7:00 a.m.-1 0:00 p.m . 65 M-1, P-1 Anytime 70 From the South San Francisco Municipal Code, Chapter 8.32, Table 8.32.030, as adapted from "The Model Community Noise Control Ordinance", Office of Noise Control, California Department of Health . As stated in SSFMC 8.32.030, the limits found in Table 7 are not to be exceeded according to the following: • Limit (in Table 7) for a cumulative period of more than 30 minutes in any hour • Limit + 5 dBA for a cumulative period of more than 15 minutes in any hour • Limit + 1 0 dBA for a cumulative period of more than 5 minutes in any hour • Limit + 15 dBA for a cumulative period of more than 1 minute in any hour • Limit + 20 dBA for no period of time In addition to the noise level standards identified in Table 7, Chapter 8.32.050, titled Special Provisions, identifies provisions that relate to noise emitted from events such as performances, Noise Analysis 17 ENVIRON 87 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California vehicle horns, utilities, and construction. SSFMC 8.32.050(d) states that construction is permitted between 8 a.m. and 8 p.m. on weekdays, between 9 a.m. and 8 p.m. on weekends, and between 10 a.m. and 6 p.m. on holidays, provided at least one of the following noise limitations is met: • 8.32.050(d)(1): No individual piece of equipment shall produce a noise level exceeding ninety dB at a distance of twenty-five feet. If the device is housed within a structure or trailer on the property, the measurement shall be made outside the structure at a distance as close to twenty-five feet from the equipment as possible. • 8.32 .050(d)(2): The noise level at any point outside of the property plane of the project shall not exceed ninety dB (Ord. 1088 § 1, 1990) The SSFMC therefore allows for construction noise to exceed to the Noise Level Standards identified in Table 7 provided construction equipment meets the criteria outlined in 8.32.050(d). 5.1 Existing Acoustic Environment The existing acoustic environment in the vicinity of the Project Site is typical of a commercial or light industrial area, where primary noise sources include traffic and light industrial activity. Chapter 9.3 of the South San Francisco General Plan identifies City-wide Community Noise Exposure Levels (CNEL) based on proximity and exposure to roads, rail, and industrial sources. The CNEL is a 24-hour average sound level with a 5-dBA penalty added to sounds between the hours of 7 p.m. and 10 p.m. (evening), and a 10-dBA penalty applied to sounds between the hours of 10 p.m. and 7 a.m. (nighttime). The CNEL is commonly used in the State of California to evaluate noise levels based on the expected human response to noise. Figure 9-2 in Chapter 9.3 of the 1999 South San Francisco General Plan identifies CNEL noise contours (i.e., sound level isopleths) for road, rail, and transit sources throughout the entire City, projected to 2006. The Project Site lies within close proximity to a 60 dBA CNEL contour line. Note that this CNEL value is an estimate only, and is based on projections from 1999 to 2006. Therefore actual levels in 2013 may be higher or lower than 60 dBA CNEL, and will depend on current traffic volumes, road conditions, train activity, intervening structures, and other variables. Regardless, and in lieu of ambient sound level measurements, these data provide a reasonable best guess for estimating existing ambient conditions. 5.2 Construction Equipment and Noise Levels Construction equipment and related noise levels at 475 Eccles Avenue will vary over the life of the Project, as well as within the Site. To estimate sound levels from various equipment within the Site, ENVIRON used the Federal Highway Administration (FHWA) Roadway Construction Noise Model (RCNM). RCNM allows the user to select from a list of construction equipment and identify the distance between the equipment and the receiver. The calculated sound levels are presented as either L1o or Lmax levels. The L1o is the sound level exceeded 10 percent of a given time period, the Lmax is the maximum sound level over the given time period. The Lmax was used in this assessment because it can be compared directly with the SSFMC 8.32.050(d) limits for construction equipment (i.e., the limits identified in SSFMC 8.32.050(d) are interpreted as not-to-be-exceeded, and therefore maximum, noise levels). Noise Analysis 18 ENVIRON 88 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California Table 8 presents a list of equipment expected during construction at the Project Site and sound levels from each type of equipment at 25 feet. Table 8: Construction Equipment Summary Table FHWARCNM SSFMC Construction Sound Level at Construction Equipment Construction 25 feet (dBA) b Noise Limit at 25 feet Equivalent • (dBA) Excavator Excavator 87 Skid Steer Loader Front end loader 85 Water Truck Dump Truck 82 Backhoe Backhoe 84 Street Sweeper Vacuum Street 88 Sweeper Metal Torches Welder/torch 80 Compressors Compressor (air) 84 90 Rubber Tired Dozers Dozer 88 Tractor/Loader/Backhoe Tractor 90 Grader Grader 91 Crane Crane 87 Forklift Front End Loader 85 Pavers Paver 83 Roller Roller 86 Notes: a RCNM does not contain sound levels for all types of construction equipment, and so reasonable/worst-case estimates have been made for equipment specified for the Project where no RCNM values exist b Sound levels reported as Lmax at 25 feet from construction equipment, comparable with the SSFMC construction noise equipment limit in SSFMC 8.23.050(d) Noise Analysis 19 ENVIRON 89 5.3 Compliance Assessment Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California Compliance with the SSFMC construction noise limits was evaluated for all major equipment expected at the Project Site4 • Equipment details were provided by BMR and include types, capacities, and expected duration of use. As shown in Table 8, noise from most Project-related construction equipment is expected to comply with SSFMC construction noise limits. Noise from the grader is predicted to emit sound levels that exceed the SSFMC limit by 1 dBA at 25 feet. This relatively small increase above the SSFMC limit is considered is well within the expected margin of error associated with most noise-prediction tools, including RCNM (typically +/-2 dBA or more). Therefore, construction equipment for the Project is expected to operate within applicable SSFMC noise limit. 5.4 Construction Noise Exemptions SSFMC Section 8.32.060 allows for exceptions to the sound level limits provided in the Code if it can be demonstrated that meeting the sounds level limits is impractical or unreasonable. Such an exemption may be granted for a period of no longer than 6 months. Therefore, should any construction equipment at the Project Site be found to exceed the limits in SSFM 8.32.050(d), and no practical or reasonable means to mitigate is available, the contractor may apply for an exemption to the SSFMC limits. 5.5 Construction Noise at Child Care Center The SSFMC does not require that construction activity comply with the Noise Level Standards at off-site locations. Regardless, an assessment of construction noise was completed for the Genentech 2nd Generation Child Care Center, located approximately 125 feet to the northwest of the Project Site. The Child Care Center is located within the Gateway Specific Plan District, and is therefore subject to the Noise Level Standards for this Land Use Category (i.e., 65 dBA during daytime hours). Table 9 provides a comparison between the approximate highest levels of construction noise predicted at the Child Care Center (77 dBA due to the grader operating at a distance of 125 feet) and the Noise Level Standards at the Child Care Center, including allowable short-term exceedances. The data in Table 9 suggest the source of the highest levels of construction noise (i.e., a grader) must operate for not more than 5 minutes at maximum capacity, at 125 feet from the Child Care Center in order to stay below levels in the SSFMC for C-1 Land Uses. The SSFMC requirements for C-1 Land Uses are not a regulatory standard for Project construction. It is unlikely that construction equipment would operate under this scenario, and as such it is unlikely that the Noise Level Standards at the Child Care Center would be exceeded (i.e., the grader is likely to operate under varying load levels, and throughout the site). This is consistent with the conclusion of the Draft EIR that "grading operations would not be a continuous noise source 4 Major equipment includes large equipment such as those identified in Table 8 . The assessment does not include noise from minor activities such as hammering, etc., that would be expected to emit noise at much lower levels. Noise Analysis 20 ENVIRON 90 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California during an eight hour day." In addition, grading operations "would be expected to be complete within a month" (Allison Knapp Wollam Consulting 2012). It is worth re-stating that construction noise is not subject to the Noise Level Standards during the daytime hours outlined in SSFMC 8.32.050(d). The assessment of construction noise received at the Child Care Center has been completed to demonstrate that sound levels from the Project Site are expected to be within the Noise Level Standards applicable to the Land Use Category at the Child Care Center. Table 9: Construction Noise at Nearest Noise Sensitive Receiver Noise Level Standard -C-1 (dBA) Standard Standard Standard +5 + 10 + 15 Standard Maximum Receiver Daylme (not to be (not to be (not to be +20 Construction Sound Level exceeded exceeded exceeded (not to be Noise Event a Limits (dBA) for more for more for more exceeded at than 15 than 5 than 1 any time) minutes) minutes) minute) Genentech 2nd Generation 65 70 75 80 85 77 Child Care Center Notes: a Maximum construction noise event based on RCNM Lmax calculation of a grader operating at 125 feet 5.6 Conclusion Construction noise from the demolition and redevelopment Project at 475 Eccles Avenue is expected to comply with the noise limits established by the City of South San Francisco Municipal Code. Noise Analysis 21 ENVIRON 91 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California 6 References Allison Knapp Wollam Consulting. 2012. 475 Eccles Avenue, South San Francisco, California, Environmental Impact Report, SCH# 2012082101. October. Available online at: http://ca- southsanfrancisco.civicplus.com/DocumentCenterNiew/4176 . BAAQMD. 2010. Air Taxies NSR Program Health Risk Screening Analysis (HRSA) Guidelines. January. BAAQMD. 2012. California Environmental Quality Act Air Quality Guidelines. Updated May 2012 . Available online at: http://www.baaqmd.gov/-/media/Files/Pianning%20and%20Research/CEQA/BAAQMD%20 CEQA %20Guidelines_Finai_May%202012.ashx?la=en. California Code of Regulations Title 13 §2485. 2009 . Airborne Toxic Control Measure to Limit Diesel-Fueled Commercial Motor Vehicle Idling. California Environmental Protection Agency (Cai/EPA), Office of Environmental Health Hazard Assessment (OEHHA). 1998. Findings of the Scientific Review Panel on The Report on Diesel Exhaust, as adopted at the Panel's April 22, 1998, meeting. Available online at: http://www.arb.ca.gov/toxics/dieseltac/de-fnds.htm. Accessed February 2013 . Cai/EPA. 2003. The Air Taxies Hot Spots Program Guidance Manual for Preparation of Health Risk Assessments. Office of Environmental Health Hazard Assessment. August. Available online at: http://oehha .ca.gov/air/hot_spots/hraguidefinal.html. Accessed February 2013. Cai/EPA. 2009. Technical Support Document for Cancer Potency Factors: Methodologies for Derivation, Listing of Available Values, and Adjustment to Allow for Early Life Stage Exposures. May. Available online at: http:l/oehha.ca.gov/air/hot_spots/2009/TSDCancerPotency.pdf. Accessed February 2013. Cai/EPA. 2012. OEHHA/ARB Consolidated Table of Approved Risk Assessment Health Values. May 3. Available online at: http://www.arb.ca.gov/toxics/healthval/contable.pdf. Accessed February 2013. California Air Resources Board (ARB). 2007. Regulation for In-use Off-road Diesel Vehicles . Available online at: http://www.arb.ca .gov/regact/2007/ordiesl07/frooal . pdf ARB. 2011 a . In-Use Off-Road Diesel Vehicle Regulation. December. Available online at: http://www.arb.ca.gov/msprog/ordiesel/reglanguage.htm and http://www.arb.ca.gov/regact/2010/offroadlsi10/finaloffroadreg .pdf. ARB . 2011 b . Off-Road Diesel Equipment 2011 Inventory Model (OFFROAD2011 ). Available online at: http://www.arb.ca.gov/msei/categories.htm#offroad_motor_vehicles. ARB . 2011 c. EMission FACtors Model, 2011 (EMFAC2011). Available online at: http://www.arb.ca .gov/msei/modeling.htm#emfac2011_web_based_data. ARB. 2011d . EMFAC2011 Idling Emission Rates database. Available online at: http://www.arb.ca.gov/msei/emfac2011_idling_emission_rates.xlsx. References 22 ENVIRON 92 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California South Coast Air Quality Management District (SCAQMD). 2008. Final Localized Significance Threshold Methodology. Available online at: http://www.aqmd.gov/ceqa/handbookllst/Method_final.pdf. Accessed July 2013. United States Environmental Protection Agency (USEPA). 1995. User's Guide for the Industrial Source Complex (ISC3) Dispersion Models . Volume II -Description of Model Algorithms. September. Available at http://www.epa.gov/scram001/userg/regmodlisc3v2.pdf. USEPA. 2002. Health Assessment Document for Diesel Engine Exhaust. National Center for Environmental Assessment, Office of Research and Development, Washington, DC. EPA/600/8-90/057F. May. USEPA. 2004. User's Guide for the AMS/EPA Regulatory Model -AERMOD. EPA-454/8-03- 001. September. Available online at: http://www.epa.gov/scram001/7thconf/aermod/aermodugb.pdf. USEPA. 2005. Guideline on Air Quality Models (Revised). 40 Code of Federal Regulations, Part 51, Appendix W. Office of Air Quality Planning and Standards. November. Available online at: http://www.epa.gov/ttn/scram/guidance/guide/appw_05.pdf. USEPA. 2013. Nonroad Compression-Ignition Engines-Exhaust Emission Standards. Available online at: http://www.epa.gov/otaq/standards/nonroad/nonroadci.htm Accessed July 2013. References 23 ENVIRON 93 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California Figures ENVIRON 94 Appendix A Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California Appendix A Construction Equipment List ENVIRON 98 475 Eccles Avenue Construction Equipment Ust Phase 10 Phase 1 Demolition 1 Demolition 1 Demolition 1 Demolition 1 Demolition 1 Demolition 1 Demolition 1 Demolition r-1 Dem~;;--- 1 Demolition 2 Site Preparation 2 Site Preparation 3 Grading 3 Grading 3 Grading 3 Grading 4 Building Construction 4 Building Construction 4 Building Construction 4 Building Construction l ~ Building Construction Paving __ R= Paving Paving ___ Architectural Coating Project Equipment PC 360 2012 tier 4 hydraulic excavator PC 450 2011 tier 3 hydraulic excavator PC 600 2006 tier 3 hydraulic excavator 863 Bobcat skid steer tier 2 loader Backhoe Street sweeper Bobcat -~c. Equipment (metal torches) Misc. Equipment (metal cut offs) Compressors Rubber Tired Dozers . Tractors/Loaders£!1ackhoes Excavators Graders Rubber Tired Dozers Tractors/Loaders/Backhoes Cranes Forklifts Generator Sets Tractors/loaders/Backhoes ____ Welders Pavers Paving Equipment Rollers Air Compressors OFFROAD OFFROAD Equipment HP HPBin Excavators 257 500 Excavators 345 500 Excavators 385 500 Skid Steer loaders 73 120 Tractors/loaders/Backhoes 75 120 Sweepers/Scrubbers 88 120 Tractors/Loaders/Backhoes 75 120 Other Construction Equipment 46 50 Other Construction Equipment 5 50 Other Construction Equipment 78 120 Rubber Tired Dozers 358 500 Tractors/loaders/Backhoes 75 120 Excavators 157 175 Graders 162 175 Rubber Tired Dozers 358 500 Tractors/Loaders/Backhoes 75 120 Cranes 208 ' 250 Forklifts 149 175 Other Construction Equipment 84 120 Tractors/loaders/Backh ~ 75 120 Other Construction Equipment 46 50 -.~'-- Pavers 89 120 Paving Equipment 82 120 Rollers 84 120 Other Construction Equipment 78 120 TierHP Total calendar Construction Model Unique Bin LF Quantity 1Hours Year Year Scenario Fuel Enllinener DPF ID ID 300 0.382 1 309.3 2013 1 Project Diesel 4 0 Ecdes 1 600 0.382 1 309.3 2013 1 Project Diesel 3 0 Eccles 2 600 0.382 1 309.3 2013 1 Project Diesel 3 0 Eccles 3 75 0.369 2 928 2013 1 Project Diesel 2 0 Eccles 4 100 0.369 2 928 2013 1 Project Diesel OFFROAD 0 Eccles 5 100 0.456 1 464 2013 1 Project Diesel OFFROAD 0 Eccles 6 100 0.369 1 464 2013 1 Project Diesel OFFROAD 0 Eccles 7 50 0.302 1 464 2013 1 Project Diesel OFFROAD 0 Eccles 8 11 0.41S 1 464 2013 1 Project Diesel OFF ROAD 0 Eccles 9 100 0.322 1 464 2013 1 Project Diesel OFF ROAD 0 Eccles 10 600 0.395 3 240 2016 4 Project Diesel 2 0 Eccles 11 100 0.369 4 320 2016 4 Project Diesel 2 0 Eccles 12 175 0.382 1 160 2016 4 Project Diesel 2 0 Ecdes 13 175 0.409 1 160 2016 4 Project Diesel 2 0 Eccles 14 600 0.395 1 160 2016 4 Project Diesel 2 0 Eccles 15 100 0.369 3 480 2016 4 Project Diesel 2 0 Eccles 16 300 0.288 1 1610 2016 4 Project Diesel 2 0 Eccles 17 175 0.201 3 5520 2016 4 Project Diesel 2 0 Eccles 18 100 0.496 1 0 2016 4 Project Electric 2 0 Ecdes 19 100 0.369 3 4830 2016 4 Project Diesel 2 0 Eccles 20 50 0.302 1 1840 2016 4 Project Diesel 2 0 Eccles 21 100 0.415 2 320 2017 5 Project Diesel 2 0 Eccles 22 100 0.355 2 32o 1 2017 5 Project Diesel 2 0 Eccles 23 100 0.375 2 320 2017 5 Project Diesel 2 0 Eccles 24 100 0.322 1 120 I 2017 5 --cJ'r!lj~_ Diesel 2 0 Eccles 2S 99 Appendix B Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California Appendix B Construction Emissions Data (electronic files) ENVIRON 100 Appendix C Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California Appendix C Air Dispersion Modeling Files (electronic files) ENVIRON 101 Appendix D Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California Appendix D BAAQMD-Recommended Mitigation Measures 1 ENVIRON 102 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco, California Mitigation Measures for Fugitive Dust and VOC Control: Consistent with guidance from the BAAQMD, the following specifications are required for control of fugitive dust and volatile organic compound (VOC) emissions: 1. All exposed surfaces (e.g., parking areas, staging areas, soil piles, graded areas, and unpaved access roads) shall be watered two times per day. 2. All haul trucks transporting soil, sand, or other loose material off-site shall be covered. 3. All visible mud or dirt track-out onto adjacent public roads shall be removed using wet power vacuum street sweepers at least once per day. The use of dry power sweeping is prohibited. 4. All vehicle speeds on unpaved roads shall be limited to 15 miles per hour (mph). 5. All roadways, driveways, and sidewalks to be paved shall be completed as soon as possible. Building pads shall be laid as soon as possible after grading unless seeding or soil binders are used. 6. All exposed surfaces shall be watered at a frequency adequate to maintain minimum soil moisture of 12 percent. Moisture content can be verified by lab samples or moisture probe. 7. All excavation, grading, and/or demolition activities shall be suspended when average wind speeds exceed 20 mph. 8. Vegetative ground cover (e.g., fast-germinating native grass seed) or other plants that offer dust mitigation measures shall be planted in disturbed areas as soon as possible and watered appropriately until vegetation is established. 9. The simultaneous occurrence of excavation, grading, and ground-disturbing construction activities on the same area at any one time shall be limited. To the extent feasible, activities shall be phased to reduce the amount of disturbed surfaces at any one time. 10. All trucks and equipment, including their tires, shall be washed off prior to leaving the site. 11. Sandbags or other erosion control measures shall be installed to prevent silt runoff to public roadways from sites with a slope greater than 1 percent. 12 . The project applicant shall post a publicly visible sign with the telephone number and person to contact at the City of South San Francisco regarding dust complaints. This person shall respond and take corrective action within 48 hours. The BAAQMD's phone number shall also be visible to ensure compliance with applicable regulations. 13. Use low VOC (i.e., ROG) coatings beyond the local requirements (i.e., Regulation 8, Rule 3: Architectural Coatings). Appendix D 1 ENVIRON 103 Sensitive Receptors Air Quality and Noise Technical Analysis 475 Eccles Avenue, South San Francisco , California Mitigation Measures for Diesel Exhaust Control: Consistent with guidance from the BAAQMD as well as additional commitments from BMR, the following specifications are required for control of diesel exhaust emissions: 1. All construction equipment shall be maintained and properly tuned in accordance with the manufacturer's specifications. All equipment shall be checked by a certified mechanic and determined to be running in proper condition prior to operation. 2 . Construction equipment idling times shall be minimized either by shutting equipment off when not in use or reducing the maximum idling time to 2 minutes (as opposed to the 5 minutes required by the California airborne taxies control measure Title 13, Section 2485 of California Code of Regulations [CCR]). Clear signage shall be provided for construction workers at all access points. 3. To the maximum extent feasible, all construction equipment, diesel trucks, and generators shall be equipped with Best Available Control Technology for emission reductions of NOx and PM. 4. To the maximum extent feasible, all contractors shall use equipment that meets ARB 's most recent certification standard for off-road heavy duty diesel engines. Appendix D 2 ENVIRON 104 Attachment E KB Engineering Peer Review 105 1 PO Box 365 Indianola, WA 98342 T – 360.265.8111 475 Eccles Avenue Life Sciences Campus Genentech Daycare Center Sensitive Receptor Health Risk Assessment Peer Review September 10, 2013 Background On August 22, 2012 an Initial Study1 was submitted for the 475 Eccles Avenue Life Sciences Campus. The Project involves demolition of the existing building and construction of a new structure on an approximately 6.1-acre site in the City of South San Francisco, east of US Route 101. The Project sponsor is BioMed Realty (BMR). Demolition is scheduled to begin in late 2013. The start date for construction is not expected to be until the third quarter of 2016. As part of the Initial Study a health risk assessment (HRA) was conducted to examine the potential air quality impacts due to construction and operation of the Project. The Initial Study found impacts which were less than significant. However, the analysis did not include the Genentech Daycare Center, located at 850 Gateway Boulevard. On August 28, 2013 a HRA was submitted for the Genentech Daycare Center.2 The HRA for the Genentech Daycare Center was conducted by Environ, in a manner similar to the 475 Eccles Avenue Initial Study (i.e., source characteristics, seasonal emissions, meteorological data, terrain data, etc.). In accordance with Bay Area Air Quality Management Guidance (BAAQMD) CEQA Air Quality Guidelines (dated May 2011) and California Office of Environmental Health Hazard Assessment (OEHHA)3 guidelines, the HRA evaluated the impacts of construction emissions from demolition and construction of the Life Sciences Campus on sensitive receptors (i.e., children attending daycare). This included off-road equipment such as excavators, graders, and cranes, as well as on-road trucks, including hauling debris or material to/from the site and water trucks for fugitive dust control. Idling of equipment onsite or queuing to get onsite was also evaluated. A grid of potential receptors (a total of 231 receptors) at the Genentech Daycare Center was modeled. Boundary and grid receptors at the Genentech Daycare Center were modeled with five meter spacing. Results Two scenarios were considered for children at the Genentech Daycare Center. In the first scenario, a child’s exposure to construction activity at 475 Eccles Avenue begins with the demolition of the site, in 2013. In the second scenario, a child’s exposure to construction activity at 475 Eccles Avenue commences when Project construction begins, in 2016. The results of these scenarios are discussed separately. The following summarizes the Environ results. For scenario 1, the cancer risk from the Project is 5.2 in a million. For scenario 2, potential impacts are 10.8 in a million (greater than the significance threshold of 10). However in light of relatively clean demolition construction fleet it is reasonable to project that at least 20 percent of the fleet horsepower-hours will be Tier 2 1 City of South San Francisco, 475 Eccles Avenue Initial Study, August 22, 2012. 2 Environ, Sensitive Receptors Air Quality and Noise Technical Analysis, 475 Eccles Avenue, August 28, 2013. 