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HomeMy WebLinkAboutReso 117-2022 (22-412)syatt SPECIFIC PLAN Prepared by: Lane Partners Kimley-Horn & Associates DES Architects + Engineers BKF Engineers SPECIFIC PLAN The vision of the Southline Specific Plan is to develop a cutting-edge office/R&D campus for innovation and inspiration with unmatched access to eco-friendly transportation options, in furtherance of the City’s General Plan and vision for the Specific Plan area. The Southline Specific Plan will allow for development of a thriving transit-oriented commercial campus located adjacent to the San Bruno BART station. Conceptual Southline Site Plan EXECUTIVE SUMMARY SOUTHLINE SPECIFIC PLAN | ES-1 EXECUTIVE SUMMARY The Southline project (“Southline” or the “Project”) is planned as a state-of-the-art transit-oriented commercial campus located within the City of South San Francisco, adjacent to the San Bruno BART station and proximate to two Caltrain stations (San Bruno and South San Francisco). Implementation of the Southline project through this Specific Plan would transform the Specific Plan area – comprised of approximately 28.5 acres of functionally obsolete, aging and underutilized light industrial and warehouse buildings – into an integrated commercial campus environment of high-quality design providing for Class-A office and R&D uses (including life science uses) as well as limited supporting uses available to the public such as professional services and dining, in addition to tenant-only amenity space including a fitness center, and related ancillary uses. This Specific Plan establishes development regulations for the Specific Plan area and allows for development of commercial buildings totaling up to approximately 2,800,000 square feet (sf) based on the development standards defined in this Specific Plan. EXECUTIVE SUMMARY ES-2 | SOUTHLINE SPECIFIC PLAN A major circulation feature to be implemented within the Specific Plan area is development of a new Southline Avenue roadway (provisionally named for the purpose of this Specific Plan and referred to as such throughout this Specific Plan) that is envisioned to be constructed west to east through the Specific Plan area between Huntington and South Linden Avenues. The construction of Southline Avenue is consistent with and furthers the General Plan policies calling for the extension of South Linden Avenue to the San Bruno BART station. As part of the integrated campus design, the Specific Plan envisions the development of a central green space of approximately 1.5 acres—referred to as the Southline Commons—that offers outdoor amenities that would be accessible to both tenants and the public. It is envisioned to include pedestrian paths, outdoor meeting and gathering spaces, casual dining areas, and space for recreation and events. The Project envisions a supportive Amenities Building, which is anticipated to be located on the southwest corner of the Specific Plan area (referred to as Building 2 on the included conceptual site plans). Planned uses of this Amenities Building may include publicly-accessible ground floor retail and dining, a community center, and other amenity uses that front onto the Southline Retail Plaza. It is anticipated that the upper floors of this Amenities Building will include other uses available only to the Southline campus tenants such as a fitness center and meeting spaces. The Southline Retail Plaza is envisioned to include features such as outdoor dining areas, EXECUTIVE SUMMARY SOUTHLINE SPECIFIC PLAN | ES-3 terraced seating and landscaping to serve as both a buffer and transition to the adjacent street edge. The Project also proposes development of the Tanforan Avenue Community Parklet, envisioned within an approximately 40-foot wide buffer setback on the north side of Tanforan Avenue that will be accessible by the surrounding community, including residents along Tanforan Avenue. It should incorporate a walking pathway surrounded by significant BART, Caltrain, and SamTrans bus routes. Given the Specific Plan area’s unique proximity to multi-modal public transit, implementation of the Specific Plan is envisioned to include public transit linkages, including certain improvements to pedestrian and bicycle facilities intended to promote the use of public transit and alternatives to automobile transportation, consistent with the transportation and circulation policies as described in the South San Francisco General Plan. These improvements are anticipated to include new public and private streets; enhanced pedestrian and bicycle facilities; improved pedestrian access to the nearby San Bruno BART station and SamTrans Transit Center; neighborhood traffic calming features; and improved compatibility with a future potential grade separation of the Caltrain tracks. Certain improvements located outside of the Specific Plan area would require review and/or approvals or actions by other agencies or entities for off-site improvements within its jurisdiction, including the City of San Bruno and BART. Future development within the Specific Plan area should utilize the existing adjacent public utility infrastructure to the extent feasible. It is anticipated that certain existing utility connections may be relocated and/or abandoned, and new utility connections will be required for implementation of the Specific Plan to accommodate increased capacity demand. The development standards included in Chapter 2: Land Use Plan & Development Standards and the supporting design guidelines described in Chapter 5: Design Guidelines implement and refine the policies and vision of the City of South San Francisco General Plan and associated Lindenville Planning Sub-Area for the Specific Plan area. The development standards establish rules for the physical development within the Specific Plan area, including building placement, scale and form, and lot design. The design guidelines describe and illustrate the designs, concepts and features intended to promote the high-quality development that is envisioned for the Specific Plan area, in addition to sustainability guidelines intended to reduce energy and greenhouse gas emissions, promote water conservation, minimize waste and encourage recycling, and promote employee wellness. The Specific Plan shall be implemented through the approval of Precise Plans, which set forth in detail development criteria for proposed structures and related improvements and their arrangements on individual parcels, in addition to other approvals as may be required. EXECUTIVE SUMMARY ES-4 | SOUTHLINE SPECIFIC PLAN Conceptual Rendering of Southline Commons TABLE OF CONTENTS SOUTHLINE SPECIFIC PLAN |-i Table of Contents 1 Introduction .............................................................. 1-1 1.1. Specific Plan Organization ........................................ 1-1 1.1. Specific Plan Setting and Existing Conditions .......... 1-3 1.2. Specific Plan Authority ............................................. 1-4 1.3. Purpose and Intent .................................................. 1-4 1.4. Specific Plan Objectives ........................................... 1-7 1.5. Relationship to Existing Plans and Policies .............. 1-9 1.6. Interpretation ......................................................... 1-13 1.7. Environmental Review ........................................... 1-13 1.8. Project Approvals ................................................... 1-13 2 Land Use Plan & Development Standards ................. 2-1 2.1. Introduction ............................................................. 2-1 2.2. Southline Campus Land Use Plan ............................. 2-2 2.3. Southline Campus (S-C) District ............................. 2-19 2.4. Development Standards ........................................ 2-21 2.5. Land Use Regulations ............................................. 2-27 2.6. Phasing ................................................................... 2-31 3 Circulation & Mobility .............................................. 3-1 3.1. Introduction ............................................................. 3-1 3.2. Circulation & Mobility Improvements ..................... 3-4 3.3. Vehicle Parking ....................................................... 3-25 3.4. Transit Connectivity ............................................... 3-28 3.5. Transportation Demand Management .................. 3-29 4 Infrastructure & Public Services ................................ 4-1 4.1. Introduction ............................................................. 4-1 4.2. Water Supply ............................................................ 4-2 4.3. Wastewater .............................................................. 4-5 4.4. Stormwater .............................................................. 4-8 4.5. Dry Utilities ............................................................. 4-11 4.6. Public Services ........................................................ 4-11 5 Design Guidelines ................................................... 5-13 5.1. Introduction ............................................................. 5-1 5.2. Sustainability Guidelines .......................................... 5-3 5.3. Architectural Design Guidelines ............................... 5-7 5.4. Landscape and the Public Realm ........................... 5-14 6 Implementation ....................................................... 6-1 6.1. Policy ........................................................................ 6-1 6.2. Administration ......................................................... 6-1 6.3. Subsequent Approvals – City of South San Francisco .................................................................. 6-4 6.4. Severability ............................................................. 6-11 6.5. Financing Construction and Maintenance of Public Improvements ............................................. 6-11 TABLE OF CONTENTS ii | SOUTHLINE SPECIFIC PLAN Appendices Appendix A: Conceptual Site Plan – Office Build Out Appendix B: Conceptual Site Plan — Life Science Buildout Appendix C: Conceptual Site Plan — Office / Life Science Hybrid Buildout Appendix D: Municipal Code Section 20.480.006 — Design Review Criteria List of Figures Figure 1-1: Project Location ................................................... 1-5 Figure 1-2: Specific Plan Area ................................................ 1-5 Figure 2-1: Conceptual Site Plan ............................................ 2-4 Figure 2-2: View East from Huntington Avenue / Southline Avenue Intersection ......................................................... 2-5 Figure 2-3: View North of Building 3 from Southline Avenue ............................................................................. 2-6 Figure 2-4: View South of Amenities Building (Building 2) .... 2-7 Figure 2-5: View Southwest of Buildings 7 and 1 .................. 2-8 Figure 2-6: Conceptual Illustration of Southline Commons ....................................................................... 2-16 Figure 2-7: Southline Campus (S-C) District ......................... 2-20 Figure 2-8: Conceptual Building Heights .............................. 2-23 Figure 2-9: Conceptual Phasing Plan ................................... 2-35 Figure 3-1: Conceptual Specific Plan Area Vehicular Circulation Improvements ............................................... 3-5 Figure 3-2a: Southline Avenue Roadway – Cross-Section A ................................................................ 3-6 Figure 3-2b: Southline Avenue Roadway – Cross-Section B .. 3-7 Figure 3-3: Conceptual Specific Plan Area Pedestrian Connectivity Plan ........................................................... 3-10 Figure 3-4: Conceptual Specific Plan Area Bicycle Connectivity Plan ........................................................... 3-12 Figure 3-5: Conceptual Off-Site Signal and Pedestrian Crosswalk Improvements ............................................... 3-14 Figure 3-6a: Conceptual Improvements – Huntington Avenue (Site Plan) .......................................................... 3-16 Figure 3-6b: Conceptual Improvements – Huntington Avenue (Rendering – Site Plan) ..................................... 3-17 Figure 3-6c: Conceptual Improvements – Huntington Avenue (Rendering – Viewing Northwest) .................... 3-18 Figure 3-6d: Conceptual Improvements – Huntington Avenue (Rendering – Viewing Southeast) ..................... 3-19 Figure 3-6e: Conceptual Improvements – Huntington Avenue (Rendering – Viewing Southwest) .................... 3-20 Figure 3-7: Tanforan Avenue Improvements ....................... 3-22 Figure 3-8: Parking Structure C – Conceptual Construction Phasing ........................................................................... 3-27 Figure 4-1: Conceptual Water Supply Improvements ........... 4-4 TABLE OF CONTENTS SOUTHLINE SPECIFIC PLAN |-iii Figure 4-2: Conceptual Wastewater Improvement Plan ....... 4-7 Figure 4-3: Conceptual Storm Drainage Improvement Plan................................................................................. 4-10 Figure 5-1: Conceptual Landscape & Open Space Program .......................................................................... 5-15 Figure 5-2: Conceptual Tanforan Avenue Community Parklet Site Plan ............................................................. 5-23 Figure 5-3a: Conceptual Planting Plan ................................ 5-33 Figure 5-3b: Conceptual Planting Plan ................................ 5-34 Figure 5-4: Conceptual Lighting Plan .................................. 5-37 List of Tables Table 2-1: Southline Campus (S-C) Development Standards ....................................................................... 2-24 Table 2-2: Land Use Regulations .......................................... 2-28 Table 2-3: Conceptual Development Plan by Phase ............ 2-34 Table 4-1: Service Providers ................................................... 