3 California Office of Environmental Health Hazards Assessment Air Toxics Hot Spot Program Risk Assessment Guideline, August 2003 and Toxicity Criteria Database, 2010. http://www.oehha.ca.gov/air/hot_spots/index.html. 106 2 PO Box 365 Indianola, WA 98342 T – 360.265.8111 (federal emission standards) for building construction, so the results will be below 10 in a million. The annual average PM2.5 concentration is 0.073 μg/m3 (less than the significance threshold of 0.3 μg/m3), and the chronic Hazard Index (HI) is 0.015 (less than the significance threshold of 1). The results require a set of mitigation measures as documented further in this document. The results have been peer reviewed and conclusions have been verified. The peer review consisted of verifying the modeling inputs, the emission estimates, the analysis methodology, the resultant modeling concentrations, the location of maximum concentrations, and the resultant health impacts. The peer review assessed the health impacts for the Genentech Daycare Center based on the inclusion of the sensitive receptors into the Initial Study analysis as well as verification of the Environ analysis. There were a number of variations between the HRA for the Initial Study and the Environ analysis (e.g., treating the construction activities as an area versus volume sources, use of CALEEMod versus NONROAD2011/EMFAC2011 for emission estimates, data to determine terrain inputs, etc.). These variations affected the results to various degrees. However, the basic conclusions were consistent (i.e., the need for mitigation measures to reduce health impact to less than significant). The following summarizes the results based on the inclusion of the sensitive receptors into the Initial Study analysis. For scenario 1, the cancer risk from the Project is 6.4 in a million and 4.9 in a million (with tier 2 equipment). For scenario 2, the potential impacts are 10.9 in a million (greater than the significance threshold of 10). Assuming a tier 2 fleet for building construction, results are 8.2 in a million (less than significant). The annual average PM2.5 concentration and the chronic HI are less than significant. Thus, based on the emission reduction measures as part of the Project and additional incorporation of tier 2 construction equipment4, the Project would have a less than significant impact on the Genentech Daycare Center. Of note, the HRA models tend to be conservative, both in terms of the estimated exposure and the toxic effects of the substances to which people are exposed; that is, the models tend to overestimate the adverse health impacts. In fact, the BAAQMD describes the methods as “conservative, meaning that the real risks from a source may be lower than the calculations, but it is unlikely the risks will be higher.”5 Emission Reduction Measures The following measures are to be included as part of the Project. These measures are in addition to the City’s standard requirements identified in Initial Study and are designed to reduce the environmental effect of the Project. Mitigation Measures for Fugitive Dust and VOC Control: Consistent with guidance from the BAAQMD, the following specifications are required for control of fugitive dust and volatile organic compound (VOC) emissions: 4 Tier 2 or better for 65 percent of horsepower-hours of off road diesel equipment during demolition activities and 20 percent of horsepower-hours of off road diesel equipment during construction activities. 5 BAAQMD, Frequently Asked Questions - Toxic Air Contaminants, http://www.baaqmd.gov/Divisions/Engineering/Air-Toxics/Frequently-Asked-Questions.aspx 107 3 PO Box 365 Indianola, WA 98342 T – 360.265.8111 1. All exposed surfaces (e.g., parking areas, staging areas, soil piles, graded areas, and unpaved access roads) shall be watered two times per day. 2. All haul trucks transporting soil, sand, or other loose material off-site shall be covered. 3. All visible mud or dirt track-out onto adjacent public roads shall be removed using wet power vacuum street sweepers at least once per day. The use of dry power sweeping is prohibited. 4. All vehicle speeds on unpaved roads shall be limited to 15 miles per hour (mph). 5. All roadways, driveways, and sidewalks to be paved shall be completed as soon as possible. Building pads shall be laid as soon as possible after grading unless seeding or soil binders are used. 6. All exposed surfaces shall be watered at a frequency adequate to maintain minimum soil moisture of 12 percent. Moisture content can be verified by lab samples or moisture probe. 7. All excavation, grading, and/or demolition activities shall be suspended when average wind speeds exceed 20 mph. [Occurs less than three percent of the year.] 8. Vegetative ground cover (e.g., fast-germinating native grass seed) or other plants that offer dust mitigation measures shall be planted in disturbed areas as soon as possible and watered appropriately until vegetation is established. 9. The simultaneous occurrence of excavation, grading, and ground-disturbing construction activities on the same area at any one time shall be limited. To the extent feasible, activities shall be phased to reduce the amount of disturbed surfaces at any one time. 10. All trucks and equipment, including their tires, shall be washed off prior to leaving the site. 11. Sandbags or other erosion control measures shall be installed to prevent silt runoff to public roadways from sites with a slope greater than 1 percent. 12. The project applicant shall post a publicly visible sign with the telephone number and person to contact at the City of South San Francisco regarding dust complaints. This person shall respond and take corrective action within 48 hours. The BAAQMD’s phone number shall also be visible to ensure compliance with applicable regulations. 13. Use low VOC coatings beyond the local requirements (i.e., Regulation 8, Rule 3: Architectural Coatings). Compliance with BAAQMD Regulation 11, Rule 2 during Demolition: Demolition of existing buildings and structures would be subject to BAAQMD Regulation 11, Rule 2 (Asbestos Demolition, Renovation, and Manufacturing). BAAQMD Regulation 11, Rule 2 is intended to limit asbestos emissions from demolition or renovation of structures and the associated disturbance of asbestos containing waste material generated or handled during these activities. The rule requires the notification of BAAQMD of any regulated renovation or demolition activity. This notification includes a description of structures and methods utilized to determine whether asbestos-containing materials are potentially present. All asbestos-containing material found on the site must be removed prior to demolition or renovation activity in accordance with BAAQMD Regulation 11, Rule 2, including specific requirements for surveying, notification, removal, and disposal of material containing asbestos. Compliance with BAAQMD Regulation 8, Rule 3 for Architectural Coatings: Emissions of volatile organic compounds (VOC) due to the use of architectural coatings are regulated by the 108 4 PO Box 365 Indianola, WA 98342 T – 360.265.8111 limits contained in Regulation 8: Organic Compounds, Rule 3: Architectural Coatings (Rule 8-3). Rule 8-3 was recently revised to include more stringent VOC limit requirements. The revised VOC architectural coating limits, which became effective on January 1, 2011, are projected to result in a 32 percent reduction of VOC emissions in the Bay Area associated with architectural coating applications. Mitigation Measures for Diesel Exhaust Control: Consistent with guidance from the BAAQMD as well as additional commitments from BMR, the following specifications are required for control of diesel exhaust emissions: 1. All construction equipment shall be maintained and properly tuned in accordance with the manufacturer’s specifications. All equipment shall be checked by a certified mechanic and determined to be running in proper condition prior to operation. 2. Construction equipment idling times shall be minimized either by shutting equipment off when not in use or reducing the maximum idling time to 2 minutes (as opposed to the 5 minutes required by the California airborne toxics control measure Title 13, Section 2485 of California Code of Regulations). Clear signage shall be provided for construction workers at all access points. 3. To the maximum extent feasible, all construction equipment, diesel trucks, and generators shall be equipped with Best Available Control Technology for emission reductions of NOx and PM. 4. To the maximum extent feasible, all contractors shall use equipment that meets ARB’s most recent certification standard for off-road heavy duty diesel engines. 109 Attachment F Basic and Expanded Air Quality Measures 110 1)BASIC AND EXPANDED FUGITIVE DUST EMISSIONS REDUCTION MEASURES. The construction contractor shall reduce construction-related air pollutant emissions by implementing BAAQMD’s basic fugitive dust control measures. Therefore, the Project shall include the following requirements in construction contracts: All exposed surfaces (e.g., parking areas, staging areas, soil piles, graded areas, and unpaved access roads) shall be watered two times per day. All haul trucks transporting soil, sand, or other loose material off site shall be covered. All visible mud or dirt track-out onto adjacent public roads shall be removed using wet power vacuum street sweepers at least once per day. The use of dry power sweeping is prohibited. All vehicle speeds on unpaved roads shall be limited to 15 miles per hour. All roadways, driveways, and sidewalks to be paved shall be completed as soon as possible. Building pads shall be laid as soon as possible after grading unless seeding or soil binders are used. A publically visible sign shall be posted with the telephone number and person to contact at the Lead Agency regarding dust complaints. This person shall respond and take corrective action with 48 hours. The Air District’s phone number shall also be visible to ensure compliance with applicable regulations. All exposed surfaces shall be watered at a frequency adequate to maintain minimum soil moisture of 12 percent. Moisture content can be verified by lab samples or moisture probe. All excavation, grading, and/or demolition activities shall be suspended when average wind speeds exceed 20 mph. [Occurs less than three percent of the year.] Vegetative ground cover (e.g., fast-germinating native grass seed) or other plants that offer dust mitigation measures shall be planted in disturbed areas as soon as possible and watered appropriately until vegetation is established. The simultaneous occurrence of excavation, grading, and ground-disturbing construction activities on the same area at any one time shall be limited. To the extent feasible, activities shall be phased to reduce the amount of disturbed surfaces at any one time. All trucks and equipment, including their tires, shall be washed off prior to leaving the site. Sandbags or other erosion control measures shall be installed to prevent silt runoff to public roadways from sites with a slope greater than one (1) percent. 2)BASIC AND EXPANDED EXHAUST EMISSIONS REDUCTION MEASURES. The construction contractor shall implement the following measures during construction to reduce construction- related exhaust emissions: Idling times shall be minimized either by shutting equipment off when not in use or reducing the maximum idling time to two (2) minutes Clear signage shall be provided for construction workers at all access points. All construction equipment shall be maintained and properly tuned in accordance with manufacturer’s specifications. All equipment shall be checked by a certified mechanic and determined to be running in proper condition prior to operation. All construction equipment, diesel trucks and generators shall be equipped with Best Available Control Technology for emission reductions of NOx and 111 PM to the maximum extent feasible. To this end, all generators and air compressors used on site shall be electric. All on road trucks used onsite shall be Year Model 2007 or better. Propane or LNG-fueled booms and scissor lifts shall be used.  Tier 2 or better for 20 percent of horsepower-hours of off-road diesel equipment shall be used during construction and 65 percent of horsepower hours during demolition.  All contractors shall, to the maximum extent feasible, use equipment that meets the ARB’s most recent certification for off-road heavy duty diesel engines.  No onsite grinding, crushing or shredding of asphalt or debris shall occur onsite.  Potential future measures that achieve the same or better performance criteria shall be submitted to the City for review and approval prior to initiating any changes.  Applicant shall provide the City and Genentech with a list of and schedule for demolition, grading and construction equipment and activities.  A construction superintendent shall be on site during all demolition, grading and construction activities to enforce these regulations. 3) COMPLIANCE WITH BAAQMD REGULATION 11, RULE 2 DURING DEMOLITION. Demolition of existing buildings and structures would be subject to BAAQMD Regulation 11, Rule 2 (Asbestos Demolition, Renovation, and Manufacturing). BAAQMD Regulation 11, Rule 2 is intended to limit asbestos emissions from demolition or renovation of structures and the associated disturbance of asbestos-containing waste material generated or handled during these activities. The rule requires the notification of BAAQMD of any regulated renovation or demolition activity. This notification includes a description of structures and methods utilized to determine whether asbestos-containing materials are potentially present. All asbestos-containing material found on the site must be removed prior to demolition or renovation activity in accordance with BAAQMD Regulation 11, Rule 2, including specific requirements for surveying, notification, removal, and disposal of material containing asbestos. 4) COMPLIANCE WITH BAAQMD REGULATION 8, RULE 3 FOR ARCHITECTURAL COATINGS. Emissions of volatile organic compounds (VOC) due to the use of architectural coatings are regulated by the limits contained in Regulation 8: Organic Compounds, Rule 3: Architectural Coatings (Rule 8-3). Rule 8-3 was recently revised to include more stringent VOC limit requirements. The revised VOC architectural coating limits, which became effective on January 1, 2011, are projected to result in a 32 percent reduction of VOC emissions in the Bay Area associated with architectural coating applications. B. TRANSPORTATION AND GREEN HOUSE GAS REDUCTION MEASURES The applicant proposes a Transportation Demand Management Program (TDM Program) (475 Eccles Avenue Transportation Demand Management Program, Fehr & Peers, October, 2011). The TDM Program is aimed at a 30 percent mode shift compared to projects that do not include a 112 TDM, to qualify for a 1.0 FAR. The TDM Program is required by law to be reviewed by the City and modified by the Applicant as required by the City to meet the mode shift requirements. Performance audits are also required. The Applicant proposes the following measures, at a minimum, for the TDM Program: 1. Bicycle Parking (racks for visitors and sheltered bicycle parking for employees). 2. Shower and locker facilities (in lease agreement). 3. Preferential Carpool and Vanpool Parking. 4. Passenger loading zones for carpool and vanpool drop-off. 5. Pedestrian Connections. 6. TDM coordinator (in lease agreement). 7. Carpool/Vanpool Matching services (TDM coordinator responsibility). 8. Guaranteed ride home (through Traffic Congestion Relief Alliance). 9. Information Board for TDM Program (in lease agreement). 10. Promotional programs including new employee orientation and TDM Programs (TDM coordinator responsibility). 11. Shuttle bus service to Caltrain and BART and downtown Dasher, coordinated with Alliance (TDM coordinator responsibility.) 12. Membership in Peninsula Traffic Congestion Relief Alliance. C. CONSTRUCTION AND OPERATIONAL DESIGN ELEMENTS ADDRESSING ENVIRONMENTAL SUSTAINABILITY The LEED design and construction strategies that have been integrated into the planning documents include: 1. The use of a previously developed site without impacts associated with endangered species, flood plain, and adjacency to wetlands or bodies of water. 2. The Project will document and remediate asbestos previous to demolition. 3. A TDM Program that includes the use of public/privates shuttles providing access to major public transportation hubs. In addition to the requirements for bike parking the Project will include shower/changing room amenities for bike users. 4. The Project will provide adequate preferred parking for low-emitting and alternative fuel vehicles. The Project will provide fewer parking spaces than those referenced in local zoning requirements. 5. The Project provides more than 20 percent of the total site area in open space. More than 50 percent of all parking will be under cover to reduce heat island effects for site surfaces. 6. The Project has developed tenant design and construction guidelines including recommendations and requirements for tenant improvements. 7. Indoor plumbing fixtures within the core and shell design and those required by the tenant scope of work will achieve greater than a 30 percent water use reduction. 8. Site landscape and irrigation equipment will provide irrigation efficiencies greater than 50 percent reduction from a standard summer baseline. 9. The Project will provide fundamental and enhanced commissioning (Cx) of MEP energy systems, including a requirement for tenant improvement Enhanced Cx and a 10 month post-occupancy return to verify equipment warranty and operational efficiencies. Current 113 energy model targets anticipate a greater than 15% reduction in energy compared to Title 24 and ASHRAE 90.1. Base building and tenant improvement mechanical and food service equipment will be required to comply with enhanced refrigerant management requirements. The Project will provide adequate areas for the collection and storage of recyclables, and tenants will be required to implement desk-side recycling. 10. The Project has developed a Construction Waste Management plan that targets at least 75% diversion of landfill waste, with a goal of 95% diversion. The Project has integrated requirements into planning specifications and plans to target a greater than 20% recycled and regional content (by cost) in all building materials for the project. The Project will target a greater than 50 percent FSC certified wood content (by cost) in all new wood building materials for the project. 11. The Project will require, and require tenants, all materials installed within the vapor barrier of the Project to comply with LEED/CalGreen VOC & CARB requirements, and specifically contain no-added urea-formaldehyde (NAUF) products. The Project will conduct, and require tenants to conduct, and Indoor Air Quality Management Plan for Construction Activities that requires contractors to comply with SMACNA IAQ guidelines for best practices during construction. 114 Attachment G September 2013 Demolition Process Letter 115 116 117 118 Attachment H State Clearinghouse Letter of Compliance 119 120 121 122 TABLE 2-1 SUMMARY OF IMPACTS AND MITIGATIONS AND MITIGATION MONITORING PROGRAM LESS THAN SIGNIFICANT IMPACTS WITH MITIGATION MITIGATION MONITORING IMPACTS AND MITIGATIONS IMPLEMENTATION /MONITORING # IMPACT MITIGATION PARTY/ AGENCY/TIMING 4 The Project would increase existing AM Peak Hour volumes on the U.S. 101 Northbound Off-Ramp to East Grand Avenue/Executive Drive by 1.9 percent, where current volumes already exceed capacity limits. The off-ramp volume of 1,618 vehicles under Existing without Project conditions would be increased to 1,649 vehicles under Existing with Project conditions at a location with an off-ramp diverge capacity of 1,500 vehicles per hour. The applicant shall provide a fair share contribution for a second off-ramp lane connection to the U.S. 101 freeway at the U.S. 101 Northbound Off-Ramp to East Grand Avenue/Executive Drive. Improvements are shown in Traffic Figure 22, Year 2015 Mitigated Intersection Lane Geometrics and Control.  City Engineer determines the fair share financial contribution.  Applicant pays the full share contribution prior to issuance of the Certificate of Occupancy by the City.  Monitored by the City Engineer. 8 The Project would increase vehicle queuing at Oyster Point Boulevard/Dubuque Avenue/U.S. 101 Northbound On-Ramp during the AM Peak Hour by 1.7 percent in the through lanes on the eastbound Oyster Point Boulevard approach to Dubuque Avenue at a location with unacceptable 2015 Without Project 95th percentile queuing. These levels are determined to be unacceptable by the City of South San Francisco and Caltrans under 2015 with Project conditions. The eastbound through movement queue per lane would increase from 336 up to 341 feet in a location with only 250 feet of storage per lane. The applicant shall provide a fair-share contribution to go towards adjusting the signal light timing at the Oyster Point Boulevard/Dubuque Avenue intersection. Improvements are shown in Traffic Figure 22, Year 2015 Mitigated Intersection Lane Geometrics and Control.  City Engineer determines the fair share financial contribution.  Applicant pays the full share contribution prior to issuance of the Certificate of Occupancy by the City.  Monitored by the City Engineer. 9.A The Project would increase year 2015 AM peak hour without Project traffic volumes by 2.3 percent at the U.S. 101 Southbound Off-Ramp to Oyster Point Boulevard/Gateway Boulevard Intersection which would increase backups extending to the freeway mainline. There would be more frequency with vehicles backing up to the freeway mainline. The applicant shall provide a fair-share contribution to adjust the signal timing and restripe the Oyster Point Boulevard/Gateway Boulevard intersection eastbound approach from a left, two through lanes and a combined through/right turn lane to a left, two through lanes and an exclusive right turn  City Engineer determines the fair share financial contribution.  Applicant pays the full share contribution prior to issuance of the Certificate of Occupancy by the City.  Monitored by the City Engineer. 138 LESS THAN SIGNIFICANT IMPACTS WITH MITIGATION MITIGATION MONITORING IMPACTS AND MITIGATIONS IMPLEMENTATION /MONITORING # IMPACT MITIGATION PARTY/ AGENCY/TIMING lane. Improvements are shown in Traffic Figure 22, Year 2015 Mitigated Intersection Lane Geometrics and Control. 11 The Project would increase year 2035 without Project traffic volumes by 2.1 percent at the Oyster Point Boulevard/Eccles Avenue intersection. The increase would occur during the AM Peak Hour and would result in a significant impact at an intersection projected to operate unacceptably at LOS F during year 2035 without Project conditions. The applicant shall provide a fair share contribution to provide an exclusive right turn lane on the eastbound Oyster Point Boulevard approach at the Oyster Point Boulevard /Eccles Avenue intersection. Improvements are shown in Traffic Figure 22, Year 2015 Mitigated Intersection Lane Geometrics and Control.  City Engineer determines the fair share financial contribution.  Applicant pays the full share contribution prior to issuance of the Certificate of Occupancy by the City.  Monitored by the City Engineer. 12.A The Project would unacceptably increase year 2035 without Project AM peak hour vehicle queuing at the Oyster Point Boulevard/Gateway Boulevard/U.S.101 Southbound Flyover Off-Ramp intersection in the through lanes on the eastbound Oyster Point Boulevard approach. Project traffic would increase volumes by 1.5 percent, which would already be experiencing unacceptable 2035 without Project 95th percentile queuing. The eastbound queues would increase from 1,163 up to 1,187 feet in a location with only 900 feet of storage in the existing through lanes. The increase is above levels determined to be acceptable by the City of South San Francisco. The applicant shall provide a fair share contribution to adjust the signal timing; restripe the eastbound Oyster Point Boulevard approach to provide an exclusive left turn lane, two exclusive through lanes and an exclusive right turn lane; and restripe the exclusive right turn lane on the eastbound U.S.101 flyover off-ramp approach to allow through movements. This will also require provision of a third eastbound departure lane for eastbound through traffic from the off-ramp. Improvements are shown in Traffic Figure 22, Year 2015 Mitigated Intersection Lane Geometrics and Control.  City Engineer determines the fair share financial contribution.  Applicant pays the full share contribution prior to issuance of the Certificate of Occupancy by the City.  Monitored by the City Engineer. 12.B The Project would unacceptably increase year 2035 without Project AM peak hour vehicle queuing at the Oyster Point Boulevard/Dubuque Avenue /U.S.101 Northbound Off-Ramp intersection in the through lanes on the eastbound Oyster Point Boulevard approach. Project traffic would increase volumes by 1.4 percent, which would already be experiencing The applicant shall provide a fair share contribution to restripe the exclusive through lane on the westbound Oyster Point Boulevard approach adjacent to the dual right turn lanes to also allow right turn movements; and to adjust signal timing at the Oyster Point Boulevard/Dubuque Avenue/U.S. 101 Northbound On-Ramp.  City Engineer determines the fair share financial contribution.  Applicant pays the full share contribution prior to issuance of the Certificate of Occupancy by the City.  Monitored by the City Engineer. 139 LESS THAN SIGNIFICANT IMPACTS WITH MITIGATION MITIGATION MONITORING IMPACTS AND MITIGATIONS IMPLEMENTATION /MONITORING # IMPACT MITIGATION PARTY/ AGENCY/TIMING unacceptable 2035 without Project queuing. The eastbound queues would increase from 638 up to 640 feet in a location with only 250 feet of storage. The Project would also unacceptably increase volumes by 1.3 percent during the PM Peak Hour in the right turn lanes on the westbound Oyster Point Boulevard approach to the U.S. 101 northbound on-ramp at a location with unacceptable 2015 “without Project” queuing. The westbound right turn queue would increase from 1,148 up to 1,156 feet in a location with only 840 feet of storage. The increase is above levels determined to be acceptable by the City of South San Francisco. Improvements are shown in Traffic Figure 22, Year 2015 Mitigated Intersection Lane Geometrics and Control. 15 Project-related traffic would access Eccles Avenue via three driveways where safety impacts would result at the southern and central driveway connections due to sight line issues. The applicant shall be responsible maintaining landscaping along the Eccles Avenue Project frontage between the central and south driveways that will allow exiting drivers being able to maintain the minimum required 250-foot sight lines at the central and south driveways. The landscape plan shall be revised to show staggered tree planting along this frontage to allow sight lines through the trees as they grow and reach maturity; or, the trees and landscaping shall be maintained to provide a view from 2.5 to 6 feet above grade. The landscape plan shall be revised to note either requirement, show the line-of-sight triangles and not the requirement. These notes shall be on the building plans that are a part of the building permit issuance. The note shall be made on the plans in conformance with the lines of sight  Applicant shall make the notes on the plans submitted as part of the building permit review process in conformance with mitigation 15. Applicant or designee shall maintain landscaping for the life of the Project as specified.  Notes shall be shown on plans that are approved for building permits.  Monitored by the Project Planner as part of the permit process. 140 LESS THAN SIGNIFICANT IMPACTS WITH MITIGATION MITIGATION MONITORING IMPACTS AND MITIGATIONS IMPLEMENTATION /MONITORING # IMPACT MITIGATION PARTY/ AGENCY/TIMING required as set forth in Traffic Figure 24 to insure that the mitigation is permanently maintained. 16 On-site circulation would adequately conform to City guidelines and good traffic engineering practice with the exception of the first internal intersection at the southern driveway which could result in right-of-way conflicts. The applicant shall provide stop sign control on the southbound parking aisle approach to the south driveway adjacent to the southeast corner of the garage, show the stop sign on the building permit plans and emplace the sign prior to issuance of a certificate of occupancy.  Applicant shall make the notes on the plans submitted as part of the building permit review process in conformance with mitigation 16.  Prior to issuance of a certificate of occupancy the stop sign shall be in place.  Monitored by the Project Planner as part of the permit process. SIGNIFICANT AND UNAVOIDABLE IMPACTS IMPACTS WITH NO MITIGATION AVAILABLE # IMPACT 9B The Project would increase year 2015 AM peak hour without Project traffic volumes by 2.3 percent at the U.S. 101 Southbound Off-Ramp (Flyover) diverge to the Oyster Point Boulevard/Gateway Boulevard Intersection. The Project would increase off-ramp volumes from 1,762 up to 1,803 vehicles with 2015 without Project volumes already exceeding the 1,500 vehicles per hour diverge capacity limit. 13.A The Project would increase the frequency of backups extending to the freeway mainline at the U.S. 101 Southbound Off-Ramp to Oyster Point Boulevard/Gateway Boulevard Intersection during the AM Peak Hour. The Project would increase volumes at this off-ramp by 1.4 percent compared to Year 2035 without Project volumes. Traffic would backup to the freeway mainline more frequently. 13.B The Project would increase the frequency of backups extending to the freeway mainline at the U.S. 101 Northbound Off-Ramp to East Grand Avenue/Executive Drive Intersection during the AM Peak Hour. The Project would increase volumes at this off-ramp by 1.3 percent compared to Year 2035 without Project volumes. Traffic would back up to the freeway mainline more frequently. 13.C Implementation of the Project would increase year 2035 AM peak hour without Project traffic volumes by 1.4 percent at the U.S. 101 Southbound Off-Ramp (Flyover) diverge to the Oyster Point Boulevard/Gateway Boulevard Intersection. The Project would increase off-ramp volumes from 2,454 up to 2,488 vehicles with 2035 without Project volumes already exceeding 1,500 vehicles per hour capacity of the off-ramp. 13.D The Project would increase PM peak hour on-ramp volumes by more than 1 percent on the U.S. 101 Northbound One-Lane On-Ramp from the Oyster Point Boulevard/Dubuque Avenue Intersection. Volumes would be increased by 1.1 percent (from 2,572 up to 2,601 vehicles) with Year 2035 without Project volumes already exceeding the on-ramp capacity of 2,200 vehicles per hour. 141 GOP 5 ADDENDUM – PAGE 1 OF 10 148464042.5 GOP 5 Addendum To 475 ECCLES EIR (SCH2012082101) July 21, 2020 INTRODUCTION AND OVERVIEW The City of South San Francisco approved the 475 Eccles Avenue project in 2016 (“2016 Project”). The 2016 Project proposes two buildings that together would comprise 262,287 square feet, a five-level parking structure and limited surface parking. The applicant, BMR-475 Eccles Avenue LLC (“BMR”), now seeks to modify the 2016 Project to update the design of the buildings and site to complement the Gateway of Pacific (GOP) Master Plan project, which includes phases 1, 2, 3 and 4 of the Gateway of Pacific campus, to the west. BMR also seeks to expand the Project site from 6.1 acres to 8.9 acres by including the site of some former rail spurs that currently separate the GOP Master Plan project and 475 Eccles. The rail spurs will be improved with pedestrian and bicycle connections, resulting in a development that will operate as a coordinated R&D campus with interconnected pedestrian and bicycle paths, reflecting high quality architecture and design. The modifications to the 475 Eccles Project do not include any increase in building square footage. The modified 475 Eccles Project, which now includes both 475 Eccles and the site of the former rail spurs, is referred to as Phase 5 of the Gateway of Pacific campus, or the “GOP 5 Project.” The applications for the GOP 5 Project are being processed concurrently with those for the GOP 4 project. See the project description attached as Exhibit C for more detail regarding the GOP 4 and GOP 5 projects. This Addendum analyzes whether additional review of the environmental impacts associated with modification of the 2016 Project is required by CEQA. The City certified an Environmental Impact Report (State Clearinghouse No. 2012082101; “EIR”) for the 2016 Project in Resolution 93-2016, adopted on July 27, 2016. The EIR evaluated the environmental impacts of redevelopment of approximately 6.1 acres of land located at 475 Eccles Boulevard into a research and development complex. In Resoluti on 94- 2016, the City Council approved a Use Permit, Alternative Landscape Plan, Design Review and Transportation Demand Management Plan for development of up to 262,287 square feet of research and development uses, with associated structured parking. In Ordinance 1522-2016, the City Council approved a Development Agreement with the landowner and developer, BMR-475 Eccles Avenue LLC. This Addendum analyzes the GOP 5 Project as a modified 2016 Project and evaluates whether preparation of a Supplemental or Subsequent EIR or Negative Declaration is required in light of the proposals and surrounding circumstances. Because the GOP 5 GOP 5 ADDENDUM – PAGE 2 OF 9 148464042.5 Project only modifies the previously-approved 2016 Project, the scope of the current review is limited to a review of the modifications, and CEQA review is correspondingly limited. Specifically, in accordance with Public Resources Code § 21166 and CEQA Guidelines § 15162, this Addendum evaluates whether any of the following triggers necessitating preparation of supplemental environmental review are present: (1) Substantial changes are proposed in the project which will require major revisions of the previous EIR or negative declaration due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; (2) Substantial changes occur with respect to the circumstances under which the project is undertaken which will require major revisions of the previous EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; or (3) New information of substantial importance, which was not known and could not have been known with the exercise of reasonable diligence at the time the previous EIR was certified as complete or the Negative Declaration was adopt ed, shows any of the following: (A) The project will have one or more significant effects not discussed in the previous EIR or negative declaration; (B) Significant effects previously examined will be substantially more severe than shown in the previous EI R; (C) Mitigation measures or alternatives previously found not to be feasible would in fact be feasible, and would substantially reduce one or more significant effects of the project, but the project proponents decline to adopt the mitigation measure or alternative; or (D) Mitigation measures or alternatives which are considerably different from those analyzed in the previous EIR would substantially reduce one or more significant effects on the environment, but the project proponents decline to adopt the mitigation measure or alternative. As documented more fully below, approval and implementation of the GOP 5 Project does not involve any of the changes or significant new information contemplated in Public Resources Code § 21166 or CEQA Guidelines § 15162. Thus, in accordance with CEQA Guidelines § 15164, an addendum is the appropriate environmental document and no supplemental environmental review is required or appropriate . This GOP 5 ADDENDUM – PAGE 3 OF 9 148464042.5 Addendum concludes that the implementation of the GOP 5 Project will not cause significant new impacts, will not trigger any new or more severe significant impacts than were identified for the 2016 Project, and that no significant information has come to light since the Project approvals were issued in 2016 that shows new or more severe significant impacts. No changes to impact conclusions, mitigation measures, evaluation of alternatives, or overriding considerations are necessary or appropriate. ENVIRONMENTAL ANALYSIS The environmental impacts discussed and analyzed below include impacts specific to the GOP 5 Project, the 2016 Project, and cumulative impacts. Cumulative impacts include the impacts of the adjacent GOP Phase 4 precise plan project. This Addendum addresses the impacts of the GOP 5 Project, and analyzes whether it would trigger any changes to the conclusions in the Resolution 93-2016 certifying the EIR as adequate for approval of the 2016 Project. The 2016 Project and the GOP 5 Project are subject to numerous requirements. The City imposed mitigation measures on the 2016 Project, as set forth in the Mitigation Monitoring and Reporting Program previously adopted for the 2016 Project. In addition, the EIR references “Environmental Measures Incorporated Into the Project” starting on page 2-11 of Appendix A to the Draft EIR and starting on page 14 of Chapter 2 of the Final EIR, which would be implemented as part of the Project . The City also imposed conditions of approval in connection with the 2016 Project. This Addendum refers to all these as “requirements.” All these requirements, except those that apply to the demolition activity that has already occurred, are applicable to GOP 5 Project. Aesthetics. The proposed development for the GOP 5 Project includes construction of R&D/Office buildings as contemplated by the 2016 Project. The development conforms to the height assumptions and generally implements the design, lighting and other standards of the 2016 Project. However, the aesthetic qualities of the GOP 5 Project have been improved by bringing the design up to current standards and upgrading it to be compatible with the GOP Master Plan project to the west. The expansion of the Project Site to include the site of the former rail spurs, and install pedestrian and bicycle amenities, will further improve th e visual experience and achieve compatibility with the adjacent GOP Master Plan project. Views of the GOP 5 Project site are otherwise anticipated to include only development that was existing or generally contemplated when the 2016 Project was approved, such that the aesthetic compatibility of the 2016 Project with its surrounding areas has not changed. N o significant new information has arisen. Accordingly, no new or more severe significant impacts to aesthetics are anticipated beyond those anticipated under the 2016 Project. Thus, in accordance with CEQA Guidelines §§ 15162 and 15164, no additional environmental review is required. GOP 5 ADDENDUM – PAGE 4 OF 9 148464042.5 Agricultural Resources. The GOP 5 Project site does not include any agricultural resources. There has been no change in agricultural status since 201 6. Thus, no additional review is required for approval of GOP 5 Project. Air Quality. The GOP 5 Project is subject to numerous air quality-related requirements imposed by the City, and by the Bay Area Air Quality Management District. These requirements will apply to the rail spur areas that are now proposed to be included in the GOP 5 Project. The GOP 5 Project also will comply with the assumptions and recommendations of the 2015 Health Risk Assessment attached to the Final EIR, or, pursuant to that HRA ,will demonstrate that use of different (i.e., more current) construction practices and disturbance of the rail spur areas will result in at least the same level of environmental protection. The conditions of approval recommended by staff for the GOP 5 Project propose to clarify and confirm this requirement , which requires the developer to provide the City with an HRA prior to any subsequent demolition or construction. There have been no changes or new information since 2016 that would alter the conclusions regarding air quality impacts that were adopted in 2016. In addition, technological and industry advancements have resulted in more efficient engines emitting fewer constituents, and additional dust cont rol measures. Consequently, no new or more severe significant impacts to air quality are anticipated beyond those anticipated under the 2016 Project. Thus, in accordance with CEQA Guidelines §§ 15162 and 15164, no additional environmental review is required. Biological Resources. The GOP 5 Project occupies a site that was developed with R&D/office uses and railroad spurs for decades and does not provide habitat of high biological value. The EIR concludes that the 2016 Project Site has very little to no habitat value, and is not located on ecologically sensitive lands. There is one protected tree on a rail spur parcel, which will be subject to the City’s tree ordinance, ensuring no new impacts. The GOP 5 Project will implement the protections granted by the California Fish and Game Code to nesting birds by implementing standard pre-construction surveys. The GOP 5 Project also includes protections for any bats that might roost in the protected tree by proposing to leave felled limbs (if any) on the ground for at least 24 hours prior to removal. The rail spurs have little to no other habitat value. There has been no substantial change in information or the circumstances regarding the GOP 5 Project Site or the surrounding East of 101 area since the EIR was adopted that would affect biological resources. Construction of the nearby Gateway Master Plan project did not encounter any previously-unknown biological resources. No new or more severe significant impacts to biological resources are anticipated for the GOP 5 Project beyond those anticipated under the 2016 Project. Thus, in accordance with CEQA Guidelines §§ 15162 and 15164, no additional environmental review is required . GOP 5 ADDENDUM – PAGE 5 OF 9 148464042.5 Cultural Resources. The GOP 5 Project site includes fill imported from unknown locations, and has already been extensively disturbed for development. The EIR concluded that the 2016 Project site contains no cultural or historic resources. Some grading was undertaken to install retaining walls in the rail spurs in connection with the GOP Master Plan project , during which contractors complied with the GOP Master Plan EIR mitigation measures requiring them to look for cultural resources, but none were found. There has been no substantial change to the circumstances surrounding the 2016 Project site since the 2016 Project was approved. Construction of nearby GOP Phases 1, 2 and 3 did not uncover any previously unknown significant cultural resources. In addition, construction in the surrounding East of 101 area has not revealed any significant finds that would affect the EIR’s analysis. No new or more severe significant impacts to cultural impacts are anticipated beyond those anticipated and evaluated in the 2016 Project. Thus, in accordance with CEQA Guidelines §§ 15162 and 15164, no additional environmental review is required. Geology and Soils. The EIR concluded that there are no active faults underlying the 2016 Project site and the nearest one is the San Andreas Fault, located about 3.4 miles southwest. The GOP 5 Project, including the rail spurs, is subject to requirements requiring preparation of a geotechnical report, which is designed to protect against any remaining risk of seismic shaking, landslide or soil erosion. These measures will help ensure that impacts are less than significant. There has been no substantial change in surrounding circumstances or new i nformation since the EIR was adopted. No new or more severe significant impacts are anticipated beyond those anticipated under the 2016 Project. In addition, the California Supreme Court made clear, in California Building Industry Assn. v. Bay Area Air Quality Management Dist., 62 Cal.4th 369 (2015), that the impacts of existing soil conditions on a project are not within the purview of CEQA. Thus, in accordance with CEQA Guidelines §§ 15162 and 15164, no additional environmental review is required. Greenhouse Gases and Climate Change. The EIR concluded that greenhouse gas emissions of the 2016 Project would be less that significant. The GOP 5 Project proposes the same amount of development as the 2016 Project, with the addition of pedestrian and bicycle connections that are likely to help reduce GHG emissions even further. There has been no substantial change in surrounding circumstances, and no significant new information, that could not have been known then. No new or more severe significant impacts are anticipated beyond those anticipated and analyzed under the 2016 Project. Thus, in accordance with CEQA Guidelines §§ 15162 and 15164, no additional environmental review is required. GOP 5 ADDENDUM – PAGE 6 OF 9 148464042.5 Hazards and Hazardous Materials. The Project site formerly hosted many industrial and R&D uses that involved hazardous materials, and rail spurs. The GOP 5 Project will include the hazardous materials remediation measures as set forth in Table 3-2 of the Final EIR. No unexpected hazardous materials were encountered during excavation for the adjacent GOP project. No significant new information or change in circumstances has been revealed since the 2016 Project was approved. No new or more severe significant impacts from hazards and hazardous materials are anticipated beyond those anticipated under the 2016 Project. Thus, in accordance with CEQA Guidelines §§ 15162 and 15164, no additional environmental review is required. Hydrology and Water Quality. The EIR concludes that impacts will be less than sig nificant because the Project is subject to requirements for a Stormwater Pollution Prevention Plan, implementation of Low Impact Development measures (LIDs) and Best Management Practices (BMPs). The Project is required to comply with NPDES and SWPPP measu res and mandates to treat all stormwater runoff. The GOP 5 Project remains subject to these requirements. Runoff from the path proposed for the rail spurs will be directed into the landscape areas within that area. There are no unusual circumstances rel evant to stormwater management or water quality at the GOP 5 Project site. No significant new information or substantial change in surrounding circumstances has been discovered since approval of the 2016 Project that would create new or more severe signi ficant impacts related to hydrology or water quality. Accordingly, no new or more severe significant impacts to hydrology or water quality are anticipated beyond those anticipated and analyzed under the 2016 Project and EIR. Thus, in accordance with CEQA Guidelines §§ 15162 and 15164, no additional environmental review is required. Land Use, Population and Growth Inducement. The 2016 approvals determined that the 2016 Project would not create significant land use, population or growth inducement impacts, as it would implement prior city plans for R&D/office development in the area. The amount and type of R&D development proposed by the GOP 5 Project is the same. There have been no substantial land use changes or significant new information since approval of the 2016 Project. No new or more severe significant impacts are anticipated to land use, population and growth inducement beyond those anticipated and analyzed under the 2016 Project. Thus, in accordance with CEQA Guidelines §§ 15162 and 15164, no additional environmental review is required. GOP 5 ADDENDUM – PAGE 7 OF 9 148464042.5 Mineral Resources. The 2016 Project site does not include any mineral resources. The EIR for the GOP Master Plan project likewise confirmed that there are no mineral resources in the area. This circumstance has not changed. Some grading undertaken to install retaining walls in the rail spurs in connection with the GOP Master Plan project did not reveal any unknown mineral resources. Thus, no additional review of mineral resources is required for approval of the GOP 5 Project. Noise. The EIR concluded that noise impacts would be less than significant due to the City’s construction noise ordinance, the fact that the site is located in an industrial neighborhood that is not noise-sensitive, and the fact that most operational activities would be conducted indoors. The GOP 5 Project retains these characteristics. There have been no substantial changes to the noise aspects of the surr ounding area, and no significant new information has been developed since approval of the 2016 Project. No new or more severe significant impacts are anticipated beyond those anticipated under the 2016 Project. Thus, in accordance with CEQA Guidelines §§ 15162 and 15164, no additional environmental review is required. Public Services and Recreation. The public service and recreation impacts of the 2016 Project were found to be less than significant as the Project would not exceed the development and growth assumptions in the City’s General Plan. That remains the case for the GOP 5 Project. There has been no substantial change in surrounding circumstances, or development of significant new information, relating to public services or recreation since approval of the 2016 Project. No new or more severe significant impacts are anticipated beyond those anticipated under the 2016 Project. Thus, in accordance with CEQA Guidelines §§ 15162 and 15164, no additional environmental review is required. Transportation and Circulation. The GOP 5 Project will not change t he allowed amount of square footage or the type of land uses contemplated under the 2016 Project, except that the GOP 5 Project will add pedestrian and bicycle connections that could reduce traffic . Accordingly, there are no project changes that would necessitate any changes in projected trip generation or the length of trips. The GOP 5 Project also remains subject to the traffic mitigation measures imposed upon the 2016 Project, and is required to have a Transportation Demand Management Program pursuant to the applicable zoning development standards. The number of trips the GOP 5 Project is expected to contribute to surrounding intersections and road segments remains the same. To the extent that additional development has occurred (or been approved or planned) since approval of the 2016 Project, and that additional development has or will generate an increase in projected cumulative impacts, the contribution of the GOP 5 Project is anticipated to GOP 5 ADDENDUM – PAGE 8 OF 9 148464042.5 represent a smaller percentage of the projected traffic at such impacted locations than was anticipated in 2016. There has been no substantial change in surrounding circumstances, or development of significant new information relating to traffic impacts since 2016. No new or more severe significant impacts are anticipated beyond those anticipated under the 2016 Project. Thus, in accordance with CEQA Guidelines §§ 15162 and 15164, no additional environmental review is required. Utilities. The EIR concluded the 2016 Project would have less than significant impacts on utilities and that existing capacity is sufficient to accommodate the 2016 Project. The GOP 5 Project does not propose any greater demand upon public utilities. The only exception is that the GOP 5 Project may include lighting along the pedestrian and bicycle connections that are proposed for the rail spurs, and some irrigation for landscaping, but this demand is expected to be de minimis. There has been no substantial change in surrounding circumstances, or development of significant new information, relating to utilities since approval of the EIR. The City has monitored and kept pace with the expansion of utilities for new development projects. Construction of the GOP 5 Project will be more energy efficient than anticipated in 2016 due to imposition of stricter requirements of Title 24 of the California Code of Regulations. No new or more severe significant impacts to utilities are anticipated beyond those anticipated under the 2016 Project. Thus, in accordance with CEQA Guidelines §§ 15162 and 15164, no additional environmental review is required. CONCLUSION The GOP 5 Project implements the development contemplated under the previously- approved 2016 Project; it does not make any changes to the amount of development allowed by the 2016 Project. It instead adds pedestrian and bicycle connections along the rail spur parcels, and adds precise details to the conceptual development plan outlined in the 2016 Project. The City determined that the EIR is adequate to evaluate and mitigate the impacts of the 2016 Project. The GOP 5 Project would not result in new or more severe significant impacts than were previously identified for the 2016 Project. There is no substantial evidence of changes in circumstances, or significant new information that could not have been known when the 2016 Project was approved, that would cause any new or more severe environmental impacts. There are no changes or new information that would affect the analysis of alternatives. The 2016 Project is still subject to the Mitigation Monitoring and Reporting Program and is still expected to produce the benefits, which override the identified significant and unavoidable impacts. Accordingly, no change in impact conclusions, environmental findings, mitigation measures, or the statement of overriding considerations is warranted and no further environmental review is required pursuant to CEQA Guidelines §§ 15162 and 15164. GOP 5 ADDENDUM – PAGE 9 OF 9 148464042.5 Attachments: A 2016 CEQA