4-2 1 INTRODUCTION INTRODUCTION | 1 SOUTHLINE SPECIFIC PLAN | 1-1 1.1. Specific Plan Organization This Specific Plan is organized per the following chapters: Chapter 1 – Introduction This chapter describes the Specific Plan’s organization, regional setting, authority, purpose and intent, and the objectives that should be used to guide future development of the Specific Plan area. Chapter 2 – Land Use Plan & Development Standards This chapter illustrates the land use plan for the Specific Plan area and defines the Southline Campus (S-C) land use district unique to the Specific Plan. This chapter also describes the development standards applicable to the Specific Plan area, including the permitted, conditionally permitted, and prohibited land uses. Chapter 3 – Circulation & Mobility This chapter describes the conceptual circulation and mobility plan for all users including bicyclists, pedestrians, and vehicles. It includes the conceptual roadway network and cross- sections for selected roadways. It also describes off-site roadway improvements that are proposed as part of this Specific Plan. Chapter 4 – Infrastructure & Public Services This chapter provides a description of the existing major utility infrastructure and the related improvements needed at build- out of the Specific Plan and the public services required to serve users of the Specific Plan area. Chapter 5 – Design Guidelines This chapter explains the design principles and establishes a set of design guidelines for development within the Specific Plan area, including site design, building architecture, sustainability, lighting, landscaping, and signage. Chapter 6 —Implementation This chapter addresses the actions that are necessary to implement the Specific Plan by the City of South San Francisco, other agencies, and future Project Applicant(s) to achieve the goals and objectives outlined in this Specific Plan. This chapter describes the Specific Plan’s organization, setting, authority, purpose and intent, relationship to other plans and policies, and the objectives that should be used to guide future development of the Specific Plan area. 1 | INTRODUCTION 1-2 | SOUTHLINE SPECIFIC PLAN The figures included in this Specific Plan, including site plans, illustrations, renderings, and photos, are illustrative only. This includes the specific location and orientation of buildings; alignment and design of streets; and placement and size of open space areas and public facilities. All conceptual site plans in the main body of the Specific Plan show the Office Buildout. Site plans of the Life Science Buildout are shown in Appendix B: Conceptual Site Plan — Life Science Buildout. Site plans of the Hybrid Buildout are shown in Appendix C: Conceptual Site Plan — Office / Life Science Hybrid Buildout. Photos of existing conditions are labeled as such. Unless otherwise specified, all other photos and graphic illustrations shall be interpreted as conceptual, as one possible design, and shall not be considered definitive. Specific details regarding development plans for the Project will be evaluated by the City through review and approval of Precise Plans, as further described herein. INTRODUCTION | 1 SOUTHLINE SPECIFIC PLAN | 1-3 1.1.Specific Plan Setting and Existing Conditions As shown in Figure 1-1: Project Location, the approximately 28.5-acre Specific Plan area is in the Lindenville sub-area of the City of South San Francisco, and is adjacent to the City of San Bruno. The Specific Plan area is surrounded by commercial and industrial uses to the north and east, residential uses to the south, and the San Bruno BART station and other commercial uses to the west. It is also within the vicinity of the Shops at Tanforan Mall and San Bruno Towne Center, both of which offer a range of dining, entertainment, retail activities, and commercial services, and are accessible within approximately 0.25 miles (or a five-minute walk). From a transportation perspective, the Specific Plan area is uniquely located close to the San Bruno BART station (located immediately across Huntington Avenue to the west, approximately 0.25 miles from the Specific Plan area); the San Bruno Caltrain station (approximately 0.75 mile to the south); the South San Francisco Caltrain station (approximately 1.5 miles to the north); six regional freeway interchanges within a radius of 1.5 miles, including Interstates 280 and 380, Highway 101; and the San Francisco International Airport (approximately two miles to the south). The Centennial Way Trail, a two-mile Class-I multi-use path, is adjacent to and northwest of the Specific Plan area. The Specific Plan area is also served by various SamTrans bus routes, including the SamTrans Transit Center also located at the San Bruno BART station,which provides bus service to a range of destinations in San Mateo County. Existing vehicular circulation surrounding the Specific Plan area includes South Maple Avenue, Huntington Avenue, Tanforan Avenue, Dollar Avenue, and South Linden Avenue. The Specific Plan area is located in the City’s Lindenville Planning Sub-Area as described in the City’s General Plan. The Lindenville name is derived from a government-built housing project for military personnel and shipyard workers during World War II, located on the former marshland between Railroad Avenue, South Spruce Avenue, and San Mateo Avenue. The Lindenville Planning Sub-Area largely consists of warehousing and distribution, manufacturing, and light industrial uses. With respect to the Specific Plan area,existing uses currently include a variety of office, industrial, warehouse, and storage facilities that were largely constructed in the 1940s and 1950s. The existing structures total nearly 386,000 square feet and include approximately 448 surface parking spaces. View southeast from South Maple Ave. 1 | INTRODUCTION 1-4 | SOUTHLINE SPECIFIC PLAN 1.2.Specific Plan Authority This Specific Plan is authorized by California Government Code sections 65450 through 65457, which authorizes adoption of a specific plan for an area covered by a local general plan, as well as South San Francisco Municipal Code (“Municipal Code”) Chapter 20.530: Specific Plans and Plan Amendments. When subsequent project-level proposals for the Specific Plan area are presented to the City of South San Francisco, City staff will use this Specific Plan as a policy and regulatory guide for subsequent project review and approval, subject to the procedures as described in Chapter 6: Implementation. 1.3.Purpose and Intent The purpose of this Specific Plan is to permit and regulate the orderly development of the area shown in Figure 1-2: Specific Plan area and related exhibits in furtherance of the City of South San Francisco General Plan (“General Plan”), as amended for implementation of this Specific Plan. The Specific Plan defines the Southline Campus (S-C) land use district unique to the Specific Plan area and describes the following: development standards and permitted uses that shall be applied to the land use district;circulation and mobility guidelines; design guidelines; conceptual infrastructure improvements; and implementation procedures for future development within the Specific Plan area. While the General Plan is the primary guide for growth and development in South San Francisco, the Specific Plan focuses on the unique characteristics of the Specific Plan area and sets forth land use regulations and policies that reflect the vision for redevelopment of the Specific Plan area. View West from Dollar Ave. INTRODUCTION | 1 SOUTHLINE SPECIFIC PLAN | 1-5 Figure 1-1: Project Location 1 | INTRODUCTION 1-6 | SOUTHLINE SPECIFIC PLAN Figure 1-2: Specific Plan Area INTRODUCTION | 1 SOUTHLINE SPECIFIC PLAN | 1-7 1.4.Specific Plan Objectives This Specific Plan is intended to create a transit-oriented commercial campus. The following objectives form the basis for guiding development within the Specific Plan area: Land Use & Urban Design Create a state-of-the-art transit-oriented commercial campus development consistent with the General Plan designation of the Specific Plan area. Promote the City’s ongoing development of its transit- accessible corridors with high-quality development. Establish a commercial campus development with sophisticated, unified architectural and landscape design and site planning, resulting in a distinctive campus identity and strong sense of place. Create new publicly accessible open spaces including plazas, courtyards, and green spaces within the Specific Plan area for the use of employees, residents, and visitors. Provide an extensive pedestrian network that links buildings and outdoor recreational spaces through paving, wayfinding signage, street furniture, and lighting. Provide well-designed retail and publicly available open spaces to increase local participation and usage of the Specific Plan area. Allow for well-designed, flexible buildings and floor plates that can accommodate a variety of commercial building uses over time to ensure that the Specific Plan is responsive to market conditions and demands. Establish flexibility to build the Specific Plan in phases that respond to market conditions. Redevelop underutilized parcels within the Specific Plan area to realize the highest and best use of the land by increasing the intensity of the land uses. Incorporate setbacks, landscape buffers, and other site design features to create an effective transition from the Specific Plan area to the residential neighborhood south of Tanforan Avenue. Mobility & Access Create convenient and safe pedestrian and bike access to the San Bruno BART station and the Centennial Way Trail. Promote alternatives to automobile transportation to further the City’s transportation objectives by emphasizing public transit linkages, Transportation Demand Management (TDM)strategies, and pedestrian access and ease of movement between buildings. Enhance vehicular, bicycle, and pedestrian circulation and access in the area surrounding the Specific Plan. Construct a new public street through the Specific Plan area to improve site access and regional roadway circulation. Design roadways within and adjacent to the Specific Plan area to ensure that all police, fire, and emergency 1 | INTRODUCTION 1-8 | SOUTHLINE SPECIFIC PLAN medical service vehicles can safely and efficiently navigate. Work cooperatively with relevant agencies to implement planned regional circulation and safety improvements. Sustainability & Quality of Life Incorporate sustainable and environmentally sensitive design and equipment, energy conservation features, water conservation measures and drought-tolerant or equivalent landscaping, and sustainable stormwater management features. Provide a positive fiscal impact on the City of South San Francisco and surrounding communities through the creation of jobs, enhancement of property values, and generation of property tax and other development fees. Northeast View of Building 7 INTRODUCTION | 1 SOUTHLINE SPECIFIC PLAN | 1-9 1.5.Relationship to Existing Plans and Policies City of South San Francisco General Plan (1999) The City’s current General Plan, adopted in 1999 “”and subsequently amended (“General Plan”), outlines a vision for South San Francisco’s long-range physical and economic development and resource conservation that reflects the aspirations of the community, and provides strategies and specific implementing actions that will allow this vision to be accomplished. A new 2040 General Plan, “Shape SSF” is currently being prepared by the City but has not yet been adopted.Based on the City’s planning efforts to-date, it is anticipated that the Specific Plan will be consistent with the City’s vision for the Specific Plan area under the 2040 General Plan. The public review draft of the 2040 General Plan, dated February 2022, would retain a Business & Professional Office General Plan land use designation for the Specific Plan area, consistent with the current designation. This Specific Plan builds upon the policy framework and direction set forth in the General Plan, which designated virtually all of the Specific Plan area as “Office.” This designation is intended to provide sites for administrative, financial, business, professional, medical and public offices in locations proximate to BART or Caltrain stations. (General Plan, Land Use Element, p. 2-20.) The General Plan states that “[s]upport commercial uses are permitted, subject to limitations established in the Zoning Ordinance. Site planning and building design within the Office designation must ensure pedestrian comfort, and streets must be fronted by active uses.” (Id.) The base maximum Floor Area Ratio (“FAR”) applicable in the Office designation is 1.0, but increases may be permitted up to a total FAR of 2.5 for development meeting specific transportation demand management, structured parking, off-site improvement, or design criteria. In connection with its adoption of the Southline Specific Plan, the City adopted amendments to the General Plan, which included an amendment to General Plan Figure 2-3: Special Area Height Limitations to increase the building height in the Specific Plan area to approximately 120 feet in accordance with Federal Aviation Administration requirements, and re- designation of a small, approximately 0.3-acre parcel within the Specific Plan area from “Park and Recreation” to “Office” to be consistent with the General Plan designation of the remainder of the Specific Plan area. As amended, the General Plan designates the entire Specific Plan area as Office. 1 | INTRODUCTION 1-10 | SOUTHLINE SPECIFIC PLAN The Planning Sub-Areas Element of the General Plan includes the Specific Plan area within the Lindenville Planning Sub- Area, which, according to the General Plan, is the only large- scale industrial area in the City located west of U.S. 101, and is comprised of a range of commercial uses including small business parks. The Planning Sub-Areas Element does not impose density or height standards separate from those standards found in the General Plan’s Land Use element. The Lindenville Planning Sub-Area is an area that the City has identified as needing “upgrading and rehabilitation.” (General Plan, Planning Sub-Areas Element, P. 3-14). Access to the area is constrained, and trucks often have to negotiate downtown streets to access U.S. 101 at the Grand Avenue intersection, creating bottlenecks at major entryways to the City of San Bruno. The General Plan indicates that the Lindenville Planning Sub-Area’s proximity to the San Bruno BART station will provide opportunities for redevelopment. To that end, the General Plan includes a number of policies that encourage redevelopment and infrastructure improvements in the Lindenville Planning Sub-Area, including the following, which apply to the Specific Plan Area: Providing better connectivity to San Bruno BART station, including via extension of South Linden Avenue through the Specific Plan area. Enhancing the appearance of the area by undertaking streetscape and other improvements. Improving the buffering between industrial areas in the Lindenville Planning Sub-Area and surrounding residential neighborhoods. Encouraging new office development in areas designated for that use. No other Planning Sub-Area policies apply to the Specific Plan area. Lindenville Planning Sub-Area shown in light purple perforated lines. Black circular dashed lines indicate interchange/intersection study areas. (SSF General Plan, p. 3-12) INTRODUCTION | 1 SOUTHLINE SPECIFIC PLAN | 1-11 South San Francisco Municipal Code Title 20: Zoning South San Francisco Municipal Code Title 20: Zoning (referred to also as the “Zoning Ordinance”), is the primary document that implements the General Plan. Municipal Code Title 20: Zoning provides regulations regarding permitted land uses, development regulations, and development processes for land within the City. The Business & Professional Office (BPO) zoning designation, applicable to the Specific Plan area prior to adoption of the Specific Plan, implemented the General Plan Office designation and allowed for a range of commercial uses including professional office, research and development, and supportive amenity uses. In connection with adoption of this Specific Plan, the Specific Plan area was rezoned to the Southline Campus (S-C) district, a zoning district specific to the Specific Plan area. This Specific Plan establishes development standards for the Specific Plan area and is intended to be the primary regulatory document for development within the Specific Plan area. Implementation of the Specific Plan is further discussed in Chapter 6: Implementation. Parks, Trails, and Recreation Master Plan (2015) The Parks and Recreation Master Plan is a strategic document that studies the existing park system, facilities, and recreation programming, and identifies a planning blueprint to improve, protect and expand the city’s network of parks, facilities, and recreational services for the future. 1 | INTRODUCTION 1-12 | SOUTHLINE SPECIFIC PLAN Pedestrian Master Plan (2014) and Bicycle Master Plan (2011) The City’s Pedestrian Master Plan includes eight concept plans that provide site-specific recommendations based on assessments of pedestrian facilities and walking audits. Concept plans include corridors, large intersections, sections of neighborhoods and areas around activity nodes. The Pedestrian Master Plan identifies and prioritizes street improvements to enhance pedestrian access. The plan analyzes pedestrian demand and gaps in pedestrian facilities, and recommends improvements and programs for implementation. The City’s Bicycle Master Plan identifies and prioritizes street improvements to promote bicycle riding for transportation and recreation. The plan analyzes bicycle demand and gaps in bicycle facilities, and recommends improvements and programs for implementation. The recommendations are intended to provide safer, more direct bicycle routes through residential neighborhoods, employment and shopping areas, and to transit stops. As shown in Bicycle Master Plan Figure 6-2: Existing and Proposed Bicycle Facilities, the Bicycle Master Plan identifies the Centennial Way Trail as a Class I Multi-Use Path, and Class III Bicycle Routes on South Spruce Avenue, Victory Avenue, South Linden Avenue, and Dollar Avenue. The Bicycle Master Plan also identifies bicycle parking at the South Maple Avenue / Tanforan Avenue intersection, which is proximate to the Specific Plan area. Both the Pedestrian Master Plan and the Bicycle Master Plan are currently being updated in the Active South City: Bicycle and Pedestrian Master Plan in connection with the City’s 2040 General Plan update, which has not yet been adopted. The current Bicycle Master Plan and Pedestrian Master Plan remain active until completion and adoption of the new Active South City: Bicycle and Pedestrian Master Plan. The bicycle and pedestrian improvements contemplated in this Specific Plan are consistent with the goals and improvements envisioned in the Draft Active South City Plan. INTRODUCTION | 1 SOUTHLINE SPECIFIC PLAN | 1-13 1.6. Interpretation The terms “shall”, “should”, “may”, and “could” are used within the Specific Plan. The term “shall” is used to denote a standard where compliance is required. The term “should” is used to denote a guideline that is recommended, but not required in all circumstances. The terms “may” and “could” are used to denote something that is allowed or optional, but not required. 1.7. Environmental Review Adoption of a Specific Plan is a “Project” for purposes of the California Environmental Quality Act (CEQA), subject to environmental review. The Southline Specific Plan Environmental Impact Report (“Southline EIR”; State Clearinghouse # 2020050452) analyzes the potential environmental impacts of the development as described in this Specific Plan, in addition to the impacts of the proposed off-site improvements and related infrastructure, and evaluates mitigation measures intended to reduce or avoid significant environmental impacts to the extent feasible. The Southline EIR is intended to provide CEQA clearance for adoption and implementation of the Specific Plan and the other approvals described in Section 1.8 below, in addition to the proposed off-site improvements and related infrastructure, and shall be relied on by the City of South San Francisco and other agencies for processing of related concurrent or subsequent approvals that are consistent with this Specific Plan, subject to the requirements of CEQA. 1.8. Project Approvals Implementation of the Specific Plan requires approval of certain entitlements and approvals from the City of South San Francisco. The following list is limited to the entitlements and approvals subject to the City of South San Francisco’s review and approval that are anticipated for implementation of the Specific Plan.  Certification of the EIR and adoption of CEQA findings and a Mitigation, Monitoring, and Reporting Program;  Adoption of the Southline Specific Plan, which will operate as the zoning for the Specific Plan area;  General Plan amendments to reflect adoption of the Specific Plan;  Zoning map and zoning text amendments to reflect adoption of the Specific Plan;  Subdivision Map approval for reconfiguration of the parcels and dedicating public roadways and easements;  Use Permit approval;  Transportation Demand Management Plan approval;  Precise Plan(s) approval subject to the terms and policies of the Specific Plan;  Design Review approval;  Signage approval;  Development Agreement; and  Any additional actions or permits deemed necessary to implement this Specific Plan, including demolition, 1 | INTRODUCTION 1-14 | SOUTHLINE SPECIFIC PLAN grading, foundation, and building permits, public encroachment permits, any permits or approvals required for construction activity, tree removal permits, and other additional ministerial actions, permits, or approvals from the City that may be required. As further described in Chapter 6: Implementation, in addition to the approvals by the City of South San Francisco, review and/or approvals or actions by other agencies or entities may be required, including but not limited to approvals by the City of San Bruno for off-site improvements within its jurisdiction; BART for off-site improvements within its jurisdiction; and the San Mateo County Airport Land Use Commission for determination of consistency with the SFO Airport Land Use Compatibility Plan. 2 LAND USE PLAN & DEVELOPMENT STANDARDS LAND USE PLAN & DEVELOPMENT STANDARDS | 2 SOUTHLINE SPECIFIC PLAN | 2-1 2.1. Introduction This chapter describes the Southline Specific Plan land use plan and provides for coordinated planning and design principles within the Specific Plan area. It also defines the development standards, allowed uses, and proposed Project phasing. The Southline Campus (S-C) land use district, which is unique to the Specific Plan area and is further discussed in Section 2.3 Southline Campus (S-C) District below, establishes the requirements for implementation of the Specific Plan’s vision and goals. The Southline Specific Plan is intended as the primary regulatory document for development within the Specific Plan area. Properties in the Specific Plan area shall comply with the policies, development standards and design guidelines as set forth in this Specific Plan. Properties within the Specific Plan area are subject to applicable regulations of the City of South San Francisco Municipal Code (the “Municipal Code”) unless those regulations are otherwise addressed in this Specific Plan. All terms included in this Chapter shall have the same meaning as in the Municipal Code unless otherwise defined in this Specific Plan. To the extent any regulation in this Specific Plan conflicts with the Municipal Code, the regulation set forth in the Specific Plan shall prevail. The final mix of uses developed within the Specific Plan area will depend on market conditions, tenant needs, and other factors. Appendix A: Conceptual Site Plan – Office Build Out provides conceptual site plans and renderings that represent one possible design for the development of the Specific Plan area with office uses. Appendix B: Conceptual Site Plan – R&D Build Out provides conceptual site plans and renderings that represent another possible design for the development of the Specific Plan area with R&D uses. Appendix C: Conceptual Office / Life Sciences Hybrid Buildout provides a conceptual site plan that represents a possible design for the development of the Specific Plan area with a blend of office and R&D uses. Appendix A, Appendix B, and Appendix C are intended to demonstrate illustrative examples of the potential location and orientation of buildings; alignment and design of streets; and placement and size of open space areas and public facilities based on the development standards provided in Table 2-1: Southline Campus (S-C) Development Standards and design guidelines in described in Chapter 5: Design Guidelines. The conceptual site plans and renderings provided in Appendix A, Appendix B and Appendix C shall not be considered definitive. Both office and R&D uses are permitted within the Specific Plan area, and it is likely that Specific Plan buildout would contain a mixture of these uses. As further discussed in Chapter 6: Implementation, proposals for development within the Specific Plan area will be evaluated by the City through review and approval of project-level Precise Plans. This chapter illustrates the land use plan for the Specific Plan area and defines the land use district unique to the Specific Plan. This chapter also describes the development standards applicable to the Specific Plan area, including the permitted, conditionally permitted, and prohibited land uses. 2 | LAND USE PLAN & DEVELOPMENT STANDARDS 2-2 | SOUTHLINE SPECIFIC PLAN 2.2.Southline Campus Land Use Plan Southline is envisioned as a state-of-the-art transit-oriented commercial campus within the City of South San Francisco, adjacent to the San Bruno BART station and proximate to two Caltrain stations (San Bruno and South San Francisco). Southline will transform the existing low-density, aging and underutilized light industrial and warehouse buildings into an integrated transit-oriented commercialcampus environment of high-quality design providing for Class-A office and/or R&D uses (including life science uses), as well as supporting uses such as professional services, dining, fitness, and related ancillary uses. Ground floor spaces in the commercial buildings developed in the Specific Plan area may include tenant amenities, office, R&D, and/or other permitted uses. Where feasible, the public lobbies of new commercial buildings should front onto the newly constructed Southline Avenue (provisionally named for the purposes of this Specific Plan), which provides connectivity through the Specific Plan area, to create a unified campus environment. View South of Building 2 (Amenities Building) LAND USE PLAN & DEVELOPMENT STANDARDS | 2 SOUTHLINE SPECIFIC PLAN | 2-3 Land Use Program The Specific Plan allows for development of commercial buildings totaling up to approximately 2,800,000 square feet (sf). Based on the development standards applicable to the Specific Plan area, as detailed in Table 2-1: Southline Campus (S-C) Development Standards, the commercial buildings generally are anticipated to range in height from four to seven stories. These buildings are envisioned to accommodate office and R&D tenants but may include limited office-supporting uses dedicated solely to tenant use, such as professional services, dining, fitness, and related amenity and ancillary uses. The Specific Plan does not define or limit the specific number of commercial buildings that may be developed within the Specific Plan area, subject to the requirement that all development must be consistent with the development standards and design guidelines established in the Specific Plan. The total commercial square footage allowed under the Specific Plan includes a supportive Amenities Building (Building 2), which is anticipated to be located on the southwest corner of the Specific Plan area as shown in Figure 2-1: Conceptual Site Plan. Planned uses within this Amenities Building may include publicly-accessible ground floor retail and amenity uses that front onto a public open space area adjacent to Huntington and Southline Avenues – an area referred to in this Specific Plan as the Southline Retail Plaza. The ground floor may also contain other publicly accessible spaces, such as a community center of approximately 1,000 sf. It is anticipated that the upper floors of the Amenities Building will include other uses available only to the Southline campus tenants such as a fitness center and meeting spaces and one or more terraces overlooking Southline Avenue. As part of the integrated campus design, the Specific Plan envisions the development of an approximately 1.5 acre central green space—referred to as the Southline Commons— that offers outdoor amenities that would be accessible to both tenants and the public. It is envisioned to include pedestrian paths, outdoor meeting and gathering spaces, casual dining areas, and space for recreation and events. Figure 2-1: Conceptual Site Plan illustrates one possible land use development plan for the Specific Plan area. Conceptual renderings of the planned development are shown in Figures 2-2 through 2-4. 