Findings B 2016 Mitigation, Monitoring and Reporting Program (MMRP) C Project Description (which also includes the adjacent GOP Phase 4 project) Exhibit A 2016 CEQA Findings I. Introduction The 475 Eccles Avenue R&D Project (“Project”) consists of the development of an approximately 6.1 acre Office/Research & Development (R&D) business park, located at 475 Eccles Avenue in South San Francisco, San Mateo County, California. The proposed project consists of the construction of an office/R&D development at an FAR of 1.0 with up to a total of 262,287 square feet and a four story parking structure. The objectives of the project are as follows: Encourage redevelopment and intensification of development to accommodate land uses such as Research & Development. Encourage opportunities for the continued evolution of the City’s economy, from manufacturing and warehousing/distribution to high technology and biotechnology. Promote small business incubation. Encourage the creation of a campus environment in the East of 101 area that targets and accommodates the biotech/R&D industry. Promote campus-style biotechnology uses. Maximize building heights in the East of 101 area. Encourage the use of Transportation Demand Management measures designed to achieve environmental goals by permitting an increased Floor Area Ratio when such measures are included in a project. Maximize opportunities for strong and sustainable economic growth that results in high quality jobs, in a manner that respects the environment by redeveloping an infill site that is close to major arterials and existing utilities. Feasibly support the provision of environmental enhancements that exceed standard building requirements, such as qualifying for LEED certification. The California Environmental Quality Act, Public Resources Code Section 21000 et seq. (“CEQA”), states that if a project would result in significant environmental impacts, it may be approved if feasible mitigation measures or feasible alternatives are proposed which avoid or substantially lessen the impact or if there are specific economic, social, or other considerations which justify approval notwithstanding unmitigated impacts. When an environmental impact report (“EIR”) has been completed which identifies one or more potentially significant or significant environmental impacts, the approving agency must make one or more of the following findings for each identified significant impact: 1. Changes or alternatives which avoid or substantially lessen the significant environmental effects as identified in the EIR have been required or incorporated into the project; or 2. Such changes or alternatives are within the responsibility and jurisdiction of another public agency and not the agency making the finding. Such changes have been adopted by such other agency or can and should be adopted by such other agency; or 3. Specific economic, social or other consideration make infeasible the mitigation measures or project alternatives identified in the EIR. (Pub. Resources Code, §21081). A lead agency need not make any findings for impacts that the EIR concludes are less than significant. (See ibid; see also Sequoyah Hills Homeowners Assn. v. City of Oakland (1993) 23 Cal.App.4th 704, 716.) As lead agency under California Code of Regulations, title 14, Section 15367, the City of South San Francisco (“City”) hereby adopts the following CEQA findings relating to the 475 Eccles Avenue R&D Project environmental review documents, including the 2012 Draft Environmental Impact Report (“Draft EIR”) and the Final Environmental Impact Report (“Final EIR”) certified by the City on _____, 2016. The Draft EIR and the Final EIR are collectively referred to herein as the “EIR”. II. General Findings The EIR was prepared in accordance with CEQA, Public Resources Code sections 21000-21178, and the CEQA Guidelines, California Code of Regulations, title 14, sections 15000-15387, to address the environmental impacts associated with the project described above. As required by Section 15121 of the CEQA Guidelines, the EIR assesses the potential environmental impacts resulting from approval, construction, and operation of the Project, and identifies feasible means of minimizing potential adverse environmental impacts. The City is the lead agency for the environmental review of the Project and the EIR was prepared under the direction and supervision of the City. Public Resources Code Section 21002 provides that “public agencies should not approve projects as proposed if there are feasible alternatives or feasible mitigation measures available which would substantially lessen the significant environmental effects of such projects[.]” The same statute states that the procedures required by CEQA “are intended to assist public agencies in systematically identifying both the significant effects of proposed projects and the feasible alternatives or feasible mitigation measures which will avoid or substantially lessen such significant effects.” Section 21002 goes on to state that “in the event [that] specific economic, social, or other conditions make infeasible such project alternatives or such mitigation measures, individual projects may be approved in spite of one or more significant effects thereof.” The mandate and principles announced in Public Resources Code Section 21002 are implemented, in part, through the requirement that agencies must adopt findings before approving projects for which an Environmental Impact Report is required. (See Pub. Resources Code, § 21081, subd. (a); CEQA Guidelines, § 15091, subd. (a).) For each significant environmental effect identified in an EIR for a proposed project, the approving agency must issue a written finding reaching one or more of three permissible conclusions. The first such finding is that “[c]hanges or alterations have been required in, or incorporated into, the project which avoid or substantially lessen the significant environmental effect as identified in the final EIR.” (CEQA Guidelines, § 15091, subd. (a)(1).) The second permissible finding is that “[s]uch changes or alterations are within the responsibility and jurisdiction of another public agency and not the agency making the finding. Such changes have been adopted by such other agency or can and should be adopted by such other agency.” (CEQA Guidelines, § 15091, subd. (a)(2).) The third potential conclusion is that “[s]pecific economic, legal, social, technological, or other considerations, including provision of employment opportunities for highly trained workers, make infeasible the mitigation measures or project alternatives identified in the final EIR.” (CEQA Guidelines, § 15091, subd. (a)(3).) Public Resources Code Section 21061.1 defines “feasible” to mean “capable of being accomplished in a successful manner within a reasonable period of time, taking into account economic, environmental, social and technological factors.” CEQA Guidelines Section 15364 adds another factor: “legal” considerations. (See also Citizens of Goleta Valley v. Board of Supervisors (1990) 52 Cal.3d 553, 565 (Goleta II).) The concept of “feasibility” also encompasses the question of whether a particular alternative or mitigation measure promotes the underlying goals and objectives of a project. (City of Del Mar v. City of San Diego (1982) 133 Cal.App.3d 410, 417.) “’[F]easibility’ under CEQA encompasses ‘desirability’ to the extent that desirability is based on a reasonable balancing of the relevant economic, environmental, social, and technological factors.” (Ibid; see also Sequoyah Hills Homeowners Assn.v. City of Oakland (1993) 23 Cal.App.4th 704, 715.) CEQA requires that the lead agency adopt mitigation measures or alternatives, where feasible, to substantially lessen or avoid significant environmental impacts that would otherwise occur. Project modification or alternatives are not required, however, where such changes are infeasible or where the responsibility for modifying the project lies with some other agency. (CEQA Guidelines, § 15091, subd. (a), (b).) With respect to a project for which significant impacts are not avoided or substantially lessened, a public agency, after adopting proper findings, may nevertheless approve the project if the agency first adopts a statement of overriding considerations setting forth the specific reasons why the agency found that the project’s “benefits” rendered “acceptable” its “unavoidable adverse environmental effects.” (CEQA Guidelines, §§ 15093, 15043, subd. (b); see also Pub. Resources Code, § 21081, subd. (b).) The California Supreme Court has stated, “[t]he wisdom of approving…any development project, a delicate task which requires a balancing of interests, is necessarily left to the sound discretion of the local officials and their constituents who are responsible for such decisions. The law as we interpret and apply it simply requires that those decisions be informed, and therefore balanced.” (Goleta II, supra, 52 Cal.3d at p. 576.) These Findings constitute the City Council members’ best efforts to set forth the evidentiary and policy bases for its decision to approve the Project in a manner consistent with the requirements of CEQA. The City Council hereby adopts specific overriding considerations for the impacts listed below that are identified in the EIR as significant and unavoidable. The City Council believes that many of the unavoidable environmental effects identified in the EIR will be substantially lessened by mitigation measures adopted through project approval, including the Mitigation Monitoring and Reporting Plan for the EIR. Even with mitigation, however, the City Council recognized that the implementation of the Project carries with it unavoidable adverse environmental effects as identified in the EIR. The City Council specifically finds that to the extent the identified adverse or potentially adverse impacts for the Project have not been mitigated to acceptable levels, there are specific economic, social, environmental, land use, and other considerations that support approval of the Project. III. Significant and Unavoidable Impacts The following significant impacts would not be mitigated to a less-than-significant level, even with the implementation of the identified mitigation measures. No mitigation is feasible that would mitigate these impacts to a less-than-significant level. The City has determined that the impacts identified below are acceptable because of overriding economic, social or other considerations, as described in the Statement of Overriding Considerations presented below. Impact 9.B: The Project would increase year 2015 AM peak hour without Project traffic volumes by 2.3 percent at the U.S. 101 Southbound Off‐Ramp (Flyover) diverge to the Oyster Point Boulevard/Gateway Boulevard Intersection. The Project would increase off‐ramp volumes from 1,762 up to 1,803 vehicles with 2015 without Project volumes already exceeding the 1,500 vehicles per hour diverge capacity limit. Finding: No mitigation is available. City Public Works staff has determined that providing the necessary mitigation to provide a second U.S. 101 Southbound Off- Ramp lane connection to the U.S. 101 freeway mainline would not be feasible due to the limited distance between the flyover off-ramp diverge and the southbound off-ramp diverge to Airport Boulevard.. Impact 13.A: The Project would increase the frequency of backups extending to the freeway mainline at the U.S. 101 Southbound Off-Ramp to Oyster Point Boulevard/Gateway Boulevard Intersection during the AM Peak Hour. The Project would increase volumes at this off-ramp by 1.4 percent compared to Year 2035 without Project volumes. Traffic would backup to the freeway mainline more frequently. Finding: In light of economic, environmental, and technological concerns, there are no other mitigation measures considered feasible by South San Francisco Public Works staff that would reduce 95th percentile off-ramp queuing within available storage beyond those recommended for 2035 unacceptable surface street queuing (Mitigation Measure 12.A). Additional measures would potentially include widening Oyster Point Boulevard an additional two to four lanes between Veterans Boulevard and Sister Cities Boulevard (through the Oyster Point Boulevard interchange) as well as widening the U.S. 101 Southbound Off-Ramp by an additional lane on its approach to Oyster Point Boulevard. Widening Oyster Point Boulevard through part of the interchange area would be infeasible due to the limitations imposed by the location of the support columns for the southbound flyover off-ramp. Oyster Point Boulevard and off-ramp widening would also require expansion of bridge structures, which would be prohibitively expensive. Provision of additional lanes would require acquisition of additional righty-of-way along Oyster Point Boulevard. Also, provision of additional eastbound lanes on the Oyster Point and Flyover off-ramp intersection approaches would not be feasible due to the complexity of merging the departure lanes on the eastbound (departure leg) of the intersection.. The impact is considered significant and unavoidable. Impact 13.B: The Project would increase the frequency of backups extending to the freeway mainline at the U.S. 101 Northbound Off-Ramp to East Grand Avenue/Executive Drive Intersection during the AM Peak Hour. The Project would increase volumes at this off‐ramp by 1.3 percent compared to Year 2035 without Project volumes. Traffic would back up to the freeway mainline more frequently. Finding: There are no additional improvements considered financially feasible by South San Francisco Public Works staff that could be provided at either the off-ramp intersection with the surface street system or at adjacent surface street intersections that would provide enough increased capacity to prevent off-ramp queuing from backing up to the U.S. 101 freeway mainline. Therefore the impact is considered significant and unavoidable. Impact 13.C: Implementation of the Project would increase year 2035 AM peak hour without Project traffic volumes by 1.4 percent at the U.S. 101 Southbound Off‐Ramp (Flyover) diverge to the Oyster Point Boulevard/Gateway Boulevard Intersection. The Project would increase off‐ ramp volumes from 2,454 up to 2,488 vehicles with 2035 without Project volumes already exceeding 1,500 vehicles per hour capacity of the off-ramp. Finding: No improvements are considered feasible by South San Francisco Public Works staff to mitigate the impact. Should it be desired to provide a second off-ramp lane connection from the freeway mainline to the Southbound Off-Ramp (flyover) to Oyster Point Boulevard, it would likely be necessary to move the Southbound Off-Ramp connection to Airport Boulevard further north to provide more separation between the two southbound off-ramps. A second off-ramp lane connection to the freeway mainline would require a long (1,000-foot or longer) deceleration lane with only 300 feet of available space. This would be infeasible given the restrictions imposed by the location of the northbound off-ramp overpass connection to Bayshore Boulevard. There is no room for provision of this lane. Therefore the impact is considered significant and unavoidable. Impact 13.D: The Project would increase PM peak hour on-ramp volumes by more than 1 percent on the U.S. 101 Northbound One-Lane On-Ramp from the Oyster Point Boulevard/ Dubuque Avenue Intersection. Volumes would be increased by 1.1 percent (from 2,572 up to 2,601 vehicles) with Year 2035 without Project volumes already exceeding the on-ramp capacity of 2,200 vehicles per hour. Finding: Provision of a second on-ramp lane would increase capacity to about 3,000 to 3,100 vehicles per hour. While this measure would accommodate the 2035 with Project volume of about 2,601 vehicles per hour, it would require the approval of Caltrans, which is not guaranteed. Therefore the impact is considered significant and unavoidable. IV. Less-Than-Significant Impacts With Mitigation The Final EIR determined that the project has potentially significant environmental impacts in the areas discussed below. The Final EIR identified feasible mitigation measures to avoid or substantially reduce some or all of the environmental impacts in these areas. Based on the information and analyses set forth in the Final EIR, and the entirety of the Record before it, including without limitation the Mitigation Monitoring and Reporting Program and the Conditions of Approval, the City finds that for each of the following project impacts, changes or alterations have been required in, or incorporated into, the project which mitigate or avoid the significant effects on the environment. As described in further detail below and in the Final EIR, the following impacts will be less than significant with identified feasible mitigation measures. Impact 4: The Project would increase existing AM Peak Hour volumes on the U.S. 101 Northbound Off- Ramp to East Grand Avenue/Executive Drive by 1.9 percent, where current volumes already exceed capacity limits. The off-ramp volume of 1,618 vehicles under Existing without Project conditions would be increased to 1,649 vehicles under Existing with Project conditions at a location with an off-ramp diverge capacity of 1,500 vehicles per hour. Mitigation Measure 4: The applicant shall provide a fair share contribution as determined by the City Engineer for a second off-ramp lane connection to the U.S. 101 freeway at the U.S. 101 Northbound Off-Ramp to East Grand Avenue/Executive Drive. The full fair-share payment shall be paid by the applicant prior to issuance of the Certificate of Occupancy by the City. Finding: The City has determined that the improvement in Mitigation Measure 4 is feasible and would restore off-ramp diverge operation to an acceptable level, and therefore the impact would be reduced to a less than significant level. Impact 8: The Project would increase vehicle queuing at Oyster Point Boulevard/Dubuque Avenue/U.S. 101 Northbound On-Ramp during the AM Peak Hour by 1.7 percent in the through lanes on the eastbound Oyster Point Boulevard approach to Dubuque Avenue at a location with unacceptable 2015 Without Project 95th percentile queuing. These levels are determined to be unacceptable by the City of South San Francisco and Caltrans under 2015 with Project conditions. The eastbound through movement queue per lane would increase from 336 up to 341 feet in a location with only 250 feet of storage per lane. Mitigation Measure 8: The applicant shall provide a fair-share contribution as determined by the City Engineer to go towards adjusting the signal light timing at the Oyster Point Boulevard/ Dubuque Avenue intersection as shown in Traffic Figure 22, Year 2015 Mitigated Intersection Lane Geometrics and Control. The full fair-share payment shall be paid by the applicant prior to issuance of the Certificate of Occupancy by the City. Finding: The City has determined that the intersection improvements described in Mitigation Measure 8 are feasible and would restore intersection operations to an acceptable level. The City has a traffic impact fee program pursuant to which the City will collect funds from all future development in the East of 101 area to construct these improvements. With the payment of the Project’s fair share of the cost of this improvement, the Project’s impact would be reduced to a less than significant level. Impact 9.A: The Project would increase year 2015 AM peak hour without Project traffic volumes by 2.3 percent at the U.S. 101 Southbound Off-Ramp to Oyster Point Boulevard/ Gateway Boulevard Intersection which would increase backups extending to the freeway mainline. There would be more frequency with vehicles backing up to the freeway mainline. Mitigation Measure 9A: The applicant shall provide a fair-share contribution as determined by the City Engineer to adjust the signal timing and restripe the Oyster Point Boulevard/Gateway Boulevard intersection eastbound approach from a left, two through lanes and a combined through/right turn lane to a left, two through lanes and an exclusive right turn lane. The full fair- share payment shall be paid by the applicant prior to issuance of the Certificate of Occupancy by the City Finding: The City has determined that the intersection improvements described in Mitigation Measure 9A are feasible and would restore intersection operations to an acceptable level. The City has a traffic impact fee program pursuant to which the City will collect funds from all future development in the East of 101 area to construct these improvements. With the payment of the Project’s fair share of the cost of this improvement, the Project’s impact would be reduced to a less than significant level. Impact 11: The Project would increase year 2035 without Project traffic volumes by 2.1 percent at the Oyster Point Boulevard/Eccles Avenue intersection. The increase would occur during the AM Peak Hour and would result in a significant impact at an intersection projected to operate unacceptably at LOS F during year 2035 without Project conditions. Mitigation Measure 11: The applicant shall provide a fair share contribution as determined by the City Engineer to provide an exclusive right turn lane on the eastbound Oyster Point Boulevard approach at the Oyster Point Boulevard /Eccles Avenue intersection. The full fair share payment shall be paid by the applicant prior to issuance of the Certificate of Occupancy by the City. Finding: The City has determined that Mitigation Measure 11 is feasible and would reduce the Project’s impact to the Oyster Point Boulevard / Eccles Avenue intersection to a less than significant level. Impact 12.A: The Project would unacceptably increase year 2035 without Project AM peak hour vehicle queuing at the Oyster Point Boulevard/Gateway Boulevard/U.S.101 Southbound Flyover Off-Ramp intersection in the through lanes on the eastbound Oyster Point Boulevard approach. Project traffic would increase volumes by 1.5 percent, which would already be experiencing unacceptable 2035 without Project 95th percentile queuing. The eastbound queues would increase from 1,163 up to 1,187 feet in a location with only 900 feet of storage in the existing through lanes. The increase is above levels determined to be acceptable by the City of South San Francisco. Mitigation Measure 12.A: The applicant shall provide a fair share contribution as determined by the City Engineer to adjust the signal timing; restripe the eastbound Oyster Point Boulevard approach to provide an exclusive left turn lane, two exclusive through lanes and an exclusive right turn lane; and restripe the exclusive right turn lane on the eastbound U.S.101 flyover off- ramp approach to allow through movements. This will also require provision of a third eastbound departure lane for eastbound through traffic from the off-ramp. The full fair-share payment shall be paid by the applicant prior to issuance of the Certificate of Occupancy by the City. Finding: The City has determined that the intersection improvements described in Mitigation Measure 12A are feasible and would restore intersection operations to an acceptable level. The City has a traffic impact fee program pursuant to which the City will collect funds from all future development in the East of 101 area to construct these improvements. With the payment of the Project’s fair share of the cost of this improvement, the Project’s impact would be reduced to a less than significant level. Impact 12.B: The Project would unacceptably increase year 2035 without Project AM peak hour vehicle queuing at the Oyster Point Boulevard/Dubuque Avenue/U.S.101 Northbound Off- Ramp intersection in the through lanes on the eastbound Oyster Point Boulevard approach. Project traffic would increase volumes by 1.4 percent, which would already be experiencing unacceptable 2035 without Project queuing. The eastbound queues would increase from 638 up to 640 feet in a location with only 250 feet of storage. The Project would also unacceptably increase volumes by 1.3 percent during the PM Peak Hour in the right turn lanes on the westbound Oyster Point Boulevard approach to the U.S. 101 northbound on-ramp at a location with unacceptable 2015 “without Project” queuing. The westbound right turn queue would increase from 1,148 up to 1,156 feet in a location with only 840 feet of storage. The increase is above levels determined to be acceptable by the City of South San Francisco. Mitigation Measure 12.B: The applicant shall provide a fair share contribution as determined by the City Engineer to restripe the exclusive through lane on the westbound Oyster Point Boulevard approach adjacent to the dual right turn lanes to also allow right turn movements; and to adjust signal timing at the Oyster Point Boulevard/Dubuque Avenue/U.S. 101 Northbound On-Ramp. The full fair-share payment shall be paid by the applicant prior to issuance of the Certificate of Occupancy by the City. Finding: The City has determined that the improvements described under Mitigation Measure 12.B are feasible. This impact would be reduced to a less than significant level. The improvements are planned for and included in the City’s CIP. Impact 15: Project-related traffic would access Eccles Avenue via three driveways where safety impacts would result at the southern and central driveway connections due to sight line issues. Mitigation Measure 15: The applicant shall be responsible for maintaining landscaping along the Eccles Avenue Project frontage between the central and south driveways that will allow exiting drivers to maintain the minimum required 250-foot sight lines at the central and south driveways. The landscape plan shall be revised to show staggered tree planting along this frontage to allow sight lines through the trees as they grow and reach maturity; or, the trees and landscaping shall be maintained to provide a view from 2.5 to 6 feet above grade. The landscape plan shall be revised to note either requirement, show the line-of-sight triangles and not the requirement. These notes shall be on the building plans that are a part of the building permit issuance. The note shall be made on the plans in conformance with the lines of sight required as set forth in Traffic Figure 24 to insure