2 | LAND USE PLAN & DEVELOPMENT STANDARDS 2-4 | SOUTHLINE SPECIFIC PLAN Figure 2-1: Conceptual Site Plan LAND USE PLAN & DEVELOPMENT STANDARDS | 2 SOUTHLINE SPECIFIC PLAN | 2-5 Figure 2-2: View East from Huntington Avenue / Southline Avenue Intersection 2 | LAND USE PLAN & DEVELOPMENT STANDARDS 2-6 | SOUTHLINE SPECIFIC PLAN Figure 2-3: View North of Building 3 from Southline Avenue LAND USE PLAN & DEVELOPMENT STANDARDS | 2 SOUTHLINE SPECIFIC PLAN | 2-7 Figure 2-4: View South of Amenities Building (Building 2) 2 | LAND USE PLAN & DEVELOPMENT STANDARDS 2-8 | SOUTHLINE SPECIFIC PLAN Figure 2-5: View Southwest of Buildings 7 and 1 LAND USE PLAN & DEVELOPMENT STANDARDS | 2 SOUTHLINE SPECIFIC PLAN | 2-9 Parking and Transit Demand Management The Specific Plan area is in close proximity to major public transit services, including BART, Caltrain, and SamTrans bus routes. As further discussed in Chapter 3: Circulation & Mobility, implementation of the Specific Plan is envisioned to include public transit linkages, including pedestrian and bicycle facilities improvements intended to promote the use of public transit and alternatives to automobile transportation. Development within the Specific Plan area will require implementation of a Transportation Demand Management (“TDM”) plan(s) pursuant to Municipal Code Chapter 20.400: Transportation Demand Management. The City’s TDM requirements apply to all nonresidential development expected to generate 100 or more average daily trips, or projects seeking an FAR bonus. As further discussed in Section 3.7 Transportation Demand Management, the TDM Plan identifies strategies, measures, and incentives to encourage future campus employees and visitors to walk, bicycle, ride transit, or carpool when commuting to and from the Specific Plan area. It is anticipated that the Specific Plan area would also include several mobility hubs designed to accommodate shuttles and/or ride-share pickup and drop off zones, along with other features that may be included in any applicable TDM program(s) within the Specific Plan area. The Specific Plan also anticipates provision of sufficient onsite parking to accommodate the employees or visitors who drive to the site, in conjunction with other modes of transportation. As further described in Table 2-1: Southline Campus (S-C) Development Standards and Section 3.5 Vehicle Parking, parking will be provided at a maximum of 1.65 striped spaces per 1,000 square feet of commercial use as calculated across the entire Specific Plan area, with an option to incorporate valet parking program(s)up to 2.0 spaces per 1,000 square feet of commercial use, subject to City review and approval as described below in this Section 2.2.2. Parking in the Specific Plan area may be provided through subterranean parking under buildings, above-grade parking within the Amenities Building (Building 2), stand-alone campus parking structures (e.g., Parking Structures C and D), and/or limited off-street surface parking within the Specific Plan area. The intent of this Specific Plan is to establish a flexible range of parking options based on tenancy needs and market conditions and to encourage the use of alternate transportation modes and reduce the reliance on single- occupancy vehicles. The specific parking strategy will be implemented through the Precise Plan process for each phase, with parking provided within the permitted range. As described in Chapter 6: Implementation of this Specific Plan, each Precise Plan application will include parking demand information to help evaluate the anticipated parking demand based on the proposed land use mix. The parking demand information for future phases will also include parking data from previous phases, to ensure that the proposed parking is adequate to serve the proposed development, while maintaining the characteristics of a transit-oriented development and encouraging alternative transportation modes. 2 | LAND USE PLAN & DEVELOPMENT STANDARDS 2-10 | SOUTHLINE SPECIFIC PLAN Prior to implementing one or more valet parking program(s) within the Specific Plan area, the tenant or owner applicant shall submit a valet operations plan to the City for review. The valet operations plan may be submitted concurrent with or separate from a Precise Plan application. Each valet operations plan shall describe the proposed use and employee density; summarize the proposed valet parking capacity; the location of valet stalls within the existing Specific Plan area parking facilities; and the number of striped stalls and total parking spaces available for tenant use, as well as the proposed hours of operation. The City shall review and approve the operations plan based on the policies set forth in this Specific Plan prior to the commencement of a valet program. LAND USE PLAN & DEVELOPMENT STANDARDS | 2 SOUTHLINE SPECIFIC PLAN | 2-11 Architectural Character & Design Speaking to the industrial history of the Lindenville Planning Sub-Area, it is anticipated that the Specific Plan area will embrace a contemporary interpretation of the existing industrial motif using glass, metal and “brick-like” materials in a rich color palette. The composition of each building massing and design should vary, making each building unique rather than utilizing repetitive forms throughout the Specific Plan area. Building features are encouraged to create visual interest that will help to break down the overall scale and massing. Wall planes should vary in depth and direction to create an interesting streetscape. Building scale should be further articulated by fenestration that offers additional depth and texture. A combination of parapets, eaves, projecting roof forms should be used to create interest at the roof line. Massing hierarchy may be further emphasized by the integrated penthouse forms above each or some of the building main entries. The proposed Parking Structures C and D are envisioned to have simple and straightforward volumetric geometry. Stairs and elevator towers should utilize distinctive mass that is different from but complementary to the overall building form. Chapter 5: Design Guidelines provides further guidance regarding the architectural, landscape and other design guidelines that should be considered during implementation of the Specific Plan area. Specific design review of project- level proposals will be evaluated for consistency with the Specific Plan by the City in conjunction with the Precise Plan and Design Review processes as further described in Chapter 6: Implementation. View Northeast of Building 7 2 | LAND USE PLAN & DEVELOPMENT STANDARDS 2-12 | SOUTHLINE SPECIFIC PLAN Circulation and Mobility As further described in Chapter 3: Circulation &Mobility, the Southline development proposes several key circulation and mobility improvements in the surrounding transportation network to accommodate increased development capacity of the Specific Plan area; to create improved connectivity and circulation for the surrounding community; to improve pedestrian and bicyclist safety; and to carry out transportation and circulation policies under the South San Francisco General Plan. These circulation and mobility improvements include new public and private streets; enhanced pedestrian and bicycle facilities; improved pedestrian access to the San Bruno BART station;neighborhood traffic calming features;and improved compatibility with a future grade separation of the Caltrain tracks. The proposed circulation and mobility improvements are more specifically described in Chapter 3: Circulation & Mobility. A major circulation feature to be implemented within the Specific Plan area is development of the new Southline Avenue roadway (provisionally named for purposes of this Specific Plan) that is envisioned to be constructed east to west through the Specific Plan area between Huntington and South Linden Avenues, consistent with the City’s General Plan policies calling for extension of South Linden to the San Bruno BART station. Southline Avenue is envisioned to have two travel lanes in each direction, a center median, a Class II bike lane on both sides, and a sidewalk on both sides that would be separated from the roadway by landscaped planting areas. Several off-site circulation and mobility improvements are proposed outside of the Specific Plan area. These include new signalized intersections and pedestrian crosswalks, and enhanced pedestrian and bike access to the San Bruno BART station and Centennial Way Trail, as further described in Chapter 3: Circulation and Mobility. To the extent that these improvements require work on property outside of the City of South San Francisco’s jurisdiction, additional approvals from other agencies, such as the City of San Bruno, BART, etc. may be required as further described in Chapter 6: Implementation. San Bruno BART Station LAND USE PLAN & DEVELOPMENT STANDARDS | 2 SOUTHLINE SPECIFIC PLAN | 2-13 Infrastructure Improvements As further described in Chapter 4: Infrastructure & Public Services, future development within the Specific Plan area will utilize the existing public utility infrastructure adjacent to the Project site to the extent feasible. It is anticipated that certain existing utility connections may be relocated and/or abandoned, and new utility connections shall be required for implementation of the Specific Plan to accommodate increased capacity demand. New utility laterals and connections will connect to the public system as required by the City. It is anticipated that proposed onsite utilities will provide separate metered water and sewer service to each building. As part of future development, it is anticipated that new underground utilities will be constructed on Southline Avenue and upgraded connections will be constructed to existing utilities on surrounding streets as needed to accommodate additional capacity demand. Additionally, existing overhead utility poles would be relocated underground along the immediate street frontages, as required by the City or otherwise required by the respective utility provider. The City will determine required utility connections and improvements during project-level Precise Plan review for each development phase, or as otherwise set forth in a Development Agreement. 2 | LAND USE PLAN & DEVELOPMENT STANDARDS 2-14 | SOUTHLINE SPECIFIC PLAN Landscape and the Public Realm As further described in Chapter 5: Design Guidelines, landscaping and open space within the Specific Plan area is envisioned as a useful, safe, and sustainable outdoor experience, creating a sense of a cohesive “campus-like” community, while being sensitive to the adjacent residential neighborhood to the south. The Specific Plan area is anticipated to include several open space features including the Southline Commons, the Southline Retail Plaza, and the Tanforan Avenue Community Parklet, each of which are described below.These open space areas are anticipated to be privately owned and maintained, but publicly accessible. Each of these areas are shown in Figure 5-1: Conceptual Landscape & Open Space Program. Chapter 5: Design Guidelines provides further guidance regarding the landscaping characteristics to be incorporated in the Specific Plan area. Project-level development proposals will be evaluated for consistency with the Specific Plan by the City through the Precise Plan review process as further described in Chapter 6: Implementation. LAND USE PLAN & DEVELOPMENT STANDARDS | 2 SOUTHLINE SPECIFIC PLAN | 2-15 Southline Commons The Southline Commons refers to an open-space area of approximately 1.5 acres that is anticipated to be developed north of Southline Avenue and is intended to serve as a publicly-accessible focal point and the social outdoor gathering space within the Specific Plan area. It would also provide passive open space that serves as an outdoor amenity for the Southline campus tenants. The specific location, size and programming of the Southline Commons will be determined through the Precise Plan review process as further described in Chapter 6: Implementation. A conceptual rendering is shown in Figure 2-6: Conceptual Illustration of Southline Commons. It is anticipated that Southline Commons may include the following program features: Flexible space that can be used for informal gatherings as well as programed events; Outdoor dining area; Seating areas with benches, tables, chairs, etc.; Shade structures and/or landscaping that provides shade; Space for passive recreation activities such as ping pong, bocce ball, cornhole, etc.; Electrical power outlets to support campus events and programs; and/or Multi-purpose vehicle turnout space for a shuttle stop, ride-share pick-up/drop off, food trucks, etc. The Southline Commons is intended to function largely as a pedestrian-only area, capable of hosting events and community gatherings or serve as exterior dining or social space. Outdoor programming within the Southline Commons may include corporate and cultural events and food markets, subject to issuance of appropriate permits. Periodically, some of the circulation around Southline Commons may be closed to host special events. Utilization of the Southline Commons for events is anticipated to generally occur during normal business hours, with some evening and weekend events. Property owners and their tenants may develop appropriate rules and regulations related to security, use, hours of operation and conduct within the Specific Plan area open space areas including Southline Commons. Southline Commons would include a variety of pavers and hardscape elements to create a contemporary and durable outdoor space. Southline Commons would include a varied landscape texture, including shade trees and landscaped berms to create usable edges for sitting that also serve as green space. 2 | LAND USE PLAN & DEVELOPMENT STANDARDS 2-16 | SOUTHLINE SPECIFIC PLAN Figure 2-6: Conceptual Illustration of Southline Commons LAND USE PLAN & DEVELOPMENT STANDARDS | 2 SOUTHLINE SPECIFIC PLAN | 2-17 Southline Retail Plaza The Southline Retail Plaza outdoor area will front the Amenities Building (Building 2) on Southline and Huntington Avenues. The Southline Retail Plaza would be designed to complement and support the adjacent ground floor retail, dining and other amenity uses, and is envisioned to include features such as outdoor dining areas, terraced seating and landscaping to serve as both a both buffer and transition to adjacent street edge. 2 | LAND USE PLAN & DEVELOPMENT STANDARDS 2-18 | SOUTHLINE SPECIFIC PLAN Tanforan Avenue Community Parklet Development of the Tanforan Avenue Community Parklet is envisioned within an approximately 40-foot buffer setback from Tanforan Avenue on the north side of Tanforan Avenue. This open space amenity will be designed to be an amenity for the surrounding community, including residents along Tanforan Avenue. The Tanforan Avenue Community Parklet is intended to create a transition between the Specific Plan area and the residential neighborhood to the south, and to provide an open space buffer between the new development areas, and neighboring homes along Tanforan Avenue. The Tanforan Community Parklet is proposed to incorporate a walking pathway surrounded by significant landscaping. Passive and active amenity features may include a picnic area, a children’s play area, a fruit and vegetable garden, a stormwater demonstration garden, and special plant areas such as a fragrant planting bed. The Tanforan Community Parklet is anticipated to be constructed as part of Phase 1 development. LAND USE PLAN & DEVELOPMENT STANDARDS | 2 SOUTHLINE SPECIFIC PLAN | 2-19 2.3.Southline Campus (S-C) District The Specific Plan area is zoned utilizing one zoning district, the Southline Campus (S-C) District. The S-C District establishes the development standards and requirements for implementation of the Specific Plan, as set forth in this Specific Plan. As shown in Figure 2-7: Southline Campus (S-C) District, this district covers the entire Specific Plan area. The Southline Campus (S-C) district is intended to allow for development of a state-of-the-art transit-oriented commercial campus, including administrative, financial, business, and professional offices, R&D (including life sciences), supporting commercial services (e.g. retail, fitness, restaurants, etc.) and ancillary uses in an area that is proximate to BART and Caltrain stations. Allowed uses in the Southline Campus (S-C) district are provided in Table 2-2: Land Use Regulations.The development standards applicable to development in the Southline Campus (S-C)district are provided in Table 2-1: Southline Campus (S-C) Development Standards. Example of a state-of-the-art commercial campus (Samsung North America Headquarters, San Jose, CA) 2 | LAND USE PLAN & DEVELOPMENT STANDARDS 2-20 | SOUTHLINE SPECIFIC PLAN Figure 2-7: Southline Campus (S-C) District LAND USE PLAN & DEVELOPMENT STANDARDS | 2 SOUTHLINE SPECIFIC PLAN | 2-21 2.4.Development Standards This section provides the land use development standards that shall apply to the Southline Campus (S-C) land use district, as further described in Table 2-1: Southline Campus (S-C) Development Standards. These development standards, in combination with the supporting design guidelines described in Chapter 5: Design Guidelines, implement and refine the policies and vision of the General Plan, including the Lindenville Planning Sub-Area, for this Specific Plan area. Except as otherwise noted, development in the Southline Campus (S-C) district shall be consistent with the development regulations as described in Table 2-1: Southline Campus (S-C) Development Standards and Table 2-2: Land Use Regulations, subject to minor deviations as further described in Chapter 6: Implementation. These standards establish rules for development within the Specific Plan area, including building placement, scale and form, and lot design. No lot should be created with size or dimensions rendering it incapable of meeting the land use, public utilities, or development standards of this Specific Plan. In certain instances, Tables 2-1 and 2-2 reference the Municipal Code for development standards that apply on a generally applicable City-wide basis and are applicable to the Specific Plan. In any instances where both the Specific Plan and Municipal Code (or other City rule / regulation / guideline) provide a development standard for some aspect of site or building design, the Specific Plan shall prevail and control. Specific provisions of the Municipal Code not addressed in this Specific Plan that would otherwise apply to development in the Specific Plan area shall apply to the extent those provisions are consistent with the Specific Plan. Unless otherwise established herein, all definitions and land use terms shall be interpreted consistent with the Municipal Code. Height As the Specific Plan area is approximately two miles northwest of the San Francisco International Airport, development within the Specific Plan area shall comply with the height restrictions and related policies under federal, state and local law. These policies include those established by both the Federal Aviation Administration (“FAA”) Part 77 regulations and the Comprehensive Airport Land Use Compatibility Plan for the Environs of San Francisco International Airport (“ALUCP”; most recently updated November 2012). As set forth in Table 2-1: Southline Campus (S-C) Development Standards, maximum building heights within the Specific Plan area are governed by those requirements, as set forth in the Critical Aeronautical Surfaces provisions of the ALUCP (see Exhibit IV-17) and FAA Part 77 regulations, resulting in a maximum height of approximately 120 feet depending on the specific elevation of the relevant portion of the Specific Plan area and the applicable height contours under the above applicable regulations. No other height restrictions apply to development within the Specific Plan area. Figure 2-8: Conceptual Building Heights is intended to provide an illustrative example as to how building heights could be tapered throughout the Specific Plan area. Project-level development proposals will be evaluated for consistency with 2 | LAND USE PLAN & DEVELOPMENT STANDARDS 2-22 | SOUTHLINE SPECIFIC PLAN maximum height allowances through the Precise Plan review process as further described in Chapter 6: Implementation. A shadow study was prepared for the Specific Plan to evaluate the shadows that would be cast at buildout of the Specific Plan area. The shadow study concluded that shadows would be cast on commercial and industrial properties, roadways, and rail tracks to the northwest, north, and northeast of the Specific Plan area at various times of the year between the hours of 10:00 a.m. and 3:00 p.m. However, at no time would the Specific Plan buildout cast shadows on the residential uses south of Tanforan Avenue in the City of San Bruno. Modifications Modifications to the development standards included in this Specific Plan may be necessary to respond to unique site characteristics, regulatory permitting requirements, changes in development requirements to respond to market trends, or other factors, as described in Chapter 6: Implementation. LAND USE PLAN & DEVELOPMENT STANDARDS | 2 SOUTHLINE SPECIFIC PLAN | 2-23 Figure 2-8: Conceptual Building Heights See Section 2.4.1 and Table 2-1: Southline Campus (S-C) Development Standards for additional information regarding height regulations within the Specific Plan area. 2 | LAND USE PLAN & DEVELOPMENT STANDARDS 2-24 | SOUTHLINE SPECIFIC PLAN Table 2-1: Southline Campus (S-C) Development Standards Standard Southline Campus (S-C) Comments / Additional Regulations Lot and Density Standards Maximum Floor Area Ratio 2.4 See Municipal Code Chapter 20.040: Rules of Measurement, including Municipal Code §20.040.008: Determining Floor Area and Municipal Code § 20.040.009: Determining Floor Area Ratio. Total allowable floor area and floor area ratio (FAR) shall be calculated based on entire Specific Plan area (inclusive of Southline Avenue and other dedicated improvements) rather than on a lot-by-lot basis. The total allowable floor area shall be 2,800,000 square feet across the entire Specific Plan area, which equates to approximately 2.4 FAR, exclusive of parking structures, and any other applicable exceptions provided under Municipal Code Chapter 20.040: Rules of Measurement. Maximum Lot Coverage 70 % Refer to Municipal Code § 20.040.010: Determining Lot Coverage. Minimum Open Space Coverage 15 % Total allowable open space area shall be calculated based on entire Specific Plan area (inclusive of Southline Avenue and other dedicated improvements) rather than on a lot-by-lot basis. Open space includes all landscaped areas, sidewalks and pathways, decorative paving and passive and active areas. Building Form and Location Maximum Building Height (ft.) Maximum height allowances under FAA Part 77 regulations and San Francisco International Airport ALUCP Critical Aeronautical Surfaces provisions Subject to FAA Part 77 notification and determination requirements. See Figure 2-8: Conceptual Building Height. LAND USE PLAN & DEVELOPMENT STANDARDS | 2 SOUTHLINE SPECIFIC PLAN | 2-25 Standard Southline Campus (S-C) Comments / Additional Regulations Setbacks (feet) See below Setbacks are measured from property line to the exterior wall of the primary building, with the exception that setbacks from Tanforan Avenue shall be measured from that public right of way to the exterior wall of the primary building. Subterranean garages within the Specific Plan area are not subject to setback requirements. Setbacks within the Specific Plan area are not subject to Municipal Code § 20.040.012: Determining Setbacks (Yards) or § 20.300.011: Projections into Required Yards. Accessory buildings and structures within the Specific Plan area are not subject to Municipal Code § 20.300.002: Accessory Buildings and Structures, including setback requirements included therein; see Chapter 5: Design Guidelines regarding accessory buildings and structures. Front 10 Side, Interior 10 Side, Street 10 Tanforan Avenue 40 Setbacks are 40 feet as measured from Tanforan Avenue right of way, with the exception of the cul-de-sac at the western end of Tanforan Avenue, where buildings may be sited within 20 feet from the Tanforan Avenue right of way. Southline Avenue (Sneath Avenue Extension)0 Landscape buffers should be used to visually screen and soften the perimeter of the Specific Plan area, including along Southline Avenue. See Section 5.4.6 (Landscape Edge) and Figures 3-2a and 3-2b Conceptual Southline Avenue Cross-Sections. Rear, Interior 10 Parking and Loading Maximum Parking (spaces per 1,000 sf) 1.65 Maximum ratio of 1.65 striped stalls with option of valet parking up to 2.0 ratio. See Section 2.2.2 Parking and Transportation Demand Management for information regarding valet parking requirements. Maximum parking ratio shall be calculated based on entire Specific Plan area (inclusive of Southline Avenue and other dedicated improvements) rather than on a lot-by-lot basis. Parking incorporated within Building 2 (Amenities Building) shall not count towards the maximum 1.65 parking ratio; parking within Building 2 (Amenities Building) shall be utilized for Specific Plan area visitors and Amenities Building customers, staff, and affiliates. 2 | LAND USE PLAN & DEVELOPMENT STANDARDS 2-26 | SOUTHLINE SPECIFIC PLAN Standard Southline Campus (S-C) Comments / Additional Regulations Minimum Bicycle Parking 1 bicycle space per 3,000 sf Approximately 90% of bicycle spaces will be provided for long-term use and the remaining 10% will be for short-term use. The specific allocation and location of short-term and long- term spaces will be established under each Precise Plan. Table 2-1 and the Chapter 5: Design Guidelines of this Specific Plan establish the bicycle parking requirements for the Specific Plan area; Municipal Code § 20.330.008: Bicycle Parking does not apply. Loading Space 1 space / building Minimum size shall not be less than 12 feet wide, 45 feet long, and 14 feet high, exclusive of driveways for ingress and egress, maneuvering areas and setbacks. LAND USE PLAN & DEVELOPMENT STANDARDS | 2 SOUTHLINE SPECIFIC PLAN | 2-27 2.5. Land Use Regulations Table 2-2: Land Use Regulations, establishes the permitted, conditionally permitted, and prohibited uses within the Specific Plan area. The uses listed in Table 2-2: Land Use Regulations have the same meaning as those use classifications as defined under Municipal Code Chapter 20.620: Use Classifications, unless otherwise defined in this Specific Plan. Within the Specific Plan area, all land area and structures/facilities therein are intended to be developed, divided, and/or used for those activities listed in Table 2-2: Land Use Regulations. Table 2-2 also includes references to generally applicable Municipal Code sections and other ordinances that the City uses to regulate development, where relevant. Land uses in the table are grouped into general categories based on common function, product, or compatibility characteristics. These allowed use categories are called “use classifications.” Use classifications describe one or more uses having similar characteristics but do not list every use or activity that may appropriately be within the classification. The following rules apply to use classifications: Similar Uses. In cases where a specific land use or activity is not specifically listed in Table 2-2: Land Use Regulations, the Chief Planner may assign the land use or activity to a classification that is substantially similar in character. Certain prohibited uses are listed for clarity in Table 2-2: Land Use Regulations, but this list is not comprehensive; use classifications and sub-classifications not listed in Table 2-2: Land Use Regulations, or not found to be substantially similar to the uses below are prohibited. Illegal Uses. No use that is illegal under local, state, or federal law shall be allowed in any land use sub-designation within the Specific Plan area. Use regulations in Table 2-2: Land Use Regulations are shown using the following symbols: P Land use permitted by right. C Land use allowed with the approval of a conditional use permit per generally applicable provisions of Municipal Code Chapter 20.490: Use Permits. MUP Land use allowed with the approval of a minor use permit per generally applicable provisions of Municipal Code Chapter 20.490: Use Permits. - Land use not allowed / not permitted. TUP Temporary use permit per generally applicable provisions of Municipal Code Chapter 20.520: Temporary Use Permits. 