that the mitigation is permanently maintained. Finding: The City has determined that the intersection improvements described above in Mitigation Measure 15are feasible and would reduce the impact to a less than significant level. Impact 16: On-site circulation would adequately conform to City guidelines and good traffic engineering practice with the exception of the first internal intersection at the southern driveway which could result in right-of way conflicts. Mitigation Measure 16: The applicant shall provide stop sign control on the southbound parking aisle approach to the south driveway adjacent to the southeast corner of the garage, show the stop sign on the building permit plans and install the sign prior to issuance of a certificate of occupancy. Finding: The City has determined that Mitigation Measures 16 is feasible and would reduce the impact at this location to a less than significant level. V. Findings Regarding Alternatives Public Resources Code Section 21002 provides that “public agencies should not approve projects as proposed if there are feasible alternatives or feasible mitigation measures available which would substantially lessen the significant environmental effects of such projects[.]” The same statute states that the procedures required by CEQA “are intended to assist public agencies in systematically identifying both the significant effects of proposed projects and the feasible alternatives or feasible mitigation measures which will avoid or substantially lessen such significant effects.” Where a lead agency has determined that, even after the adoption of all feasible mitigation measures, a project as proposed will still cause one or more significant environmental effects that cannot be substantially lessened or avoided, the agency, prior to approving the project as mitigated, must first determine whether, with respect to such impacts, there remain any project alternatives that are both environmentally superior and feasible within the meaning of CEQA. Although an EIR must evaluate this range of potentially feasible alternatives, an alternative may ultimately be deemed by the lead agency to be “infeasible” if it fails to fully promote the lead agency’s underlying goals and objectives with respect to the project (City of Del Mar v. City of San Diego (1982) 133 Cal.App.3d 410, 417). “‘[F]easibility’ under CEQA encompasses ‘desirability’ to the extent that desirability is based on a reasonable balancing of the relevant economic, environmental, social, and technological factors” (ibid.; see also Sequoyah Hills Homeowners Assn. v. City of Oakland (1993) 23 Cal.App.4th 704, 715). Thus, even if a project alternative will avoid or substantially lessen any of the significant environmental effects of the project, the decision-makers may reject the alternative if they determine that specific considerations make the alternative infeasible. Chapter 5 of the Draft EIR discussed several alternatives to the Project in order to present a reasonable range of options. The alternatives evaluated included: Alternative 1: No Project Alternative Alternative 2: Reduced Intensity FAR of 0.75 Alternative Alternative 3: Reduced Intensity FAR of 0.50 Alternative The City Council finds that a good faith effort was made to evaluate all feasible alternatives in the EIR that are reasonable alternatives to the Project and could feasibly obtain the basic objectives of the Project, even when the alternatives might impede the attainment of the Project objectives and might be more costly. As a result, the scope of alternatives analyzed in the EIR is not unduly limited or narrow. The City Council also finds that all reasonable alternatives were reviewed, analyzed and discussed in the review process of the EIR and the ultimate decision on the Project. (See Draft EIR, Chapter 5.) A. No Project Alternative As required by CEQA, this subsection analyzes a “No Project” Alternative (Alternative A). In this case, the No Project Alternative consists of a “No Project/No Build” alternative, which is defined as the circumstances under which the project would not proceed (CEQA Guidelines, Section 15126.6(e)3)(B)). Evaluation of this alternative allows the City to compare the impact of approving the proposed project with the impacts of not approving the proposed project and maintenance of the existing environmental setting on the project site. The No Project Alternative would be a feasible alternative, but it would not meet the project objectives of redeveloping the project site to create quality employment opportunities, providing quality R&D facilities for the East of101 Area, generating net property taxes and sales taxes, or creating campus-style office and high-quality office and R&D uses. Impacts: Implementation of the No Project Alternative would avoid environmental impacts in all categories to less-than-significant levels, as no development would occur under this alternative. However, traffic in the area would continue to increase due to other development. This increase in traffic would result in a decrease in intersection LOS, and unacceptable vehicle queuing at some intersections, off-ramps, and freeway mainlines. Therefore, although there would be no new trips generated under the No Project Alternative, traffic congestion would increase in the area to unacceptable conditions, and some impacts would remain significant and unavoidable. Finding: The No Project Alternative would not meet any of the Project objectives, including increasing quality employment opportunities, providing quality R&D facilities for the East of 101 Area, generating net property taxes and sales taxes, or creating campus-style office and high- quality office and R&D uses. The No Project Alternative would not maximize opportunities for strong and sustainable economic growth that results in high quality jobs, in a manner that respects the environment by redeveloping an infill site that is close to major arterials and existing utilities. Accordingly, the City Council finds the No Project Alternative to be infeasible. B. Reduced Intensity FAR of 0.75 Alternative The 0.75 FAR Alternative would reduce the size of the Project by 25 percent from 267,287 to 196,715 square feet. The Project would likely result in most of the site improvements identified with the Project. Therefore, the LEED Silver level construction and operational measures would be in place along with the TDM Program and the site characterization and remediation and water quality measures would be in place. Landscaping and site porosity would be increased but likely to a lesser extent than that associated with the Project. Surface parking and paving decreased. The 25 percent reduction in development intensity would result in fewer employees at the site. The estimated number of employees under this alternative would be 675. The overall site square footage would be reduced although the footprint of the Project would not change. Biotechnology/R&D requires about a 30,000 square foot building footprint for optimal efficiency that also includes minimum floor to ceiling heights and desired floor plates. Impacts: Reducing the development intensity to 0.75 FAR would avoid two significant and unavoidable impacts related to vehicular traffic. However, although this alternative would generate fewer trips, it would not reduce all of the significant and unavoidable impacts related to traffic and circulation. Finding: The Reduced Intensity FAR of 0.75 would be a possible alternative to allow redevelopment of the project site and would meet all of the project’s objectives, including creating a cohesive working campus environment, emphasizing the pedestrian environment, encouraging high quality architecture, connecting to various transit modes, and allowing the incremental and phased development of the site. However, this alternative would continue to result in significant and unavoidable impacts related to traffic, would generate less revenue from private redevelopment and may not be economically feasible, and is incapable of fully promoting the City’s underlying goals with respect to the Project. Accordingly, the City Council finds the Reduced Intensity FAR of 0.75 Alternative to be infeasible. C. Reduced Intensity FAR of 0.50 Alternative The 0.50 FAR Alternative would reduce the size of the Project by 50 percent, from 262,287 to 131,143 square feet. The resulting project would be smaller than the 152,145 square feet that currently exists on the site. Site development would likely consist of one R&D building and surface parking. Approximately 328 parking spaces would be necessary for the 0.50 FAR Alternative based upon the 2.5 spaces/1,000 square feet proposed by the Project. The 0.50 FAR Alternative would likely employ approximately half that expected with the Project, or 450 people. A project reduced by half would likely result in a dramatically different project on the ground. Structured parking would likely give way to surface parking; similar to the current development on the site. The site improvement measures that the City requires by law would be required to be incorporated into the construction and design of the 0.50 FAR Alternative. The measures include landscaping to code (but not likely beyond); and NPDES C-3 water quality improvements. A TDM Program may not be required (if Project trips do not exceed 100 during the peak period). Other Project enhancements such as additional landscaping and LEED Silver level measures would be at jeopardy as “value engineering” or reductions in development costs would likely take effect. This alternative would also result in decreased property taxes and sales taxes due to the reduced square footage. Impacts: Reducing the development intensity to 0.50 FAR would eliminate four of the five significant unavoidable impacts associated with the Project. However, although this alternative would generate fewer trips, it would not reduce all of the significant and unavoidable impacts related to traffic and circulation. Finding: The 0.50 FAR Alternative would considerably limit the ability of the Project to be competitive in the market place. The 0.50 FAR Alternative would not result in intensification of research and development opportunities on the site or in the area; would not encourage opportunities for the continued evolution of the City’s economy, from manufacturing and warehousing/distribution to high technology and biotechnology or encourage the creation of a campus environment in the East of 101 area that targets and accommodates the biotech/R&D industry. The 0.50 FAR Alternative would not promote campus-style biotechnology uses. Opportunities to promote strong and sustainable economic growth resulting in high quality in a manner that respects the environment by redeveloping an infill site that is close to major arterials and existing utilities would be seriously compromised. The 0.50 FAR Alternative would not likely support the provision of environmental enhancements that exceed standard building requirements, such as qualifying for LEED certification and would likely, as noted above, give way to value engineering. This alternative would continue to result in significant and unavoidable impacts related to traffic, would generate less revenue from private redevelopment and may not be economically feasible, and is incapable of fully promoting the City’s underlying goals with respect to the Project. Accordingly, the City Council finds the Reduced Intensity FAR of 0.50 Alternative to be infeasible. D. Environmentally Superior Alternative The State CEQA Guidelines require that an environmentally superior alternative to the proposed project be selected. The State CEQA Guidelines also note “if the environmentally superior alternative is the ‘no project’ alternative, the EIR shall also identify an environmentally superior alternative among the other alternatives” (State CEQA Guidelines Section 15126.6(e)(2)). In general, the environmentally superior alternative minimizes adverse impacts to the environment, while still achieving the basic project objectives. Identification of the environmentally superior alternative is an informational procedure and the alternative selected may not be the alternative that best meets the goals or needs of the City. Under the No Project Alternative, the site would remain vacant and no development would occur, and would have the least environmental impacts. However, the No Project Alternative would not meet any of the key objectives of the proposed project with respect to development of the site. CEQA requires that if the environmentally superior alternative is the “no project” alternative, the EIR shall also identify an environmentally superior alternative from among the other alternatives (CEQA Guidelines, Section 15126.6[e][2]). Based on the analysis provided above, it has been determined that the Reduced Intensity FAR of 0.50 Alternative would be the environmentally superior alternative, because this alternative would result in the next greatest reduction in significant project impacts to noise and traffic. The alternatives to the project considered in this analysis propose either no development on the site, or reduced FAR of 0.75 or 0.5 on the site. However, although all of these alternatives would result in some reduction in employees and vehicle trips to the project site, none of the alternatives would reduce impacts to a level that would avoid all significant unavoidable impacts to traffic. Therefore, none of the evaluated alternatives is superior in this regard and, similar to the project, all alternatives would result in the significant and unavoidable impacts. VI. Statement of Overriding Considerations Pursuant to Public Resources Code Section 21081 and CEQA Guidelines Section 15093, the City Council of the City of South San Francisco adopts this Statement of Overriding Considerations for those impacts identified as significant and unavoidable in the 475 Eccles Avenue R&D Project EIR (SCH No. 2012082101; Certified _____, 2016 by Resolution No. _____), as further identified and described in Section III of these Findings. The City Council has carefully considered each impact, has adopted all feasible mitigation measures, and has balanced the economic, social, technological, and other benefits of the Project against the significant and unavoidable impact associated with the Project. The City Council has also examined potentially feasible alternatives to the Project, none of which would both meet most of the project objectives and result in substantial reduction or avoidance of the Project’s significant and unavoidable impacts. The City Council hereby adopts and makes the following Statement of Overriding Considerations regarding the significant and unavoidable impact of the Project and the anticipated economic, legal, social, technological, and other benefits of the Project.  The Project is expected to generate a new source of significant tax revenue for the City. Additionally, at full build out, the Project is expected to employ an additional 900 employees.  The existing physical environment consists of a vacant lot, with limited sidewalks and minimal site improvements, and which lacks amenities. The Project will convert the property to uses consistent with research and development uses, including additional amenities and improvements. The proposed project will provide site improvements that will improve the overall aesthetic character of the site.  The Project is consistent with the General Plan Guiding Policies for the East of 101 Area, which provide appropriate settings for a diverse range of non-residential uses and promotes high-technology and research and development uses.  The Project is consistent with General Plan Implementing Policies, which generally promote research and development uses, to the exclusion of residential and more traditional industrial uses.  The Project is designed to take advantage of and promote the use of public transit by adopting a Transportation Demand Management Plan that provides incentives for employees to use alternative modes of transportation. Exhibit B Mitigation Monitoring and Reporting Program TABLE 2-1 SUMMARY OF IMPACTS AND MITIGATIONS AND MITIGATION MONITORING PROGRAM LESS THAN SIGNIFICANT IMPACTS WITH MITIGATIONMITIGATION MONITORING IMPACTS AND MITIGATIONSIMPLEMENTATION /MONITORING #IMPACTMITIGATIONPARTY/ AGENCY/TIMING 4 The Project would increase existing AM Peak Hour volumes on the U.S. 101 Northbound Off-Ramp to East Grand Avenue/Executive Drive by 1.9 percent, where current volumes already exceed capacity limits. The off-ramp volume of 1,618 vehicles under Existing without Project conditions would be increased to 1,649 vehicles under Existing with Project conditions at a location with an off-ramp diverge capacity of 1,500 vehicles per hour. The applicant shall provide a fair share contribution for a second off-ramp lane connection to the U.S. 101 freeway at the U.S. 101 Northbound Off-Ramp to East Grand Avenue/Executive Drive. Improvements are shown in Traffic Figure 22, Year 2015 Mitigated Intersection Lane Geometrics and Control. City Engineer determines the fair sharefinancial contribution.Applicant pays the full sharecontribution prior to issuance of theCertificate of Occupancy by the City.Monitored by the City Engineer.8 The Project would increase vehicle queuing at Oyster Point Boulevard/Dubuque Avenue/U.S. 101 Northbound On-Ramp during the AM Peak Hour by 1.7 percent in the through lanes on the eastbound Oyster Point Boulevard approach to Dubuque Avenue at a location with unacceptable 2015 Without Project 95th percentile queuing. These levels are determined to be unacceptable by the City of South San Francisco and Caltrans under 2015 with Project conditions. The eastbound through movement queue per lane would increase from 336 up to 341 feet in a location with only 250 feet of storage per lane. The applicant shall provide a fair-share contribution to go towards adjusting the signal light timing at the Oyster Point Boulevard/Dubuque Avenue intersection. Improvements are shown in Traffic Figure 22, Year 2015 Mitigated Intersection Lane Geometrics and Control. City Engineer determines the fair sharefinancial contribution.Applicant pays the full sharecontribution prior to issuance of theCertificate of Occupancy by the City.Monitored by the City Engineer.9.AThe Project would increase year 2015 AM peak hour without Project traffic volumes by 2.3 percent at the U.S. 101 Southbound Off-Ramp to Oyster Point Boulevard/Gateway Boulevard Intersection which would increase backups extending to the freeway mainline. There would be more frequency with vehicles backing up to the freeway mainline. The applicant shall provide a fair-share contribution to adjust the signal timing and restripe the Oyster Point Boulevard/Gateway Boulevard intersection eastbound approach from a left, two through lanes and a combined through/right turn lane to a left, two through lanes and an exclusive right turn City Engineer determines the fair sharefinancial contribution.Applicant pays the full sharecontribution prior to issuance of theCertificate of Occupancy by the City.Monitored by the City Engineer.ADMINISTRATIVE DRAFT EIR / 2.0 EXECUTIVE SUMMARY 475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA PAGE 2-8 2.0 EXECUTIVE SUMMARY LESS THAN SIGNIFICANT IMPACTS WITH MITIGATION MITIGATION MONITORING IMPACTS AND MITIGATIONS IMPLEMENTATION /MONITORING # IMPACT MITIGATION PARTY/ AGENCY/TIMING lane. Improvements are shown in Traffic Figure 22, Year 2015 Mitigated Intersection Lane Geometrics and Control. 11 The Project would increase year 2035 without Project traffic volumes by 2.1 percent at the Oyster Point Boulevard/Eccles Avenue intersection. The increase would occur during the AM Peak Hour and would result in a significant impact at an intersection projected to operate unacceptably at LOS F during year 2035 without Project conditions. The applicant shall provide a fair share contribution to provide an exclusive right turn lane on the eastbound Oyster Point Boulevard approach at the Oyster Point Boulevard /Eccles Avenue intersection. Improvements are shown in Traffic Figure 22, Year 2015 Mitigated Intersection Lane Geometrics and Control.  City Engineer determines the fair share financial contribution.  Applicant pays the full share contribution prior to issuance of the Certificate of Occupancy by the City.  Monitored by the City Engineer. 12.A The Project would unacceptably increase year 2035 without Project AM peak hour vehicle queuing at the Oyster Point Boulevard/Gateway Boulevard/U.S.101 Southbound Flyover Off-Ramp intersection in the through lanes on the eastbound Oyster Point Boulevard approach. Project traffic would increase volumes by 1.5 percent, which would already be experiencing unacceptable 2035 without Project 95th percentile queuing. The eastbound queues would increase from 1,163 up to 1,187 feet in a location with only 900 feet of storage in the existing through lanes. The increase is above levels determined to be acceptable by the City of South San Francisco. The applicant shall provide a fair share contribution to adjust the signal timing; restripe the eastbound Oyster Point Boulevard approach to provide an exclusive left turn lane, two exclusive through lanes and an exclusive right turn lane; and restripe the exclusive right turn lane on the eastbound U.S.101 flyover off-ramp approach to allow through movements. This will also require provision of a third eastbound departure lane for eastbound through traffic from the off-ramp. Improvements are shown in Traffic Figure 22, Year 2015 Mitigated Intersection Lane Geometrics and Control.  City Engineer determines the fair share financial contribution.  Applicant pays the full share contribution prior to issuance of the Certificate of Occupancy by the City.  Monitored by the City Engineer. 12.B The Project would unacceptably increase year 2035 without Project AM peak hour vehicle queuing at the Oyster Point Boulevard/Dubuque Avenue /U.S.101 Northbound Off-Ramp intersection in the through lanes on the eastbound Oyster Point Boulevard approach. Project traffic would increase volumes by 1.4 percent, which would already be experiencing The applicant shall provide a fair share contribution to restripe the exclusive through lane on the westbound Oyster Point Boulevard approach adjacent to the dual right turn lanes to also allow right turn movements; and to adjust signal timing at the Oyster Point Boulevard/Dubuque Avenue/U.S. 101 Northbound On-Ramp.  City Engineer determines the fair share financial contribution.  Applicant pays the full share contribution prior to issuance of the Certificate of Occupancy by the City.  Monitored by the City Engineer. DRAFT EIR / 2.0 EXECUTIVE SUMMARY 475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA PAGE 2-9 2.0 EXECUTIVE SUMMARY LESS THAN SIGNIFICANT IMPACTS WITH MITIGATION MITIGATION MONITORING IMPACTS AND MITIGATIONS IMPLEMENTATION /MONITORING # IMPACT MITIGATION PARTY/ AGENCY/TIMING unacceptable 2035 without Project queuing. The eastbound queues would increase from 638 up to 640 feet in a location with only 250 feet of storage. The Project would also unacceptably increase volumes by 1.3 percent during the PM Peak Hour in the right turn lanes on the westbound Oyster Point Boulevard approach to the U.S. 101 northbound on-ramp at a location with unacceptable 2015 “without Project” queuing. The westbound right turn queue would increase from 1,148 up to 1,156 feet in a location with only 840 feet of storage. The increase is above levels determined to be acceptable by the City of South San Francisco. Improvements are shown in Traffic Figure 22, Year 2015 Mitigated Intersection Lane Geometrics and Control. 15 Project-related traffic would access Eccles Avenue via three driveways where safety impacts would result at the southern and central driveway connections due to sight line issues. The applicant shall be responsible maintaining landscaping along the Eccles Avenue Project frontage between the central and south driveways that will allow exiting drivers being able to maintain the minimum required 250-foot sight lines at the central and south driveways. The landscape plan shall be revised to show staggered tree planting along this frontage to allow sight lines through the trees as they grow and reach maturity; or, the trees and landscaping shall be maintained to provide a view from 2.5 to 6 feet above grade. The landscape plan shall be revised to note either requirement, show the line-of-sight triangles and not the requirement. These notes shall be on the building plans that are a part of the building permit issuance. The note shall be made on the plans in conformance with the lines of sight  Applicant shall make the notes on the plans submitted as part of the building permit review process in conformance with mitigation 15. Applicant or designee shall maintain landscaping for the life of the Project as specified.  Notes shall be shown on plans that are approved for building permits.  Monitored by the Project Planner as part of the permit process. DRAFT EIR / 2.0 EXECUTIVE SUMMARY 475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA PAGE 2-10 2.0 EXECUTIVE SUMMARY LESS THAN SIGNIFICANT IMPACTS WITH MITIGATION MITIGATION MONITORING IMPACTS AND MITIGATIONS IMPLEMENTATION /MONITORING # IMPACT MITIGATION PARTY/ AGENCY/TIMING required as set forth in Traffic Figure 24 to insure that the mitigation is permanently maintained. 16 On-site circulation would adequately conform to City guidelines and good traffic engineering practice with the exception of the first internal intersection at the southern driveway which could result in right-of-way conflicts. The applicant shall provide stop sign control on the southbound parking aisle approach to the south driveway adjacent to the southeast corner of the garage, show the stop sign on the building permit plans and emplace the sign prior to issuance of a certificate of occupancy.  Applicant shall make the notes on the plans submitted as part of the building permit review process in conformance with mitigation 16.  Prior to issuance of a certificate of occupancy the stop sign shall be in place.  