2 | LAND USE PLAN & DEVELOPMENT STANDARDS 2-28 | SOUTHLINE SPECIFIC PLAN Table 2-2: Land Use Regulations Use 1, 2 Southline Campus (S-C) Additional Regulations3 Public and Semi-Public Uses Community Assembly, small, 2,000 sq. ft. or less P Cultural Institutions P Government Offices P Park and Recreation Facilities P Public Safety Facilities P Commercial Uses Business Services P Commercial Entertainment and Recreation 4 See sub-classifications below Indoor Entertainment C Indoor Sports and Recreation C Outdoor Entertainment C Outdoor Sports and Recreation P Eating and Drinking Establishments 4 See sub-classifications below Coffee Shops / Cafes P Restaurants, Full Service P Restaurant, Limited Service P Lodging See sub-classifications below Hotels and Motels C LAND USE PLAN & DEVELOPMENT STANDARDS | 2 SOUTHLINE SPECIFIC PLAN | 2-29 Use 1, 2 Southline Campus (S-C) Additional Regulations3 Maker Space P Offices See sub-classifications below Business and Professional P Medical and Dental P Walk-In Clientele P Personal Services See sub-classifications below General Personal Services P See Personal Services in Municipal Code Chapter 20.350: Standards and Requirements for Specific Uses and Activities Retail Sales See sub-classifications below General Retail Sales P Parking Services - Employment Uses Clean Technology P Handicraft / Custom Manufacturing P Research and Development (R&D) P Residential Uses NP Transportation and Utilities Uses Communications Facilities See sub-classifications below Antennae and Transmission Towers C See Municipal Code Chapter 20.370: Wireless Communications Facilities 2 | LAND USE PLAN & DEVELOPMENT STANDARDS 2-30 | SOUTHLINE SPECIFIC PLAN Use 1, 2 Southline Campus (S-C) Additional Regulations3 Facilities within Buildings P Transportation Hub 5 P Utilities – Major C Utilities – Minor P Other Applicable Use Regulations Nonconforming Uses See Additional Regulations See Municipal Code Chapter 20.320: Nonconforming Uses, Structures, and Lots Temporary Uses 6 TUP See Municipal Code Chapter 20.340: Temporary Uses Other uses determined by the Chief Planner to be similar to and compatible with described permitted and conditionally permitted uses P See Chapter 6: Implementation; see also Municipal Code § 20.490.002: Use Permit Applicability Notes: 1 Unless otherwise indicated, uses listed in this Table 2-2 have the same meaning as those use classifications as defined under Municipal Code Chapter 20.620: Use Classifications 2 Certain uses permitted or conditionally permitted within the Specific Plan area are subject to confirmation that no subsequent CEQA analysis is required, or completion of subsequent CEQA analysis. See Southline Specific Plan EIR for further information regarding scope of CEQA analysis. 3 Uses are subject to ALUCP Policy NP-2 and Table IV-1 Noise/Land Use Compatibility Criteria, as applicable. 4 Includes food trucks/mobile food facilities, outdoor food kiosks as authorized by Specific Plan operator, Owner’s Association, or similar entity. 5 Use includes facilities for accommodation of shuttles and ride-share pickup and drop off zones, along with other features that may be included in any applicable Transportation Demand Management (“TDM”) programs within the Specific Plan area. Excludes light-fleet based services or freight forwarding uses. 6 Temporary uses include, for example, produce markets, flea markets, craft and art fairs, auction gallery and other similar uses. LAND USE PLAN & DEVELOPMENT STANDARDS | 2 SOUTHLINE SPECIFIC PLAN | 2-31 2.6. Phasing This Specific Plan is anticipated to be implemented over time and in a phased approach, although phasing is not required. Generally, the Specific Plan envisions sequencing envisions two or more phases developed over approximately 10 years. Table 2-3: Conceptual Development Plan by Phase describes the square footages of development proposed for Phase 1 and the square footages of development for future phases and Project buildout, and the anticipated sequence of Specific Plan area construction is shown in Figure 2-9: Conceptual Phasing Plan.While a phased approach is anticipated to occur, the Specific Plan does not restrict or otherwise limit concurrent development of overlapping phases or buildout of the Specific Plan area, subject to review and approval of Precise Plans and any other necessary approval(s) as described in Chapter 6: Implementation. The exact boundaries of each phase, sequencing, and development timing, including the exact boundaries within the Specific Plan area of these phases and the square footage developed within each phase may change due to market trends, availability of financing, and other factors. As described in Chapter 6: Implementation, any future development shall be responsible for the construction of the required private and public infrastructure necessary to support each phase of development within the Specific Plan area (e.g., water, sewer, stormwater) and, in relevant circumstances, in adjacent off-site areas as determined by the City, and unless otherwise modified by separate agreement, such as a Development Agreement. It is anticipated that constructed public infrastructure associated with development of the Specific Plan will be dedicated to and accepted by various relevant public agencies (i.e., City of South San Francisco, City of San Bruno, California Water, PG&E, etc.). Furthermore, improvements along Huntington Avenue south of Southline Avenue are subject to ongoing coordination between BART and/or the City of San Bruno to complete a right-of-way transaction that is separate from entitlements associated with this Specific Plan. Phase 1 Improvements As shown in Figure 2-9: Conceptual Phasing Plan, Phase 1 development proposes the construction of Building 1, Building 2 (Amenities Building), and Building 7. Phase 1 also includes construction of Parking Structure D, as well as limited surface parking to provide sufficient parking for that phase. Phase 1 development includes development of the Tanforan Avenue Community Parklet, which will allow for a dense landscape buffer between the proposed development and the residential neighborhood to the south. During Phase 1, the remaining portions of the Specific Plan area outside of the Phase 1 area as shown on Figure 2-9: Conceptual Phasing Plan are anticipated to remain generally unchanged. However,building demolition, ground disturbances to accommodate infrastructure improvements, construction activities and staging, surface parking, and site preparation activities may occur as further described in Chapter 6: Implementation. 2 | LAND USE PLAN & DEVELOPMENT STANDARDS 2-32 | SOUTHLINE SPECIFIC PLAN Phase 1 Utilities and Circulation and Transportation Improvements It is anticipated that Phase 1 will involve the construction of the utilities infrastructure required to service the Phase 1 development, in addition to the majority of the proposed offsite circulation and transportation improvements. Specifically, Phase 1 circulation and transportation improvements are proposed to include the below list.The location of these of these improvements are shown in Figure 3-3: Off-Site Roadway Improvements. 1.Development of the new Southline Avenue connection west to east through the Specific Plan area between Huntington Avenue and South Linden Avenue. 2.Realignment of Dollar Avenue and South Linden Avenue. 3.Reconfiguration of the existing at-grade rail crossing at South Linden Avenue. 4.Roadway and pedestrian improvements along Tanforan Avenue. 5.Roadway and pedestrian improvements along Huntington Avenue from Southline Avenue southward to the San Bruno BART garage intersection. 6.Upgrade to the existing signalized intersection at Huntington Avenue / BART garage entry. 7.Synchronizing signals at the rail crossing and the signals along Southline Avenue (Huntington Avenue, project entrance,South Linden Avenue)to support safe vehicular circulation. 8.Construction of new signalized intersections at: a)Huntington Avenue / Southline Avenue b)Sneath Lane / Huntington Avenue c)Southline Avenue /Main Campus Entry d)South Linden Avenue / Dollar Avenue/ Southline Avenue As shown in Figure 2-9: Conceptual Phasing Plan, some of these improvements are outside of the Specific Plan area and will require review and/or approvals or actions by other agencies or entities, including the City of San Bruno and/or BART for off-site improvements within its jurisdiction, further described in Chapter 6: Implementation. Future Phase Improvements If phased development occurs, development of the future phases could occur in one phase, or could be in multiple future phases. Development of the future phases would include construction of the remaining square footage of development as allowed under this Specific Plan, in addition to any associated infrastructure, parking, and landscaping and open space, subject to subsequent Precise Plan approval and adherence to Specific Plan development standards and design guidelines. Anticipated off-site improvements in future phases include: Widening of and street frontage improvements along portions of South Maple Avenue. Upgrades to public utility backbone infrastructure needed to serve future phases, as needed. However, private utility laterals serving future phase development LAND USE PLAN & DEVELOPMENT STANDARDS | 2 SOUTHLINE SPECIFIC PLAN | 2-33 that would be located within Phase 1 roadways will be installed during Phase 1 and stubbed for use in future phases to avoid future disruption to those roadway areas. 2 | LAND USE PLAN & DEVELOPMENT STANDARDS 2-34 | SOUTHLINE SPECIFIC PLAN Table 2-3: Conceptual Development Plan by Phase Use Phase 1 (sf) 1 Future Phases (sf) Buildout (sf) Office / R&D 2 615,000 2,115,290 2,730,290 Public Amenity Areas 3 13,500 - 13,500 Tenant Amenity Areas 4 56,210 - 56,210 Total 5 684,710 2,120,330 2,800,000 Notes: 1. Specific development square footage allocated to Phase 1, or any other phase is subject to project-level Precise Plan review and approval by City, as further discussed in Chapter 6: Implementation. Any square footage allocated to Phase 1 that is not constructed during Phase 1 may be developed in subsequent phases within the Specific Plan area. 2. The Southline EIR provides a programmatic analysis of an Office Buildout Scenario and a Life Sciences Buildout Scenario, to evaluate and disclose the greatest potential impacts that could result from Specific Plan buildout under either scenario. Because both office and life science uses are permitted within the Specific Plan area, it is likely that the Specific Plan buildout would contain a mixture of these uses. See the Southline EIR for additional information regarding Specific Plan CEQA review. 3. Square footage anticipated to be available for use by Southline campus tenants and public. 4. Square footage anticipated to be reserved for exclusive use of Southline campus tenants; not available for public use. 5. The total square footage allocations in this Table 2-3 are intended to provide information regarding one conceptual buildout of the Specific Plan area. With exception for the total buildout square footage of 2,800,000 sf, the square footages provided in this Table 2-3 are not intended as caps on development of specific uses or phases. LAND USE PLAN & DEVELOPMENT STANDARDS | 2 SOUTHLINE SPECIFIC PLAN | 2-35 Figure 2-9: Conceptual Phasing Plan Note: Areas shown outside of the Specific Plan area may be subject to separate review by other agencies. 3 CIRCULATION & MOBILITY CIRCULATION & MOBILITY | 3 SOUTHLINE SPECIFIC PLAN | 3-1 3.1. Introduction Southline is planned as a transit-oriented commercial campus, taking advantage of its unique proximity to robust public transit options. Circulation and mobility planning is a key element of the Specific Plan given the unique proximity of the Specific Plan area to the San Bruno BART station, the San Bruno Caltrain station, adjacent SamTrans bus routes, the Centennial Way Trail, regional freeway connections to Interstates 280 and 380, and Highway 101, and regional and local serving retail and entertainment opportunities. As discussed in Section 1.4 Specific Plan Objectives, a number of the Specific Plan objectives relate to circulation and mobility, including:  Promote alternatives to automobile transportation to further the City’s transportation objectives by emphasizing public transit linkages, Transportation Demand Management (TDM) strategies, and pedestrian access and ease of movement between buildings.  Create convenient and safe pedestrian and bike access to the San Bruno BART station and the Centennial Way Trail.  Construct a new public street through the Specific Plan area to improve site access and regional roadway circulation.  Enhance vehicular, bicycle, and pedestrian circulation and access in the area surrounding the Specific Plan. To accomplish these objectives, this Specific Plan incorporates a “complete streets” approach that prioritizes creation of a truly multi-modal transportation system. This is consistent with the City’s General Plan goals and policies that encourage providing infrastructure and design features into street design, enhanced capacity and new linkages to provide “complete streets” that are safe, comfortable, and convenient routes for walking, bicycling and public transportation to increase use of these modes of transportation,” among other benefits. Utilizing this approach, driving to and from the Specific Plan area is an option but not a necessity, and multi-modal mobility options are provided for employees, guests, and the general public. The circulation and mobility improvements proposed in connection with the Specific Plan are intended to improve access to the Specific Plan area, and also to improve circulation in the surrounding area for all users, including to the San Bruno BART station. This chapter includes guidelines intended to prioritize the pedestrian and bicyclist experience within the Specific Plan area and the surrounding transportation network to ensure safe connections within and surrounding the Specific Plan area. This chapter describes the conceptual circulation and mobility plan for all users including bicyclists, pedestrians, and vehicles. It includes the conceptual roadway network and cross-sections for selected roadways. It also describes off-site roadway improvements that are proposed as part of this Specific Plan. 3 | CIRCULATION & MOBILITY 3-2 | SOUTHLINE SPECIFIC PLAN Mobility Guidelines The following circulation and mobility guidelines are intended to facilitate the implementation of this Specific Plan. Multimodal Circulation Promote circulation infrastructure and design that allows for alternative transportation modes including public transit, pedestrian travel, bicycle, and shuttles. Encourage use of alternative modes of transportation and reduce single-occupancy vehicle trips through implementation of a robust TDM program achieving 45percent mode shift consistent with City requirements for projects proposing FAR of up to 2.5. Create a circulation network that integrates the built environment and open space, both within and adjacent to the Specific Plan area. Synchronize signals at the rail crossing and the signals along Southline Avenue (Huntington Avenue, project entrance, South Linden Avenue) to support safe vehicular circulation. Pedestrian and Bicycle Facilitate pedestrian circulation within and adjacent to the Specific Plan area to minimize automobile trip generation. Use pedestrian-only walkways (sidewalks and promenades) to provide (Americans with Disabilities Act [ADA]-compliant) safe and convenient connections within the Specific Plan area. In appropriate areas, define walkways with distinctive paving materials and lighting. In appropriate areas, provide places for seating along pedestrian walkways. Where feasible, inset walkways from roadways with a landscape buffer to promote safe, pedestrian-friendly circulation. Provide short-term bicycle parking at grade level that is conveniently located to serve shoppers, customers, messengers, guests and other Campus visitors. Provide long-term bicycle parking in above- and below- grade parking structures that serve employees and others who generally stay for longer periods of time. Promote the use of walking and bicycling by Campus tenants by providing convenient long-term bicycle parking, showers, and changing facilities. Provide designated Class II bike lanes on both sides of Southline Avenue. In other Specific Plan areas, bicycle circulation would be accommodated by Class III bicycle routes (e.g. internal roadways). Clearly delineate bicycle access and parking by lane markings, soft hit posts, bollards,wayfinding signage, and other appropriate measures. Utilize green-painted “bike boxes” at key intersections within the Specific Plan area to help facilitate safe and convenient bicycle circulation. Bike repair station in the Amenities Building (Building 2). CIRCULATION & MOBILITY | 3 SOUTHLINE SPECIFIC PLAN | 3-3 Transit Demand Management As further discussed in Section 3.7 Transportation Demand Management below, development of the Specific Plan will include implementation of a robust TDM program. The following guidelines apply:  Prepare and implement a transportation demand management plan (TDM plan), in compliance with Municipal Code Section 20.400: Transportation Demand Management.  