Monitored by the Project Planner as part of the permit process. SIGNIFICANT AND UNAVOIDABLE IMPACTS IMPACTS WITH NO MITIGATION AVAILABLE # IMPACT 9B The Project would increase year 2015 AM peak hour without Project traffic volumes by 2.3 percent at the U.S. 101 Southbound Off-Ramp (Flyover) diverge to the Oyster Point Boulevard/Gateway Boulevard Intersection. The Project would increase off-ramp volumes from 1,762 up to 1,803 vehicles with 2015 without Project volumes already exceeding the 1,500 vehicles per hour diverge capacity limit. 13.A The Project would increase the frequency of backups extending to the freeway mainline at the U.S. 101 Southbound Off-Ramp to Oyster Point Boulevard/Gateway Boulevard Intersection during the AM Peak Hour. The Project would increase volumes at this off-ramp by 1.4 percent compared to Year 2035 without Project volumes. Traffic would backup to the freeway mainline more frequently. 13.B The Project would increase the frequency of backups extending to the freeway mainline at the U.S. 101 Northbound Off-Ramp to East Grand Avenue/Executive Drive Intersection during the AM Peak Hour. The Project would increase volumes at this off-ramp by 1.3 percent compared to Year 2035 without Project volumes. Traffic would back up to the freeway mainline more frequently. 13.C Implementation of the Project would increase year 2035 AM peak hour without Project traffic volumes by 1.4 percent at the U.S. 101 Southbound Off-Ramp (Flyover) diverge to the Oyster Point Boulevard/Gateway Boulevard Intersection. The Project would increase off-ramp volumes from 2,454 up to 2,488 vehicles with 2035 without Project volumes already exceeding 1,500 vehicles per hour capacity of the off-ramp. 13.D The Project would increase PM peak hour on-ramp volumes by more than 1 percent on the U.S. 101 Northbound One-Lane On-Ramp from the Oyster Point Boulevard/Dubuque Avenue Intersection. Volumes would be increased by 1.1 percent (from 2,572 up to 2,601 vehicles) with Year 2035 without Project volumes already exceeding the on-ramp capacity of 2,200 vehicles per hour. DRAFT EIR / 2.0 EXECUTIVE SUMMARY 475 ECCLES AVENUE, SOUTH SAN FRANCISCO, CALIFORNIA PAGE 2-11 148900306.2 Exhibit C - Gateway Of Pacific (GOP) GOP 4 and 5 Project Description July 21, 2020 I. OVERVIEW Entities affiliated with BioMed Realty seek the approvals necessary to complete the Gateway Business Park Master Pan project and integrate it with the previously approved 475 Eccles project. The result will be the Gateway of Pacific (GOP) R&D campus with interconnected pedestrian and bicycle paths, reflecting high quality architecture and a design appropriate for this important gateway location. Two projects are currently proposed: GOP 4 and GOP 5. GOP 4. The City approved a revised Master Plan for the Gateway Business Park campus in 2013, and BMR entities have been building out since then. The City has approved Precise Plans for three of the four phases of the Master Plan. GOP 1 is near completion. GOP 2 and 3 have started construction. BMR Gateway of Pacific IV LP now seeks approval of a Precise Plan for GOP 4. GOP 5. BMR-Gateway of Pacific V LP seeks to modify the approvals granted for 475 Eccles to update its design to complement GOP 1, 2, 3 and 4, and to include the site of some former rail spurs that currently separate GOP 1, 2, 3 and 4 from 475 Eccles. The rail spurs will be improved with pedestrian and bicycle connections. The modified project that encompasses the former 475 Eccles project plus the rail spurs is now called the GOP 5 Project. Both GOP 4 and GOP 5 are depicted below: - 2 - 148900306.2 II. GOP 4 PROJECT A. Gateway Business Park Master Plan Development To Date. The Gateway Business Park Master Plan encompasses a 22.7 -acre site comprised of 4 parcels located at the intersection of Gateway Boulevard and Oyster Point Boulevard. The Master Plan project has been informally known as the Gateway of Pacific (GOP) project. This Master Plan area is within the Gateway Specific Plan zoning district (Area V of the Gateway Specific Plan Zoning Map). The 2013 Master Plan established a conceptual plan for development of a life sciences campus that achieves the allowable 1.25 FAR. As conceptually depicted in the Master Plan, the campus is envisioned to serve multiple science organizations in four major buildings supported by amenity facilities and parking garages. A central, park-like open space connects these structures in a highly sustainable and pedestrian -friendly setting. Phase 1 (GOP 1), located at 1000 Gateway Boulevard, is near completion and has been leased to AbbVie. Phases 2 and 3 (GOP 2 and GOP 3), which will complete the frontage that runs along Gateway Boulevard at 750 and 850 Gateway Boulevard, have started construction. GOP 2 is partially leased to Amgen and GOP 3 is the subject of ongoing negotiations with top -tier biotechnology firms. B. GOP 4 Proposed Development. BMR-Gateway of Pacific IV LP now seeks to complete buildout of the Gateway Business Park Master Plan by pursuing a Precise Plan for phase 4 (GOP 4). The GOP 4 site comprises 6.35 acres located at 850 and 900 Gateway Boulevard. Two five-story buildings will be constructed, each with a roof top mechanical area / penthouse level above. The overall height, as measured pursuant to the applicable zoning code, will be 98 feet above the average level of the highest and lowest point of the portion of the lot covered by the building. The two buildings will have approximately 226,000 square feet of gross floor area. A total of 531 parking spaces for this phase will be accommodated on a five level, raised -deck structure. Access from the Oyster Point Boulevard side of the site will be available via drives along Veterans Boulevard and the current Fed-ex driveway. This will be the primary access route to the site . Secondary access from Gateway Boulevard will be available via a private drive aisle named “Park Street,” to be constructed along the western edges of GOP 2, 3 and 4, and which will provide secondary access to the GOP 2, 3 and 4 garages. The architecture will respond to the site’s location as a gateway to South San Francisco’s biotechnology hub and to the general urbanization of the Gateway District. GOP 4 will enhance and expand the pedestrian experience with an interior plaza area, which will extend the open, park-like landscape of the central GOP Master Plan campus. Building form will reflect the influences of local climate and the culture of science. Open floor plates will be articulated for sculptural quality while maintaining the high efficiency needed for research environments. The building envelope will consist of a high-quality curtain-wall system with energy-efficient glazing and accents of metal panels, wood and concrete. Building and Landscape design and material selection have been selected to support LEED and high - performance energy and environmental standards. As set forth in the Development Agreement, BMR will use good faith efforts to achieve a Silver or better LEED rating for GOP 4. The design will follow the framework established by the Master Plan and the approach to sustainability and commitment to design quality are fully consistent with the other phases of GOP. - 3 - 148900306.2 The GOP 4 Project site will be integrated with the rest of the GOP campus. As noted, vehicular access will be available from both Oyster Point Boulevard and Gateway Boulevard. The entir e Master Plan campus, and the new GOP 5 building (see below) will be connected via pedestrian and bicycle paths. This will be a continuous pedestrian pathway that joins all buildings on the GOP campus. A variety of enhanced paving materials and feature plantings, amenities and social spaces will be added to encourage pedestrian use. C. GOP 4 Approvals. The GOP 4 Project requires approval of a Precise Plan. Design review will be included in the processing of the Precise Plan . The GOP 4 approvals include amendments to the GOP Development Agreement to extend its term to December 31, 2030, and to reflect the manner in which provisions of the original Development Agreement regarding in lieu park fees have been implemented. The approvals also may address the fact that conditions at the edge of the Precise Plan for each phase of the Master Plan were modified to accommodate and be compatible with each newer, adjacent Precise Plan as it was approved. Because the Master Plan project is vested into the 2013 South San Francisco Municipal Code pursuant to the Development Agreement, the GOP 4 Project will be subject to the 2013 Zoning Code. The GOP 4 Project will meet current building standards, including CalGreen. D. GOP 4 Existing Setting. The GOP 4 Project site currently hosts two buildings that were constructed in 1988. There is a vacant building at 850 Gateway, which formerly housed Genentech. There is an operating Fed Ex shipping center at 900 Gateway. Both buildings will be demolished. The site currently has access via a driveway to Oyster Point Boulevard. III. GOP 5 PROJECT A. GOP 5 Proposed Development. BMR-Gateway of Pacific V LP seeks approvals for the GOP 5 Project. GOP 5 is planned to be the fifth phase of the GOP campus, connecting to the Master Plan area to the west. GOP 5 is not included in the Gateway Business Park Master Plan, but BMR intends that it look and feel like part of the same campus. BMR seeks modifications to the approvals previously granted for 475 Eccles to implement the GOP 5 Project. The GOP 5 Project site is 8.9 acres. It includes the site of the 475 Eccles project (6.1 acres) that was approved in 2016, plus the area of some former railroad spurs (2.8 acres) that lie between GOP 4 and 475 Eccles. Inclusion of the rail spur property will enable connections between 475 Eccles and the re st of the GOP campus. The result will be a single biotech campus that includes GOP 1, 2, 3, 4 and 5, which will be integrated with pathways and visually compatible architecture. The GOP 5 site is in the Business Technology Park (BTP) zoning district, which allows up to 1.0 FAR with a Use Permit, based upon a TDM. The 2016 approvals for 475 Eccles allow two - 4 - 148900306.2 buildings that achieve an FAR of approximately 1.0 as measured across the 475 Eccles site,1 based upon a TDM program that was approved in 2016. The GOP 5 Project proposes to redesign the site to bring it up to current aesthetic standards and to integrate the site with the adjacent GOP 1, 2, 3 and 4 sites to the west, all without increasing the square footage approved in 2016. A revised TDM plan will be submitted to ensure compliance with current TDM standards. As is the case for the other GOP phases, the architecture for GOP 5 responds to the site’s location as a gateway to South San Francisco’s biotechnology hub. GOP 5 will connect to the open, park-like landscape of the GOP 1, 2, 3 and 4 campus. The GOP 5 Project will incorporate the LEED Silver measures listed in the EIR prepared for 475 Eccles, will use good faith efforts to achieve LEED Silver or better certification, and will include all environmental measures that were incorporated into the 475 Eccles project as noted in that EIR . Building form will reflect the influences of local climate and the culture of science. Open floor plates have been articulated for sculptural quality while maintaining the high efficiency needed for research environments. The building envelope will consist of a high-quality curtain-wall system with energy-efficient glazing and accents of terra cotta, wood and concrete. Building and Landscape design and material selection have been selected to support LEED and high - performance energy and environmental standards. Installation of pedestrian amenities in the rail spurs wi ll enable completion of the continuous pedestrian pathway described above, which will join all buildings on the GOP campus. As noted, a variety of enhanced paving materials and feature plantings, amenities and social spaces will be added to encourage pede strian use. BMR will grant to the City a shared access easement to allow public use of a multi-use path within the rail spurs. This easement will ensure there are no conflicts with the “rails to trails” plan (also known as “Active South City” plan) the City is currently considering. No other modifications to the Use Permit are requested. As was the case in 2016, development at 475 Eccles will expand the general urbanization of the City’s gateway area to Eccles Boulevard. Vehicles will continue to access the site from Eccles Avenue. Construction will consist of two (2) five (5) story buildings with a roof top mechanical area / penthouse level on each building. There will be 262,287 square feet in these two buildings. The GOP 5 Project will implement the previously approved parking reduction that imposes a minimum parking requirement of 2.5 spaces per 1,000 square feet. GOP 5 proposes a 655- space parking structure. GOP 5 also will implement the previously approved alternate landscape plan, which eliminated a requirement for rooftop planters in light of the fact that t he parking garage facades were designed to match the buildings’ architectural facades and therefore reflected the appearance of the campus buildings, and greenscreen panels on lower- level portions of the garage façade will be included to give more screening on the building. The current GOP 5 parking structure landscape design incorporates planting strategies similar to those used in the GOP 2 and 3 parking structures. The design includes native and adapted plantings of various size and scale that will provide screening of the lower level garage façade and provide seasonal interest. The overall height, as measured pursuant to the applicable 1 While BMR is not waiving its right to seek approval of more development in the future, t he GOP 5 Project does not propose any additional square footage that could be achieved by applying the allowed FAR to the acreage of the GOP 5 Project site. - 5 - 148900306.2 zoning code, will be 98 feet above the average level of the highest and lowest point of the portion of the lot covered by the building. B. GOP 5 Approvals. The approvals sought for the GOP 5 Project are modifications of the approvals granted in 2016 for the 475 Eccles project. GOP 5 requires a modification of the Use Permit to expand the scope of the area to which the permit attaches to encompass the rail spurs, and to incorporate the upgraded design for the allowed development. BMR will demonstrate that no new TDM measures are needed to support approval of this modification to the Use Permit. A modification to the design review approval issued in 2016 will be required to reflect the current design. A tree removal permit may be required to address a protected tree in the rail spur parcels. BMR seeks modification to the Development Agreement for 475 Eccles to incorporate the modified approvals and to expand the area of property covered by the DA to include the rail spurs. BMR also seeks an extension of the Developmen t Agreement term to December 31, 2030, and some minor clerical amendments to reflect the City’s in lieu park fee ordinance. C. GOP 5 Existing Setting. 475 Eccles currently hosts a building pad left over from the demolition of the former structure. The site has paved parking and vehicular access to Eccles Avenue. The rail spur areas are currently undeveloped, with the exception of some retaining walls that were installed in connection with GOP 1, 2 and 3 to enable creation of the pedestrian walkways and a private roadway that are now proposed. IV. CONSTRUCTION PHASING AND SCHEDULE GOP 4 and GOP 5 collectively propose four buildings and two associated parking garages. BMR anticipates that GOP 4 and GOP 5 develo pment, from site preparation through certificate of occupancy, will take approximately 7 years, beginning in 2021. Site preparation and buildout will occur in response to market demand. It is anticipated that market demand will lead to one to two buildings plus associated parking being under construction at any given point in time . V. PRIOR ENVIRONMENTAL REVIEW The Gateway Business Park Master Plan project, which includes GOP 1, 2, 3 and 4, was the subject of an EIR initially certified in 2010 in connection w ith the original Master Plan. (SCH #2008062059) The City determined in connection with its 2013 approval of the revised Gateway Business Park Master Plan and the GOP 1 Precise Plan that no supplemental or subsequent EIR was required. The City approved G OP 2 and 3 in 2018 based upon an addendum that likewise determined that no supplemental or subsequent EIR was required. The current GOP 4 Project will comply with all mitigation measures imposed upon the Gateway Business Park Master Plan project. The 475 Eccles project was approved in 2016 based upon an EIR the City certified for that project. (SCH# 2012082101) No subsequent approvals for the 475 Eccles project have been issued since then. The GOP 5 Project proposes to modify the 475 Eccles project by expanding the project site to encompass the rail spur properties. The inclusion of the rail spur properties in the GOP 5 Project will ensure that all mitigation and other environmentally-protective measures incorporated into the 475 Eccles EIR will apply to the rail spurs as well. - 6 - 148900306.2 BMR will implement the requirements of the prior environmental reviews by having a new Health Risk Assessment prepared that addresses the impacts of construction of GOP 4 and GOP 5 on current sensitive receptors. The GOP 4 and GOP 5 Projects include compliance with environmentally protective laws and standard practices, including the applicable tree protection ordinance, and standard surveys and other protections for nesting birds and roosting bats. - Development Agreement page 1 of __ - DRAFT 7/21/2020 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: City Clerk City of South San Francisco P.O. Box 711 South San Francisco, CA 94083 (Space Above This Line Reserved For Recorder’s Use) FIRST AMENDED AND RESTATED DEVELOPMENT AGREEMENT BY AND BETWEEN CITY OF SOUTH SAN FRANCISCO AND BMR-GATEWAY OF PACIFIC V LP GATEWAY OF PACIFIC PHASE 5 PROJECT SOUTH SAN FRANCISCO, CALIFORNIA - Development Agreement page 2 of __ - FIRST AMENDED AND RESTATED DEVELOPMENT AGREEMENT Gateway of Pacific Phase 5 Project This FIRST AMENDED AND RESTATED DEVELOPMENT AGREEMENT FOR THE GATEWAY OF PACIFIC PHASE 5 PROJECT is dated _______________, 2020 (“Agreement ”), between BMR-GATEWAY OF PACIFIC V LP, a Delaware limited partnership, formerly known as BMR-475 ECCLES AVENUE 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 the City are individually referred to herein as a “Party” and collectively referred to herein as “Parties.” R E C I T A L S A. WHEREAS, California Government Code (“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, pursuant to Government Code Sect ion 65865, the City has adopted rules and regulations, embodied in Chapter 19.60 of the South San Francisco Municipal Code (“Municipal Code” or “SSFMC”), establishing procedures and requirements for adoption and execution of development agreements; and C. WHEREAS, this Agreement concerns eight and nine-tenths (8.9) acres of property consisting of (a) a six and one-tenth (6.1) acre site located at 475 Eccles Avenue, in the East of 101 Area Plan, as shown and more particularly described in Exhibit A, attached (“Approved Property”), and (b) a two and eight-tenths (2.8) acre site formerly occupied by railroad spurs located immediately north of the Approved Property and south of Phases 1 through 4 of the Gateway of Pacific campus, as shown and more particularly described in Exhibit A (“Added Property”). The Approved Property and the Added Property are collectively referred to herein as the “Property”; and D. WHEREAS, Owner has a legal or equitable interest in the Property subject to this Agreement; and E. WHEREAS, on July 27, 2016, the City Council, by Resolution Number 94-2016, approved a conditional use permit to allow Owner to increase the base floor area ratio (“FAR”) from five tenths (0.5) to one (1.0) on the Approved Property based on an approved “Incentives Program” as provided in Municipal Code Section 20.110.003; and F. WHEREAS, on July 27, 2016, the City Council, by Ordinance Number 1 522-2016, approved and adopted that certain Development Agreement between the City and Owner for the 475 Eccles Avenue Life Science Campus Project (“2016 Agreement”) on the Approved Property; and G. WHEREAS, the 2016 Agreement became effective on or about August 26, 2016 (“2016 Effective Date”); and - Development Agreement page 3 of __ - H. WHEREAS, subsequent to the 2016 Effective Date, Owner acquired the Added Property; and I. WHEREAS, subsequent to the 2016 Effective Date, Owner submitted a modified development proposal to the City to permit development of the Property as depicted in the Project Documents, prepared by Flad Architects, BKF Engineers, and CMG Landscape Architecture and attached hereto as Exhibit B; and J. WHEREAS, the modified development proposal for the Gateway of Pacific Phase 5 project, by including the Added Property, enables development of an integrated Gateway of Pacific campus by providing pedestrian and bicycle connections between the Approved Property and the Gateway of Pacific campus to the north; and K. WHEREAS, the modified development proposal also redesigns the site on the Approved Property to integrate it physically and aesthetically with the adjacent Gateway of Pacific campus to the north; and L. WHEREAS, the modified development proposal is 262,287 square feet, as identified in Resolution Number 94-2016 based on the application of an FAR of approximately 1.0 to the Approved Property, and does not include the density that could be available to Owner based on the application of allowable FAR to the Added Property; and M. WHEREAS, by entering into this Agreement, Owner has not waived any right it may have for future additional development on the Property based on the application of allowable FAR to the Property; and N. WHEREAS, this Agreement does not grant a vested right to develop more than the density of the modified development proposal; and O. WHEREAS, concurrently with approval of this Agreement, following review and recommendation by the Planning Commission and after a duly noticed public hearing , the City Council, by Resolution No. ________, approved an amendment to the conditional use permit issued under by Resolution No. 94-2016 to enable development of the modified development proposal; and P. WHEREAS, Owner has requested that the City enter into this Agreement to amend and restate the rights and obligations of the Parties relating to the development of the Property, expand the property subject to this Agreement to include the Added Property, and incorporate approvals of the modified development proposal into this Agreement; and Q. WHEREAS, all proceedings necessary for the valid adoption and execution of this Agreement have taken place in accordance with Government Code Sections 65864 through 65869.5, the California Environmental Quality Act (“CEQA”), and Chapter 19.60 of the Municipal Code; and R. WHEREAS, the City Council and the Planning Commission have found that this Agreement is consistent w ith the objectives, policies, general land uses and programs - Development Agreement page 4 of __ - specified in the South San Francisco General Plan as adopted on October 13, 1999 and as amended from time to time; and S. WHEREAS, on _______________, 2020, the City Council adopted Ordinance No. ______________ approving and adopting this Agreement , and the Ordinance took effect thirty days later. A G R E E M E N T NOW, THEREFORE, the Parties, pursuant to the authority contained in Government Code Sections 65864 through 65869.5 and Chapter 19.60 of the Municipal Code and in consideration of the mutual covenants and agreements contained herein, agree as follows: 1. Effective Date Pursuant to Section 19.60.140 of the Municipal Code, notwithstanding the fact that the City Council adopts an ordinance appro ving this Agreement, this 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 (“2020 Effective Date”). 2. Duration This Agreement shall expire December 31, 2030. Notwithstanding the foregoing, if litigation against the Owner (or any of its officers, agents, employees, contractors, representatives or consultants) to which the City also is a party should delay implementation or construction on the Property of the “Project” (as defined in Section 3 below), the expiration date of this Agreement shall be extended for a period equal to the length of time from the time the summons and complaint is served on the defendant(s) until the judgment entered by the court is final, and not subject to appeal; provided, however, that the total amount of time for which the expiration date shall be extended as a result of such litigation shall not exceed five (5) years. 