Promote the use of existing transportation facilities (e.g. BART, Caltrain, SamTrans) to maximize the potential for alternative transportation usage.  Incorporate monitoring and enforcement as part of a TDM plan to help sustain a long-term reduction in vehicle trips.  Provide preferred parking for carpools, vanpools and low emission and fuel-efficient vehicles.  Provide information kiosks in building lobbies to inform employees regarding alternative transportation services and facilities. Transit Access  Encourage connections to public transit, particularly safe and convenient pedestrian and bicycle access to the San Bruno BART station.  Incorporate one or more “mobility hubs” within the Specific Plan area to support a conveniently accessible use by shuttles, ride share hires (e.g., Uber, Lyft), and/or private vehicle drop-off / pickup use. Anticipated locations include an area adjacent to Parking Structure north of Southline Avenue and on the south side of Southline Avenue, in locations that do not impede the primary flow of traffic. On-Site Parking and Loading  To improve pedestrian circulation, off-street parking should be consolidated either in below-grade or architecturally-integrated above-grade parking structures.  Locate loading and delivery zones away from pedestrian circulation areas and adjacent residential neighborhoods to the greatest extent practicable.  Design the internal roadway network to support accessible loading and delivery zones that do not impede the primary flow of traffic.  Parking access should be clearly delineated by lane markings, signals, and wayfinding signage to reduce conflicts and improve safety.  Provide adequate queuing space at parking garage entrances. 3 | CIRCULATION & MOBILITY 3-4 | SOUTHLINE SPECIFIC PLAN 3.2.Circulation & Mobility Improvements Proposed circulation and mobility within and around the Specific Plan area includes upgrades to existing, and construction of new, roadways, pedestrian pathways and bike lanes and routes.Consistent with the mobility guidelines above, these improvements will be designed to provide a variety of travel options (vehicle, pedestrian, bike, transit, shuttle service) and provide safe and seamless pedestrian access to the nearby San Bruno BART station.Figure 3-1: Conceptual Specific Plan Area Vehicular Circulation Improvements depicts the vehicular circulation components anticipated within the Specific Plan area. Specific Plan Area Roadway Circulation Southline Avenue As shown in Figure 3-1: Conceptual Specific Plan Area Vehicular Circulation Improvements, a major circulation and mobility feature of Specific Plan is the creation of the new Southline Avenue (provisionally named for purposes of this Specific Plan), which would serve as the primary gateway to the Specific Plan area. In addition to providing connectivity to the surrounding community, it will also serve as the primary access to internal private roadways, parking, and loading areas within the Specific Plan area. As envisioned in the South San Francisco General Plan, Southline Avenue will be a new west-east arterial that will bisect the Specific Plan area and create a connection between Huntington Avenue and South Linden Avenue.In addition to providing access to the Specific Plan area, Southline Avenue would also provide an important connection between the San Bruno BART station and Downtown South San Francisco, and enable a future connection to US-101 and the East of 101 area via the City of South San Francisco’s proposed Utah Avenue Interchange project. As shown in Figures 3-2a and 3-2b: Southline Avenue Roadway Cross-Sections, Southline Avenue is envisioned to consist of two travel lanes in each direction separated by a turning lane, or median. A Class II bike lane, landscape planting, and wide sidewalk will be provided on both sides of Southline Avenue. Southline Avenue is envisioned to connect to a new signalized intersection at Huntington Avenue (described in Section 3.2.2 Off-Site Circulation Improvements) and would also include a new signalized mid-block intersection at the internal roadway intersection within the Specific Plan area.Upon completion of Southline Avenue, it is anticipated that Southline Avenue and associated improvements within South San Francisco will be dedicated to the City of South San Francisco. Internal Roadway Improvements Within the Specific Plan area, various privately owned and maintained internal roadways will provide access to above- and below-ground parking, loading and service areas, and building lobbies. The configuration of these roadways may vary depending on their specific location and function as build out of the Specific Plan progresses. This specific design and configuration of internal roadways will be reviewed through the Precise Plan process described in Chapter 6: Implementation. CIRCULATION & MOBILITY | 3 SOUTHLINE SPECIFIC PLAN | 3-5 Figure 3-1: Conceptual Specific Plan Area Vehicular Circulation Improvements Note: Areas shown outside of the Specific Plan area may be subject to separate review by other agencies. 3 | CIRCULATION & MOBILITY 3-6 | SOUTHLINE SPECIFIC PLAN Figure 3-2a: Southline Avenue Roadway – Cross-Section A CIRCULATION & MOBILITY | 3 SOUTHLINE SPECIFIC PLAN | 3-7 Figure 3-2b: Southline Avenue Roadway – Cross-Section B CIRCULATION & MOBILITY | 3 SOUTHLINE SPECIFIC PLAN | 3-9 Pedestrian Circulation Figure 3-3: Conceptual Specific Plan Area Pedestrian Connectivity Plan provides one conceptual layout of potential pedestrian facilities located in the Specific Plan area in a manner that reflects the goals and policies of the Specific Plan. As set forth in Section 3.1.1 Mobility Guidelines, the arrangement of on-site pedestrian facilities will be ADA- accessible and provide on-site walkable connectivity between buildings, on-site vehicle and bicycle parking areas, Southline Commons, mobility hubs, and connectivity across Southline Avenue. In appropriate areas, pedestrian walkways may include distinctive formal and informal hardscape features such as concrete unit pavers, ceramic wood tile, and decomposed granite. Areas for seating and benches may be located and integrated with these walkways. Where appropriate, landscaping should be used to provide safe, pedestrian-friendly separation from adjacent roadways. See also Section 5.4.8 Streetscape. As described in Section 3.2.2 Off-site Circulation Improvements, improvements are envisioned to also include improved off-site pedestrian and bicycle facilities to enhance access to the Centennial Way Trail and the San Bruno BART station. 3 | CIRCULATION & MOBILITY 3-10 | SOUTHLINE SPECIFIC PLAN Figure 3-3: Conceptual Specific Plan Area Pedestrian Connectivity Plan Note: Areas shown outside of the Specific Plan area may be subject to separate review by other agencies. CIRCULATION & MOBILITY | 3 SOUTHLINE SPECIFIC PLAN | 3-11 Bicycle Circulation Bicycle circulation within the Specific Plan area is envisioned to include Class II bike lanes on both sides of Southline Avenue, and Class III bike routes on internal roadways within the Specific Plan area where bicyclists and slower-moving vehicles can share the road. As shown in Figure 3-4: Conceptual Specific Plan Area Bicycle Connectivity Plan, the Class II bike lanes on Southline Avenue will connect to the existing Centennial Trail (Class I) to the west, and the existing Class II bike lanes on Dollar and South Linden Avenues. Green-painted “bike boxes” will be added at key intersections within the Specific Plan area to help facilitate safe and convenient bicycle circulation. Bicycle parking requirements within the Specific Plan area are further described in Table 2-1: Southline Campus (S-C) Development Standards. Because development of Southline is intended to encourage transit-oriented development, bicycle parking within the Specific Plan area should allocate more spaces to long-term uses in order to facilitate bicycle commuting to the Southline campus by tenants and employees, as described in Table 2-1. Precise Plan applications shall include information regarding the anticipated bicycle parking demand and usage in order to evaluate the specific bicycle parking requirements for that phase. Short-term bicycle parking will be provided throughout the Specific Plan area. Final locations of short-term bicycle parking will be determined during Precise Plan review, but generally will be provided on surface-level bike racks, conveniently located adjacent to the Southline Retail Plaza and proximate to building entries throughout the Specific Plan area. Long- term bicycle parking (referred to as “Bike Lockers” in Figure 3- 4) will be provided in below- and above-grade parking structures, in addition to other buildings as feasible. Where appropriate, buildings will include showers on the first level, and lockers and showers will be provided in the Amenities Building. 3 | CIRCULATION & MOBILITY 3-12 | SOUTHLINE SPECIFIC PLAN Figure 3-4: Conceptual Specific Plan Area Bicycle Connectivity Plan Note: Areas shown outside of the Specific Plan area may be subject to separate review by other agencies. CIRCULATION & MOBILITY | 3 SOUTHLINE SPECIFIC PLAN | 3-13 Off-Site Circulation & Mobility Improvements A number of off-site circulation improvements, including new signalizations of certain intersections, located outside of the Specific Plan area, are planned in connection with development of the Specific Plan area. Unless otherwise noted, these improvements are envisioned to occur in connection with Phase 1 development. Figure 3-5: Conceptual Off-Site Signal and Pedestrian Crosswalk Improvements illustrates the key vehicular and pedestrian/bicycle circulation improvements within and adjacent to the Specific Plan area.Additionally,Figures 3-6(a) through (e): Conceptual Improvements – Huntington Avenue provide more detailed descriptions and supporting figures regarding four off-site sub-areas where off-site improvements are anticipated in connection with development of the Specific Plan. Improvements outside of the Specific Plan area may require additional review and approvals or actions by the City of South San Francisco, and/or other review and approval by other agencies or entities, including approvals by the City of San Bruno, BART, Peninsula Corridor Joint Powers Board (Caltrain), SamTrans and/or California Public Utilities Commission.San Bruno BART Station 3 | CIRCULATION & MOBILITY 3-14 | SOUTHLINE SPECIFIC PLAN Figure 3-5: Conceptual Off-Site Signal and Pedestrian Crosswalk Improvements Note: Areas shown outside of the Specific Plan area may be subject to separate review by other agencies. CIRCULATION & MOBILITY | 3 SOUTHLINE SPECIFIC PLAN | 3-15 Huntington Avenue As shown in Figures 3-6 (a) through (e): Conceptual Improvements – Huntington Avenue, it is envisioned that portions of Huntington Avenue will be improved from the proposed Southline Avenue, south to the existing BART station garage and pedestrian entrance. Anticipated improvements include the following: New pedestrian / ADA-compliant ramps at intersections, wider ramps and crosswalks on the Centennial Way Trail adjacent to South Maple Avenue. A pedestrian path on the east side of Huntington Avenue. A new dedicated, signalized northbound left turn lane on Huntington providing a new entrance into the transit center for SamTrans buses. Transit signal priority devices on the signal mast(s) at the Huntington / Southline Avenues intersection for SamTrans and shuttle buses. A new multi-use pedestrian/bike pathway on the west side of Huntington Avenue from Southline Avenue to the BART station and SamTrans transit center. Bulb-outs and high-visibility crosswalks at the BART station garage intersection to facilitate safe pedestrian crossing. Reconfiguration of the west end of Tanforan Avenue to create a new cul-de-sac allowing for residential access only (i.e., no through-access to Huntington Avenue). San Bruno BART Station San Bruno BART Station 3 | CIRCULATION & MOBILITY 3-16 | SOUTHLINE SPECIFIC PLAN Figure 3-6a: Conceptual Improvements – Huntington Avenue (Site Plan) Note: Areas shown outside of the Specific Plan area may be subject to separate review by other agencies. CIRCULATION & MOBILITY | 3 SOUTHLINE SPECIFIC PLAN | 3-17 Figure 3-6b: Conceptual Improvements – Huntington Avenue (Rendering – Site Plan) 3 | CIRCULATION & MOBILITY 3-18 | SOUTHLINE SPECIFIC PLAN Figure 3-6c: Conceptual Improvements – Huntington Avenue (Rendering – Viewing Northwest) CIRCULATION & MOBILITY | 3 SOUTHLINE SPECIFIC PLAN | 3-19 Figure 3-6d: Conceptual Improvements – Huntington Avenue (Rendering – Viewing Southeast) 3 | CIRCULATION & MOBILITY 3-20 | SOUTHLINE SPECIFIC PLAN Figure 3-6e: Conceptual Improvements – Huntington Avenue (Rendering – Viewing Southwest) CIRCULATION & MOBILITY | 3 SOUTHLINE SPECIFIC PLAN | 3-21 Tanforan Avenue