3. Project Description; Development Standards For Project The project to be developed on the Property pursuant to this Agreement (the “Project”) shall consist of construction of two new buildings and one parking structure, and exterior landscaping, driveways, pathways, pedestrian amenities, and other related improvements, to be built in one or more phases, to create a connected, pedestrian-friendly, campus-style development, as more particularly described in the Project Documents and as approved by the City Council, provided that the Project also includes any subsequent modifications made by Owner with approval by the Planning Commission or the City Council, so long as such modifications do not increase the maximum amount of square feet permitted to be constructed on the Property (262,287 square feet of gross floor area for the two new buildings). (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, - Development Agreement page 5 of __ - any public improvements, facilities and services, and all environmental impact mitigation measures imposed as approval conditions for the Project , as any such items may be modified under Section 3, above, shall be exclusively those provided in the City Council resolutions required to implement the Project, the 475 Eccles Avenue Environmental Impact Report dated October 26, 2012 (DEIR) and February 2016 (FEIR) (“2016 EIR”), this Agreement, and the applicable ordinances in effect as of the 2016 Effective Date, except as modified in this Agreement. The Project will be redeveloped in one or two phases, at Owner’s election. Each phase of development will adhere to the governing Municipal Code provisions applicable to the Property as of the 2016 Effective Date (except as modified by this Agreement), as well as the Conditions of Approval and the Mitigation Monitoring and Reporting Program set forth in Exhibit C hereto. (b) Subject to Owner’s fulfillment of its obligations under this Agreement, upon the 2020 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 and the applicable ordinances in effect as of the 2016 Effective Date. (c) Upon such grant of right, no amendments to the City General Plan, the City Zoning Code, the Municipal Code, or other City ordinances, policies or regulations in effect as of the 2016 Effective Date shall apply to the Project, except such modifications that are not in conflict with and do not prevent implementation of the Project ; provided, however, that nothing in this Agreement shall prevent or preclude the City from adopting any land use regulations or amendments expressly permitted herein or otherwise required by State or Federal Law. (d) Owner shall cause the Project to be submitted for certification pursuant to the Leadership in Energy and Environmental Design (“LEED”) Green Building Rating System of the U.S. Green Building Council or other industry equivalent agency. Owner shall use good faith efforts to achieve a “Silver” (or higher) rating, pursuant to the LEED Green Building Rating System; provided, however, that Owner shall not be in default under this Agreement if, notwithstanding Owner’s good faith efforts, the Project does not receive a “Silver” (or higher) rating. (e) Upon completion of Project improvements within the Added Property, Owner shall execute and have recorded, at no cost to the City, a shared access easement substantially in the form attached hereto as Exhibit E, on the terms and at the location described therein (“Public Trail Easement Agreement”). 4. Permits for Project All required permits for the Project shall comply with all applicable Uniform Codes, the Municipal Code in effect as of the 2016 Effective Date, CEQA requirements (including any required mitigation measures) and Federal and State Laws. - Development Agreement page 6 of __ - 5. Vesting of Approvals Upon the City’s approval of this Agreement, the approval shall be vested 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 the Agreement, including, but not limited to, submission of insurance certificates and bonds for the grading of the Property and construction of improvements. 6. Cooperation Between Parties in Implementation of this Agreement 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. Accordingly, Owner and the 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. Owner, in a timely manner, shall provide the City with all documents, applications, plans and other information necessary for t he 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. 7. Acquisition of Other Property; Eminent Domain In order to facilitate and insure development of the Project in accordance with 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 o ff-site components of the Project required by the City to be constructed or obtained by Owner in the C ity’s approval of the Project, in the event Owner is unable to acquire such easements or properties or is unable to secure the necessary agreements with t he 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. - Development Agreement page 7 of __ - 8. Maintenance Obligations on Property All of the Property subject to this Agreement shall be maintained by Owner or its successors and assigns in perpetuity in accordance with City requirements to prevent accumulation of litter and trash, to keep weeds abated, to provide erosion control, and to comply with other requirements set forth in the Mu nicipal Code, subject to City approval as permitted or required by the Municipal Code. (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 Owner, or Owner’s member, partner, parent, or subsidiary, no longer owns a majority interest in a parcel or building in the Project, Owner shall first establish an Owner’s Association and submit Conditions, Covenants and Restrictions (“CC&Rs”) to the City for review and appro val by the City Attorney not to be unreasonably withheld, conditioned or delayed (provided, however, that if such transfer arises from a Mortgage Transfer Event (as defined in Section 30 below), then such Association shall be established and CC&Rs shall be submitted as soon as reasonably practicable after such Mortgage Transfer Event). Said CC&Rs shall satisfy the requirements of Section 19.36.040 of the Municipal Code. (b) Any provisions of said CC&Rs governing the Project relating to the maintenance obligations under this section shall be enforceable by the City. 9. New Taxes Any subsequently enacted City-wide taxes shall apply to the Property, provided that: (i) the application of such taxes to the Property is prospective; and (ii) the application of such taxes would not prevent development in accordance with this Agreement. 10. 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 that benefit the Property. 11. Additional Conditions Owner shall comply with all of the following requirements: (a) Fees. Owner shall not be responsible for any fees imposed by the City in connection with the development and construction of the Project, except as outlined in Exhibit D attached hereto and incorporated herein. No fee requirements (other than those identified herein) imposed by the City on or after the 2016 Effective Date and no changes to then-existing fee requirements (except those already subject to periodic adjustments as specified in the adopting or implementing resolutions and ordinances) that occurred or occur on or after the 2016 Effective Date shall apply to the Project. Any application, processing, - Development Agreement page 8 of __ - administrative, legal and inspection fees that are revised during the term of this Agreement shall apply to the Project provided that (i) such fees have general applicability; (ii) the application of such fees to the Property is prospective; and (iii) the application of such fees would not prevent development in accordance with this Agreement. (b) Transportation Demand Management Plan. Owner shall prepare an annual Transportation Demand Management (TDM) report, and submit same to City, to document the effectiveness of the TDM plan in achieving the goal of 35% alternative mode usage by employees within the Project when the Project is built out to a 1.0 FAR or less. The TDM report will be prepared by an independent consultant, retained by City with the approval of Owner (which approval shall not be unreasonably withheld or delayed) and paid for by Owner, which consultant will work in concert with Owner’s TDM coordinator. The TDM report will include a det ermination of historical employee commute methods, which information shall be obtained by survey of all employees working in the redeveloped buildings on the Property. All non-responses to the employee commute survey will be counted as a drive alone trip. TDM monitoring shall be required and conducted pursuant to South San Francisco Municipal Code, Chapter 20.400, as that Chapter may be revised, amended, or reorganized from time to time. 1) TDM Reports: The initial TDM report for each redeveloped 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 of the redeveloped buildings on the Property except the parking facilit y. 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 redeveloped buildings on the Property which are submitting their second or later TDM reports. 2) Report Requirements: The goal of the TDM program is to encourage alternative mode usage, as defined in Chapter 20.400 of the South San Francisco Municipal Code. The initial TDM report shall either: (1) state that the applicable property has achieved the Targeted Alternative Mo de Usage, based on the number of employees in the redeveloped buildings at the time, providing supporting statistics and analysis to establish attainment of the goal; or (2) state that the applicable property has not achieved the Targeted 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 Targeted Alternative Mode Usage. 3) 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 Targeted Alternative Mode Usage is still not being achieved, or if Owner - Development Agreement page 9 of __ - 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 that the actual alternative mode usage is below the Targeted Alternative Mode Usage goal. i. In determining whether a financial penalty is appropriate, City ma y consider whether Owner has made a good faith effort to meet the TDM goals. ii. 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. iii. Notwithstanding the foregoing, the amount of any penalty shall bear the same relationship to the maximum penalty as the completed construction to which the penalty applies bears to the maximum amount of square feet of Office, Commercial, Retail 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 building construction, excluding parking facilities, permitted on the Property; this amount would then be multiplied by the number of percentage points that the actual alternative mode usage is below the Targeted Alternative Mode Usage goal. iv. The provisions of this section are incorporated as Conditions of Approval for the Project and shall be included in the approved TDM for the Project. (c) EIR. The Parties will adhere to the Conditions of Approval for the Project and the Mitigations which result from the 2016 EIR and Mitigation Monitoring and Reporting Program (attached as Exhibit C). Entitlement review for future Project phases will be limited in scope, so long as consistent with the 2016 EIR and the Project Documents. - Development Agreement page 10 of __ - (d) Climate Action Plan. The Project shall comply with the City of South San Francisco Climate Action Plan Adopted February 13, 2014 (the “CAP”). The applicable measures from the CAP are as follows: 1) Measure 2.1, Action 5 (provide conduit for future electric vehicle c harging installations); 2) Measure 3.4, Action 1 (encourage high-albedo surfaces, as identified in voluntary CALGreen standards); 3) Measure 4.1, Action 2 (requiring construction of new nonresidential conditioned space 5,000 square feet or more to comply with one of the following standards: (i) Meet a minimum of 50% of modeled building electricity needs with on-site renewable energy sources; (ii) participate in a power purchase agreement to offset a minimum of 50% of modeled building electricity use; (iii) comply with CALGreen Tier 2 energy efficiency requirements to exceed mandatory efficiency requirements by 20% or more.) To comply with this Measure 4.1, Action 2, the Project must demonstrate that it is projected to achie ve the CAP target of a 50% or 20% reduction (or offset) below the energy demand that would result if the Project were built under the assumptions used in the CAP’s Adjusted Business As Usual (ABAU) projections. 4) Measure 4.1, Action 3 (install conduit to accommodate wiring for solar); and 5) Measure 6.1, Action 2 (Revitalize implementation and enforcement of the Water Efficient Landscape Ordinance by undertaking one of the following: (i) establishing a varia ble-speed pump exchange for water features; (ii) limiting turf area in commercial and large multi-family projects; (iii) restricting hours of irrigation to occur between 3:00 a.m. and two hours after sunrise; (iv) installing irrigation controllers with rain sensors; (v) landscaping with native, water-efficient plants; (vi) installing drip irrigation systems; (vii) reducing impervious surfaces. 12. Indemnity Owner agrees to indemnify, defend (with counsel selected by the City subject to the reasonable approval of Owner) and hold harmless the City, and its elec ted and appointed councils, boards, commissions, officers, agents, employees, and representatives from any and all claims, costs (including legal fees and costs) and liability for any personal injury or property damage which may arise directly or indirectly as a result of any actions or inactions by Owner, or any actions or inactions of Owner’s contractors, subcontractors, agents, or employees in connection with the construction, improvement, operation, or maintenance of the Project, provided that Owner sha ll have no indemnification obligation - Development Agreement page 11 of __ - with respect to gross negligence or willful misconduct of the City, its contractors, subcontractors, agents or employees or with respect to the maintenance, use or condition of any public improvement after the time it has been dedicated to and accepted by the City or another public entity (except as provided in an improvement agreement or maintenance bond). 13. 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 2020 Effective Date, will not be bound by this Agreement. 14. 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 Proper ty. 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 shal l require the transferee to acknowledge in writing that the 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 rights, interests and obligations under this Agreement shall occur without prior written notice to the City and approval by the City Manager, which approval shall not be unreasonably withheld, conditioned or delayed. The City Manager shall consider and decide the matter within ten (10) days after Owner’s notice, provided all necessary documents, certifications and other information evidencing the ability of the transferee’s ability to perform under this Agreement, are provided to the City Manager. (c) Exception for Notice. Notwithstanding Section 14(b), Owner may at any time, upon notice to the 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 under this Agreement: (i) to any subsidiary, affiliate, parent or other entity which controls, is controlled by or is under common control with Owner, (ii) to any member or partner of Owner or any subsidiary, parent or affiliate of any such member or partner, (iii) to any successor or successors to Owner by merger, consolidation, non-bankruptcy reorganization or government action, or (iv) as a result of a Mortgage Transfer Event (as defined in Section 30, below). As used in this subsection, “control” shall mean the possession, directly or indirectly, of the power to direct or cause the direction of management or policies, whether through the ownership of voting securities, partnership interest, contracts (other than those that transfer Owner’s interest in the property to a third party not specifically identified in this subsection) or otherwise. - Development Agreement page 12 of __ - (d) Release Upon Transfer. Upon the transfer, sale, or assignment of all of Owner’s rights, interests and obligations under this Agreement pursuant to Section 14(a), Section 14(b) or Section 14(c) of this Agreement, Owner shall be released from the obligations under this Agreement, with respect to the Property, or portion thereof, transferred, sold, or assigned, arising subsequent to the date of the City Manager’s approval of such transfer, sale, o r assignment or the effective date of such transfer, sale or assignment, whichever occurs later; provided, however, that if any transferee, purchaser or assignee approved by the City Manager expressly assumes any right, interest or obligation of Owner under this Agreement, Owner shall be released with respect to such rights, interests and assumed obligations. In any event, the transferee, purchaser or assignee shall be subject to all the provisions hereof and shall provide all necessary documents, certific ations and other necessary information prior to City Manager approval, where such approval is required as set forth in Section 14(b), above. (e) Owner’s Right to Retain Specified Rights or Obligations. Notwithstanding Section 14(a) and Section 14(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. Owner’s purchaser, transferee or assignee shall then have no interest in 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. (f) Time for Notice. Within ten (10) days of the date escrow closes on any such transfer, Owner shall notify the C ity 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 do es not comply with the notice requirements of this Section and Section 14(b) shall not release Owner from its obligations to the City under this Agreement until such time as the City is provided notice in accordance with Section 14(b). 15. Insurance (a) Commercial General Liability Insurance. At all times that Owner is constructing any portion or phase of the Project, or any improvement related to any portion or phase of the Project, Owner shall maintain in effect a policy of commercial general liability insurance with a per-occurrence combined single limit of not less than ten million dollars ($10,000,000.00). With the exception of workers’ compensation and employer’s liability, this insurance shall include City as an additional insured to the extent liability is caused by work or operations performed by or on behalf of Owner. - Development Agreement page 13 of __ - (b) Workers Compensation Insurance. At all times that Owner is constructing any portion or phase of the Project, or any improvement related to any portion or phase of the Project, 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 commencement of any construction of any portion or phase of the Project, or any improvement related to any portion or phase of the Project, Owner shall furnish the City satisfactory evidence of the insurance required in subsections (a) and (b). 1) In the event of a reduction (below the limits required in this Agreement) or cancellation in coverage, or an adverse material change in insurance coverage and limits required in this Agreement, Owner shall, prior to such reduction, cancellation or change, provide at least ten (10) days’ prior written notice to the 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. 2) In the event of a reduction (below the limits required by this Agreement) or cancellation in coverage, Owner shall have five (5) days in which to provide evidence of the required coverage during which time no persons shall enter the Property to construct improvements thereon, including construction activities related to the landscaping and common improvements. Additionally, no persons not emplo yed by existing tenants shall enter the Property to perform such work until such time as the City receives evidence of substitute coverage. 3) If Owner fails to obtain substitute coverage within ten (10) days, the 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 (10%) of the premium for said coverage. (d) The insurance shall include the City, its elective and appointive boards, commissions, officers, agent s, employees and representatives as additional insureds on the policies. 16. 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 - Development Agreement page 14 of __ - 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. 17. Conflict With State or Federal Law In the event that State or Federal laws or regulations, enacted after the 2020 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 18 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. 18. Procedure for Modification Because of Conflict With State or Federal Laws In the event that State or Federal laws or regulations enacted after the 2020 Effective Date 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 State or Federal law or regulation. Any such amendment or suspension of the Agreement shall be approved by the City Council in accordance with Chapter 19.60 of the Municipal Code. 19. Periodic Review (a) 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 Municipal Code. The City may recover from Owner reasonable costs incurred in conducting said review, including staff time expended and reasonable attorneys’ fees. (b) At least five (5) calendar days prior to any hearing on any annual or special review, the City shall mail Owner a copy of all staff reports and, to the extent practical, related exhibits. Owner shall be permitted an opportunity to be heard orally or in writing regarding its performance under this Agreement before the City Council or, if the matter is referred to the Planning Commission, then before said Commission. Following completion of any annual or special review, the City shall give Owner a written Notice of Action, which Notice shall include a determination, based upon information known or made known to the City Council or the City’s Planning Director as of the date of such review, whether Owner is in - Development Agreement page 15 of __ - default under this Agreement and, if so, the alleged nature of the default, a reasonable period to cure such default, and suggested or potential actions that the City may take if such default is not cured by Owner. 20. 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 Municipal Code. 21. Agreement is Entire Agreement This Agreement and all e xhibits attached hereto or incorporated herein contain the sole and entire agreement between the Parties concerning Owner’s entitlements to develop 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. 22. Events of Default Failure by either Party to perform any material term or provision of this Agreement shall constitute a default. Owner shall also specifically 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 Municipal Code that, upon the basis of substantial evidence, Owner has not complied in good faith with the terms and conditions of this Agreement; or, (c) Owner fails to fulfill any of its obligations set forth in this Agreement and such failure continues beyond any applicable cure period provided in this Agreement. This provision shall not be interpreted to create a cure period for any event of default where such cure period is not specifically provided for in this Agreement. 23. Procedure Upon Default (a) Upon the occurrence of an event of default, either Party may terminate or modify this Agreement in accordance with the provisions of Government Code Section 65865.1 and of Chapter 19.60 of the Municipal Code, provided Section 23(e) has been complied with. - Development Agreement page 16 of __ - (b) The City shall not be deemed to have waived any claim of defect in Owner’s performance if, on annual or special review, the City does not propose to terminate this Agreement. (c) No waiver or failure by the City or Owner to enforce any provision of this Agreement shall be deemed to be a waiver of any provision of this Agreement or of any subsequent breach of the same or any other provision. (d) Any actions for breach of this Agreement shall be decided in accordance with California law. The remedy for breach of this Agreement shall be limited to specific performance and attorneys’ fees as provided in Section 24(a). (e) The non-defaulting Party shall give the defaulting Party written notice of any default under this Agreement, and the defaulting Party 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; provided, however, that if such default is not capable of being cured within such thirty (30) day period, the defaulting Party shall have such additional time to cure as is reasonably necessary. 24. Attorneys’ Fees and Costs (a) Action by Party. 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 attorneys’ fees and court costs. (b) Action by Third Party. If any person or entity not a party to this Agreement initiates an action at law or in equity to challenge the validity of any provision of this Agreement or the Project approvals, the Parties shall cooperate in defending such action. Owner shall bear its own costs of defense as a real party in interest in any such action, and shall reimburse the City for all reasonable court costs and attorneys’ fees expended by the City in defense of any such action or other proceeding or payable to any prevailing plaintiff/petitioner. 25. Severability If any material term or condition of this Agreement is for any reason held by a final judgment of a court of competent jurisdiction to be invalid, and if the same constitutes a material change in the consideration for this Agreement, then either Party may elect in writing to invalidate this entire Agreement, and thereafter this entire Agreement shall be deemed null and void and of no further force or effect following such election. 26. 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 and their respective successors. Similarly, no - Development Agreement page 17 of __ - 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. 27. 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. 28. Relationship of Parties It is understood that this Agreement is a contract that has been negotiated and voluntarily entered into by the City and Owner and that Owner is not an agent of the 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 constru ed 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 the City in connection with the performance of Owner’s obligations under this Agreement. 29. Bankruptcy The obligations of this Agreement shall not be dischargeable in bankruptcy. 30. Mortgagee Protection: Certain Rights of Cure (a) Mortgagee Protection. Owner may encumber its interest in the Property to secure a loan made to Owner and collaterally assign its rights under this Agreement in connection with such loan without the consent of the City, subject to the terms and conditions of this Section 30. This Agreement shall be superior and senior to all liens placed upon the Property or any portion thereof aft er the date on which this Agreement or a memorandum of this Agreement is recorded with the San Mateo County Recorder, including the lien of any deed of trust or mortgage (“Mortgage”). Notwithstanding the foregoing, no breach hereof shall defeat, invalidate, 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 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 as a result of a default under a Mortgage (a “Mortgage Transfer Event ”). Owner shall deliver written notice to the City within fourteen (14) days after recording any Mortgage against the Property, including the address for notices to the Mortgagee. (b) Mortgagee Not Obligated. No 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. The City, upon receipt of a written request therefor from a Mortgagee - Development Agreement page 18 of __ - upon or after Owner’s default under a Mortgage, shall permit the Mortgagee to succeed to the rights and obligations of Owner under this Agreement, provided that all defaults by Owner hereunder that are reasonably susceptible of being cured are cured by the Mortgagee as soon as is reasonably possible. The Mortgagee thereafter shall comply with all of the provisions of this Agreement. (c) Notice of Default to Mortgagee. If the 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, the 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 the City determines that Owner is in noncompliance with this Agreement, the City also shall serve notice of noncompliance on the Mortgagee, concurrently with service thereof on Owner. Until such time as the lien of the Mortgage has been extinguished, the City shall: 1) Take no action to terminate t his Agreement or exercise any other remedy under this Agreement, unless the Mortgagee shall fail, within thirty (30) days of receipt of the notice of default or notice of noncompliance, to cure or remedy or commence to cure or remedy such default or noncompliance; provided, however, that if such default or noncompliance is of a nature that cannot be remedied by the Mortgagee or is of a nature that can only be remedied by the Mortgagee after such Mortgagee has obtained possession of and title to the Property, by deed-in-lieu of foreclosure or by foreclosure or other appropriate proceedings, then such default or noncompliance shall be deemed to be remedied by the Mortgagee if, within ninety (90) days after receiving the notice of default or notice of noncompliance from the City, (i) the Mortgagee shall have acquired title to and possession of the Property, by deed-in-lieu of foreclosure, or shall have commenced foreclosure or other appropriate proceedings, and (ii) the Mortgagee diligently prosecutes any such foreclosure or other proceedings to completion. 2) If the Mortgagee is prohibited from commencing or prosecuting foreclosure or other appropriate proceedings by reason of any process or injunction issued by any court or by reason of any action taken by any court having jurisdiction over any bankruptcy or insolvency proceeding involving Owner, then the times specified above for commencing or prosecuting such foreclosure or other proceedings shall be extended for the period of such prohibition. (d) Performance by Mortgagee. Each Mortgagee shall have the right, but not the obligation, at any time prior to termination of this Agreement, to do any act or thing required of Owner under this Agreement, and to do any act or thing not in violation of this Agreement, that may be necessary or proper in order to prevent termination of this Agreement. All things so done and performed by a Mortgagee shall be as effective to prevent a termination of this Agreement as the same would - Development Agreement page 19 of __ - have been if done and performed by Owner instead of by the Mortgagee. No action or inaction by a Mortgagee pursuant to this Agreement shall relieve Owner of its obligations under this Agreement. No performance by or on behalf of a Mortgagee shall cause it to become a “mortgagee-in-possession” or otherwise cause it to be deemed to be in possession of the Property or bound by or liable under this Agreement unless it becomes an Owner of the Property. In the event a Mortgagee becomes an Owner, such Mortgagee shall not be liable for any obligation hereunder of any previous Owner of the Property that arose prior to the time such Mortgagee became an Owner of the Property, except for (a) continuing non-monetary obligations that are capable of cure by Mortgagee and (b) monetary obligations for which the City provided a notice of default to Owner under Section 24(e) and, if applicable, to Mortgagee under Section 31(c), and neither Owner nor such Mortgagee thereafter cured such default of Owner’s monetary obligation. (e) Mortgagee’s Consent to Modifications. Subject to the sentence immediately following, the City shall not consent to any amendment or modification of this Agreement unless Owner provides the City with written evidence of each Mortgagee’s consent, which consent shall not be unreasonably withheld , to the amendment or modification of this Agreement being sought. Each Mortgagee shall be deemed to have consented to such amendment or modification if it does not object to the City by written notice given to the City within thirty (30) days from the date written notice of such amendment or modification is given by the City or Owner to the Mortgagee, reasonable evidence of the delivery of which notice shall be provided to the City if given only by Owner. 31. 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 no t 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 eve nts execute and return the certificate within thirty (30) days after receipt thereof. However, a failure to return a certificate within ten (10) days shall not be deemed a default of the Party’s obligations under this Agreement and no cause of action shal l arise based on the failure of a Party to execute such certificate within ten (10) days. The City Manager shall have the right to execute the certificates requested by Owner hereunder. The City acknowledges that a certificate hereunder may be relied upo n by permitted transferees and Mortgagees. At the request of Owner, the certificates provided by the City establishing the status of this Agreement with respect to any lot or parcel shall be in recordable form, and Owner shall have the right to record the certificate for the affected portion of the Property at its cost. - Development Agreement page 20 of __ - 32. Force Majeure Notwithstanding anything to the contrary contained herein, either Party shall be excused for the period of any delay in the performance of any of its obligations hereunder, e xcept 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 p ublic enemy, fires, explosions, floods, earthquakes, epidemics, pandemics, 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 unavailabi lity 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 embarg oes, sabotage, riots, acts of terrorism and acts of the government (other than City) and/or a material adverse change in the financial and commercial real estate demand markets, conditions which indicate an insufficient economic return, including resource scarcities that make construction prohibitively expensive and/or the inability of Owner to obtain funds for the Project, due to the financial marketplace, (other than Owner’s inability to obtain financing related to Owner’s financial condition) and are beyond the control or without the fault of the Party claiming an extension of time. 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. 33. Rules of Construction and Miscellaneous Terms (a) The singular includes the plural; the masculine gender includes the feminine; “shall” is mandatory, “may” is permissive. (b) Time is and shall be of the essence in this Agreement. (c) Where a Party consists of more than one person, each such person shall be jointly and severally liable for the performance of such Party’s obligation hereunder. (d) The captions in this Agreement are for convenience only, are not a part of this Agreement and do not in any way limit or amplify the provisions thereof. (e) This Agreement shall be interpreted and enforced in accordance with the laws of the State of California in effect on the date thereof. (f) This Agreement may be executed in multiple originals, each of which is deemed an original, and may be signed in counterparts. 34. Exhibits Exhibits to this Agreement, including the following, are all incorporated into this Agreement by reference, as if set forth fully herein. - Development Agreement page 21 of __ - Exhibit A — Legal Description and Map of Property Exhibit B — Project Documents Exhibit C — Conditions of Approval and EIR Mitigation and Monitoring Program Exhibit D — Applicable City Laws/Fees Exhibit E — Form of Public Trail Easement Agreement 35. Notices All notices required or provided for under this Agreement shall be in writing and delivered in person (to include delivery by courier) or sent by certified mail, postage prepaid, return receipt requested or by overnight delivery service. Notices to the Parties shall be addressed as follows: City: City Clerk P.O. Box 711 South San Francisco, CA 94083 With a copy to: Meyers Nave 555 12th Street, 15th Floor Oakland, CA 94607 Attn: Sky Woodruff, City Attorney Owner: BMR-Gateway of Pacific V LP 17190 Bernardo Center Drive San Diego, CA 92128 Attn: Vice President, Legal With a copy to: Perkins Coie LLP 505 Howard Street, Suite 1000 San Francisco, CA 94105 Attn: Cecily Barclay A party may change its address for notice by giving notice in writing to the o ther party and thereafter notices shall be addressed and transmitted to the new address. *************************************************************************** - Development Agreement page 22 of __ - IN WITNESS WHEREOF this Agreement has been executed by the Parties on the day and year fir st above written. CITY: CITY OF SOUTH SAN FRANCISCO By: __________________________ Name: __________________________ Its: City Manager ATTEST: __________________________ City Clerk APPROVED AS TO FORM: __________________________ City Attorney OWNER: BMR-GATEWAY OF PACIFIC V LP By: ___________________________ Name: ___________________________ Its: ___________________________ 147956747.7 Exhibit A Legal Description and Map of Property Exhibit B Project Documents Exhibit C Conditions of Approval and EIR Mitigation and Monitoring Program Exhibit D Applicable City Laws/Fees Exhibit E Form of Public Trail Easement Agreement DRAFT 7/24/2020 EXHIBIT E TO GOP 5 DEVELOPMENT AGREEMENT 148425900.7 RECORDING REQUESTED BY AND WHEN RECORDED RETURN TO: The City of South San Francisco 400 Grand Avenue South San Francisco, CA 94080 Attention: City Clerk EXEMPT FROM RECORDING FEES PER GOVERNMENT CODE §§6103, 27383 PUBLIC TRAIL EASEMENT AGREEMENT This Easement Agreement (“Agreement”) is made on ___________, 2020, by and between BMR-Gateway of Pacific V LP, a Delaware limited partnership (“Grantor”), and the City of South San Francisco, a municipal corporation (“Grantee”). Grantor and Grantee shall hereinafter be referred to collectively as the “Parties” and each individually as a “Party.” RECITALS A. Grantor is the owner of that certain real property situated in the City of South San Francisco, State of California, commonly known as Phase 5 of the Biomed Gateway of Pacific Campus, South San Francisco, California, as shown and legally described in the a ttached Exhibit A (Grantor’s Property). B. Grantor has constructed certain improvements on Grantor’s Property, located immediately south of the existing Gateway of Pacific Campus, which improvements include two office/R&D buildings, a parking structure, lan dscaping and interconnected pedestrian and bicycle paths, commonly known as GOP Phase 5 (the “Project”). The Project includes a two and eight-tenths (2.8) acre site formerly occupied by railroad spurs, located along the north edge of the Project and south of the Gateway of Pacific Campus. C. Grantor and Grantee have executed a First Amended and Restated Development Agreement (Recorded Document No. _________) (“Development Agreement”), dated __________, which sets forth certain rights and obligations of the Parties with respect to the Project. D. Pursuant to Section 3 of the Development Agreement, Grantor is required to provide an easement for public use of the trail corridor over a portion of Grantor’s Property that will become a part of Grantee’s “Rails to Trails” plan connecting Forbes Avenue (west of the Project) to Oyster Point Boulevard (east of the Project) within the City of South San Francisco, in the approximate location shown in the attached Exhibit B (“Easement Area”), on the terms and conditions described in this Agreement . E. Grantor and Grantee are executing this Agreement to memorialize the grant of easement and set forth the terms and conditions related thereto. NOW, THEREFORE, for valuable consideration, the receipt of whi ch each of the parties hereto does hereby acknowledge, the parties hereto do hereby agree as follows: DRAFT 7/24/2020 - 2 - EXHIBIT E TO GOP 5 DEVELOPMENT AGREEMENT 148425900.7 AGREEMENT 1. Grant of Easement. Subject to the provisions of this Agreement, Grantor hereby grants to Grantee a nonexclusive shared use easement for public pedestrian and non-vehicular transportation use (“Shared Use Access”) over and across the Easement Area (“Shared Use Trail Easement”). Shared Use Access includes walking, running and other means of non - vehicular transportation such as use of skateboards, scooters, motor assisted bicycles and similar modes of transportation, as well as resting and viewing on benches that will be located within the Easement Area. Shared Use Access does not include use of motorcycles, automobiles, trucks, vans or similar vehicles. The Easement Area shall be free of any obstructions, except for those specific architectural, utility and/or safety features that may be approved by Grantee in writing. 2. Execution and Recording of Easement Agreement . Grantor shall execute this Agreement and grant to the Grantee the Shared Use Trail Easement upon completion of construction of the Project, including construction of the pedestrian and bicycle trail and associated landscaping, lighting, and other improvements to the Easement Area. Grantor agrees that this Agreement shall bind Grantor and Grantor’s successors in interest, heirs and assigns, and shall record this Agreement with the County Recorder’s Office of the County of San Mateo. 3. Limitations on Use. Grantee acknowledges that the easement granted herein is nonexclusive. Grantor, its successors, assigns, grantees, tenants, and licensees shall have the right to use the Easement Area in a manner that will not interfere with Grantee’s use of the Easement Area. Grantor, and its respective successors, assigns, grantees, and licensees shall refrain from any obstruction of, blockage, or construction in the Easement Area that would interfere with Shared Use Access, except as provided herein. 4. Maintenance. Grantor shall maintain the Easemen t Area in a good and safe condition, sufficient for Shared Use Access at all times and repair at Grantor’s sole cost and expense, except as provided herein. Any maintenance or repair activities performed by Grantor may not interfere with the continued use of the Easement Area for the purposes described herein. 5. Grantor’s Reserved Rights. Notwithstanding the foregoing, Grantor reserves on behalf of itself, its agents, contractors, subcontractors, suppliers, consultants, employees, invitees or other authorized persons acting for or on behalf of Grantor (“Grantor’s Agents”), including but not limited to any lessee, the right to use the Easement Area in any way not inconsistent with the above grant of the Shared Use Access Easement, including temporary use of all or a portion of the Easement Area as necessary to : (a) occasionally transport goods or provide services to Grantor’s Property or the Gateway of Pacific Campus to the north, including lightweight trucks and vehicles, provided such transportation is temporary in nature; (b) construct, restore, modify, repair or maintain the Easement Area, Grantor’s Property or the Gateway of Pacific Campus to the north ; and (c) provided that Grantor shall post temporary signs at each end of the Easement Area 48 hours prior to such temporary use (except in the case of an emergency, in which case such notices will be posted by Grantor as soon as feasible) to inform the public about the nature of the transport vehicles, maintenance or repair activities scheduled to take place . DRAFT 7/24/2020 - 3 - EXHIBIT E TO GOP 5 DEVELOPMENT AGREEMENT 148425900.7 6. Transfer of Property. The Shared Use Trail Easement created by this Agreement shall run with the land and any portion thereof, and its terms shall extend to, bind and inure to the benefit of the parties hereto and their respective heirs, successors and as signs. Upon the transfer of the Property to a successor party, the successor party shall constitute the “Grantor” hereunder and all predecessors in interest to such successor party shall be fully relieved of all obligations and liability hereunder arising on or after the effective date of such transfer. 7. Indemnification. (a) Grantee shall indemnify, defend and hold harmless Grantor, its officers, agents, employees and representatives from and against any and all claims, losses, liabilities or damages, demands and actions, including payment of reasonable attorneys ’ fees, arising out of or resulting from the use of the Easement Area by Grantee or that are caused by any negligent or willful act or omission of Grantee, its officers, agents, employees, or anyone di rectly or indirectly acting on behalf of Grantee. (b) Grantor shall indemnify, defend and hold harmless Grantee, its officers, agents, employees and representatives from and against any and all claims, losses, liabilities or damages, demands and actions, including payment of reasonable attorneys’ fees, arising out of or resulting from the performance of Grantor’s obligations pursuant to this Agreement or failure to perform, that are caused by any negligent or willful act or omission of Grantor, its officers, ag ents, employees, or anyone directly or indirectly acting on behalf of Grantor. (c) Notwithstanding the foregoing or any other provision in this Agreement, Grantor does not waive any of its rights under California Civil Code section 846. 8. Insurance. Grantor shall provide Grantee with evidence of property and liability insurance in accordance with the City’s standard insurance requirements prior to commencing any maintenance or repair work (except in the case of an emergency, in which case such evidence will be provided to Grantee as soon as feasible). 9. Enforcement. Grantee shall have all rights and remedies at law and in equity in order to enforce the Shared Use Trail Easement and the terms of this Agreement. All rights and remedies available to Grantee under this Agreement or at law or in equity shall be cumulative and not alternative, and invocation of any such right or remedy shall not constitute a waiver or election of remedies with respect to any other available right or remedy. 10. Litigation Expenses. (a) General. If either Party hereto brings an action or proceeding (including any cross-complaint, counterclaim, or third -party claim) against the other Party by reason of a default, or otherwise arising out of this Agreement, the prevailing Party in such action or proceeding shall be entitled to its costs and expenses of suit, including but not limited to reasonable attorneys’ fees, which shall be payable whether or not such action is prosecuted to judgment. “Prevailing Party” within the meaning of this Section 10 shall include without limitation, a Party who dismisses an action for recovery hereunder in exchange for payment of the sums allegedly due, performance of covenants allegedly breached, or consideration substantially equal to the relief sought in the action. DRAFT 7/24/2020 - 4 - EXHIBIT E TO GOP 5 DEVELOPMENT AGREEMENT 148425900.7 (b) Appeal. Attorneys’ fees under this Section 10 shall include attorneys’ fees on any appeal, and, in addition, a party entitled to attorneys’ fees shall be entitled to all other reasonable costs and expenses incurred in connection with such action . (c) Mediation. Before bringing any litigation under this Agreement, the plaintiff shall be obligated to meet and confer with the other party and mediate the dispute . Such obligation shall not exceed one mediation session. 11. Amendment. This Agreement may be amended or otherwise modified only in writing signed and acknowledged by Grantor and Grantee, or the respective successors and assigns of each; such amendment may include modification, relocation or termination of the Share Use Trail Easement. 12. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California. 13. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be entitled to be the original and all of which shall constitute one and the same agreement. 14. References; Titles. Wherever in this Agreement the context requires, reference to the singular shall be deemed to include the plural . Titles of sections and paragraphs are for convenience only and neithe r limit nor amplify the provisions of this Agreement. 15. Notice. Any notice given under this Agreement shall be in writing and given by delivering the notice in person, by commercial overnight courier that guarantees next day delivery and provides a receipt, or by sending it by registered or certified mail, or Express Mail, return receipt requested, with postage prepaid, to the mailing address listed below or any other address notice of which is given. Grantor: BMR-Gateway of Pacific V LP 17190 Bernardo Center Drive San Diego, CA 92128 Attn: Vice President, Legal With a copy to: Perkins Coie LLP 505 Howard Street, Suite 1000 San Francisco, CA 94105 Attn: Cecily Barclay City: City of South San Francisco Public Works Department, Engineering Division 315 Maple Ave South San Francisco, CA 94080 Attn: Matthew Ruble With a copy to: Meyers Nave 1999 Harrison St., 9th Floor Oakland, CA 94612 Attn: Sky Woodruff, City Attorney DRAFT 7/24/2020 - 5 - EXHIBIT E TO GOP 5 DEVELOPMENT AGREEMENT 148425900.7 Any mailing address number may be changed at any time by giving written notice of such change in the manner provided above at least ten (10) days prior to the effective date of the change. All notices under this Agreement shall be deemed given, received, made or communicated on the date personal receipt actually occurs or, if mailed, on the delivery date or attempted delivery date shown on the return receipt. 16. Severability. If any provision of this Agreement shall to any extent be invalid or unenforceable, the remainder of this Agreement (or the application of such provisions to persons or circumstances other than those in respect of which it is invalid or unenforceable) shall not be affected thereby, and each provision of this Agreement, unless specifically conditioned upon such invalid or unenforceable provision, shall be valid and enforceable to the fullest extent permitted by law. 17. Entire Agreement. This Agreement, together with any attachments hereto or inclusions by reference, constitute the entire agreement between the parties on the subject matter hereof, and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties hereto with respect to the easement which is the subject matter of this Agreement. This Agreement has been drafted by a mutual effort of the parties, and each party waives the benefit of any statute, law or judicial decision providing that ambiguities in an agreement shall be interpreted against the “drafting party.” 18. Default. The failure to perform any covenant or obligation of a party hereunder and to cure such non -performance within thirty (30) days of written notice by the party to whom performance is owed shall constitute a default hereunder, provided that if more than thirt y (30) days are reasonably required for such cure, no event of default shall occur if the defaulting party commences such cure within such period and diligently prosecutes such cure to completion . Upon such default, the non-defaulting party shall be entitled to all remedies and means to cure or correct such default, both legal and equitable, allowed by operation of law except termination of the easement herein granted. 19. No Dedication. The Public Access Easement shall not be, or deemed or construed to be, a dedication to the public, and is subject to any pre -existing easements of record. 20. Survival. All waivers given or made hereunder shall survive termination of this Agreement. IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto. [signatures on the following page] DRAFT 7/24/2020 - 6 - EXHIBIT E TO GOP 5 DEVELOPMENT AGREEMENT 148425900.7 CITY: GRANTOR: CITY OF SOUTH SAN FRANCISCO, BMR-Gateway of Pacific V LP a municipal corporation a Delaware limited partnership By: _____________________________ By: ____________________________ Name: __________________________ Its: _____________________________ Title: ____________________________ Name: __________________________ Title: ___________________________ APPROVED AS TO FORM: ________________________________ City Attorney Attest: ________________________________ City Clerk DRAFT 7/24/2020 - 7 - EXHIBIT E TO GOP 5 DEVELOPMENT AGREEMENT 148425900.7 ACKNOWLEDGMENTS 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 CALIFORNIA ) ) 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) are/is 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 (Seal) DRAFT 7/24/2020 - 8 - EXHIBIT E TO GOP 5 DEVELOPMENT AGREEMENT 148425900.7 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 CALIFORNIA ) ) 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) are/is 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, e xecuted 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 (Seal) DRAFT 7/24/2020 - 9 - EXHIBIT E TO GOP 5 DEVELOPMENT AGREEMENT 148425900.7 CERTIFICATE OF ACCEPTANCE This is to certify that the interest in real property conveyed by this Shared Use Trail Easement Agreement (Public Access Easement) dated _______ from the Grantor to the City of South San Francisco, is hereby accepted by order of its City Council’s Resolution No. ______ adopted on ________, and the City of South San Francisco consents to recordation thereof by its duly authorized officer. Dated: __________________________ CITY OF SOUTH SAN FRANCISCO By: _____________________________ Name: __________________________ Title: City Manager ATTEST: ________________________________ CITY CLERK Approved as to form: Date: __________________ By: ____________________ City Attorney DRAFT 7/24/2020 EXHIBIT E TO GOP 5 DEVELOPMENT AGREEMENT 148425900.7 EXHIBIT A Legal Description of Grantor’s Property DRAFT 7/24/2020 EXHIBIT E TO GOP 5 DEVELOPMENT AGREEMENT 148425900.7 EXHIBIT B Easement Area 3564123.1