Improvements As shown in Figure 3-7: Tanforan Avenue Improvements, Tanforan Avenue would be converted to a cul-de-sac adjacent to Huntington Avenue allowing for residential access only. This reconfiguration would prohibit through-traffic and is intended to create a safer, slower-traffic environment for the existing Tanforan Avenue residents directly to the south of the Specific Plan area. With the exception of required emergency vehicle access, there would be no vehicular access from Tanforan Avenue into the Specific Plan area. The existing residential community located on Tanforan Avenue to the south of the Specific Plan area would continue to have access from the existing one-way northbound Huntington Avenue east to Tanforan Avenue, via the existing one-way northbound roadway. Images of the existing conditions on Tanforan Avenue prior to implementation of the Specific Plan are shown here for context. Tanforan Avenue residences; View West of Tanforan Avenue 3 | CIRCULATION & MOBILITY 3-22 | SOUTHLINE SPECIFIC PLAN Figure 3-7: Tanforan Avenue Improvements CIRCULATION & MOBILITY | 3 SOUTHLINE SPECIFIC PLAN | 3-23 South Linden and Dollar Avenues Anticipated improvements include re-alignment of roadways to accommodate the new Southline Avenue and to provide pedestrian access improvements. These include: Realignment of Dollar Avenue and South Linden Avenue. Reconfiguration of the existing at-grade rail crossing at South Linden Avenue. Construction of a new signalized intersection at South Linden Avenue / Dollar Avenue/ Southline Avenue. Design and right-of-way dedications that incorporate future roadway and infrastructure features that can accommodate the potential future grade separation, which would be completed by others and is not part of the Specific Plan project. Images of the existing conditions of this area prior to implementation of the Specific Plan are shown here for context. View West on South Linden Avenue View North on Dollar Avenue 3 | CIRCULATION & MOBILITY 3-24 | SOUTHLINE SPECIFIC PLAN South Maple Avenue Improvements (Future Phase) South Maple Avenue currently includes one travel lane north and one travel lane south. On-street parking is available on one or both sides at various locations. Anticipated roadway improvements include reconfiguration of the roadway and revisions to parking at various locations. A sidewalk on the east side and existing Centennial Way Trail on the west side should be separated by a landscaped planting area.Widening of and street front improvements along a portion of South Maple Avenue are anticipated to occur during future phases of development within the Specific Plan area. Images of the existing conditions of this area prior to implementation of the Specific Plan are shown here for context. View North on South Maple Avenue View South on South Maple Avenue CIRCULATION & MOBILITY | 3 SOUTHLINE SPECIFIC PLAN | 3-25 3.3. Vehicle Parking Vehicle parking in the Specific Plan area will consist of below- and above-grade parking structures and limited surface parking areas. As described in Table 2-1: Southline Campus (S- C) Development Standards, parking may be provided at a maximum ratio of 1.65 striped spaces per 1,000 square feet of commercial use, with an option to incorporate valet parking up to 2.0 spaces per 1,000 square feet of commercial use, upon City review and approval, based on demand, type of use, employee density and operational characteristics. Under a valet operations program(s), parking attendants would be staffed to park excess vehicles in drive aisles and related areas, providing greater vehicle capacity as needed, particularly during peak parking periods. The maximum parking ratio established under this Specific Plan is consistent with the City’s existing policies to allow for and support reductions in onsite parking requirements for areas, such as the Specific Plan area, located within 0.25 miles of BART or Caltrain stations. This Specific Plan establishes flexible parking option based on tenancy needs and market conditions through subterranean and above-grade garages, and limited surface parking throughout the Specific Plan area. The specific parking strategy as to allocation and location of parking will be determined through the Precise Plan review process for each phase. The City encourages reduced parking, below the maximum parking ratio with the incorporation of TDM strategies at this site to encourage transit use and reduction of single-occupancy vehicle commuting. Phase 1 Parking Phase 1 parking is anticipated to include structured parking in Parking Structure D, above-grade parking located within the Amenities Building (Building 2 as shown in Figure 2-1: Conceptual Site Plan), and surface parking within the Phase 1 area. Future Phases Parking Building construction in future phases will include development of below-grade and above-grade structured parking and limited surface parking. In coordination with the City of South San Francisco, the Project Applicant(s) shall monitor parking during Phase 1 to determine how much parking is needed and constructed for future phases. Precise Plan applications for subsequent phases following Phase 1 operation shall include information regarding existing parking demand and usage in order to evaluate additional on-site parking required and to ensure that onsite parking remains within the maximum parking ratio of 1.65 striped spaces per 1,000 square feet and up to 2.0 spaces per 1,000 square feet with incorporation of valet, upon City review and approval. Future phases of development should utilize any excess parking spaces available within the Specific Plan area based on the results of parking demand and usage analysis for Phase 1. At buildout of the Specific Plan, Parking Structure C is envisioned to be up to nine stories in height with both subterranean and roof level parking providing a maximum of approximately 3,350 spaces. It is anticipated that Parking 3 | CIRCULATION & MOBILITY 3-26 | SOUTHLINE SPECIFIC PLAN Structure C may be developed in phases to provide additional parking within the Specific Plan area; Figure 3-8: Parking Structure C – Conceptual Construction Phasing depicts potential phasing. Primary access to Parking Structure C would be from South Linden Avenue. CIRCULATION & MOBILITY | 3 SOUTHLINE SPECIFIC PLAN | 3-27 Figure 3-8: Parking Structure C – Conceptual Construction Phasing Parking Structure C – Project Buildout 3 | CIRCULATION & MOBILITY 3-28 | SOUTHLINE SPECIFIC PLAN 3.4. Transit Connectivity The Specific Plan area is uniquely located in close proximity to public transit, including adjacent to the San Bruno BART station and the SamTrans Transit Center, which are across Huntington Avenue to the west of the Plan area. As discussed in Section 3.2.2 Off-Site Circulation Improvements, proposed off-site improvements include pedestrian crossings at the new Southline Avenue / Huntington Avenue intersection, and pedestrian improvements south on Huntington Avenue providing enhanced and safer pedestrian and bicycle access to the San Bruno BART station. Public bus transit is provided by SamTrans via the SamTrans Transit Center located at the San Bruno BART station, approximately 0.5 miles from the Specific Plan area, which provides bus service throughout San Mateo County and to Peninsula BART stations, Caltrain stations, the San Francisco Airport, and downtown San Francisco. Routes include express buses to the Daly City BART station and Palo Alto Transit Center, and ECR routes, 140, 141, and 398. As shown in Figure 3-1: Conceptual On-site Vehicular Circulation Improvements, mobility hubs will be incorporated throughout the Specific Plan area to be used for shuttle buses, ride-share hires (e.g., Uber, Lyft), and/or private vehicle drop- off / pickup use. Anticipated locations include an area within the Amenities Building parking area, the Parking Structure north of Southline Avenue adjacent to Southline Commons, and on the south side of Southline Avenue, in locations that do not impede the primary flow of traffic. It is envisioned that shuttle buses will be managed by the campus tenants, similar to other transit demand management programs throughout the City. Separately, a shuttle service will be provided for service between Southline and the South San Francisco and/or San Bruno Caltrain stations. CIRCULATION & MOBILITY | 3 SOUTHLINE SPECIFIC PLAN | 3-29 3.5. Transportation Demand Management Development within the Specific Plan area will require preparation and implementation of a transportation demand management plan (TDM plan), in compliance with Municipal Code Section 20.400: Transportation Demand Management. The City’s TDM requirements apply to all nonresidential development expected to generate 100 or more average daily trips, based on the Institute of Traffic Engineers (ITE) trip generation rates or a project seeking a floor area ratio (FAR) bonus. As further described in Section 20.400, the purpose of the TDM plan is to:  Reduce the amount of traffic generated by new nonresidential development, and the expansion of existing nonresidential development;  Ensure that expected increases in traffic resulting from growth in employment opportunities in the City of South San Francisco are adequately mitigated;  Reduce drive-alone commute trips during peak traffic periods by using a combination of services, incentives, and facilities;  Promote the more efficient utilization of existing transportation facilities and ensure that new developments are designed in ways to maximize the potential for alternative transportation usage; and  Establish an ongoing monitoring and enforcement program to ensure that the desired alternative mode use percentages are achieved. The Southline TDM Plan has been prepared in connection with this Specific Plan. The Southline TDM Plan includes both a Preliminary TDM Plan (as defined under Municipal Code Chapter 20.400: Transportation Demand Management) for the Phase 1 Precise Plan, the first Precise Plan to be processed under the Southline, along with conceptual TDM measures anticipated to be utilized for the buildout of the Southline Specific Plan area. The Southline TDM Plan, inclusive of both Phase 1 and full buildout, has been designed to achieve a 45- percent alternative mode-shift consistent with City requirements for comparable projects proposing a floor area ratio (FAR) up to 2.5 per Municipal Code Chapter 20.400: Transportation Demand Management. The Southline TDM Plan identifies a number of program measures to improve mobility efficiency. These may include but are not limited to: Mobility Hubs – Providing designated areas to accommodate shuttles, ride-share pickup and drop off zones and/or other alternative-mobility options for use by tenants and the general public that promote shared-transit options such as shuttles, car share, rideshare (e.g., Uber, Lyft, etc.). Active Transportation – Providing direct, high-quality pedestrian and bicycle connections between building entrances, the Centennial Way Trail, and Sneath Lane; and providing ample bicycle parking spaces in several locations throughout the Specific Plan area, as well as a bike repair station in the Amenities Building. Carpooling & Vanpooling Services – Providing ride-matching services for carpools and vanpools users thorough 511.org 3 | CIRCULATION & MOBILITY 3-30 | SOUTHLINE SPECIFIC PLAN and/or other programs; and providing approximately 10% of vehicle spaces reserved parking spaces for such vehicles. Caltrain Shuttle Service – Shuttle service to the South San Francisco and/or San Bruno Caltrain stations may be provided. Transit Services – Constructing pedestrian improvement along Huntington Avenue to improve access to the BART station and SamTrans transit station including wider sidewalks and crosswalks; installing transit signal priority hardware at the new Huntington Avenue / Sneath Lane to maintain or improve transit and shuttle operations. Reduced Parking and Employee Surveys – Conducting semi- annual employee commute surveys and reduce on-site parking by 25% or more, as compared to the typical City of South San Francisco requirements for comparable projects. Various TDM Amenities – Providing computer app-based commute monitoring system, carshare program, flex-time and telecommuting, guaranteed ride home program, showers and changing rooms, information boards and kiosks, and TDM coordinator(s). Monitoring. As required by the City of South San Francisco’s Transportation Demand Management Ordinance, a Final TDM Plan(s) for development within the Specific Plan area will include requirements for monitoring and auditing the performance of the measures within the TDM program, which may be revised or amended as needed to meet the TDM performance objectives. Implementation of the Final TDM Plan(s) will be monitored annually and adjusted accordingly. Leases for all tenants will include provisions regarding the mandatory TDM measures and appointment of a TDM coordinator (which may be shared among multiple tenants). Additional TDM program measures may be implemented as needed to achieve the required 45 percent alternative mode shift for the Specific Plan area. These measures may include TDM amenities as carshare or bikeshare programs, app-based commute monitoring system, flex-time and telecommuting, or employer-sponsored mode shift incentives and/or subsidies. Additional information regarding timing and strategy for implementation of the Southline TDM across phases of development within the Specific Plan area is further discussed in Chapter 6: Implementation. The Final TDM Plan(s) shall contain the requirements for monitoring and auditing the performance of the measures within the TDM program and shall be amended as needed to meet the performance objectives of the plan. 4 INFRASTRUCTURE & PUBLIC SERVICES INFRASTRUCTURE & PUBLIC SERVICES | 4 SOUTHLINE SPECIFIC | 4-1 4.1. Introduction Implementation of the Specific Plan will require the construction of infrastructure and provision of public services and utilities to serve the Specific Plan area in accordance with the development program described in Chapter 2: Land Use Plan & Development Standards. In connection with development within the Specific Plan area, infrastructure, services and utilities should be designed to meet the standards of the City of South San Francisco and other utility agencies with oversight authority. (See Chapter 6: Implementation for further discussion.) Infrastructure and public services addressed in this chapter include water, sewer, storm drainage, solid waste disposal, and dry utilities. Table 4-1: Service Providers lists the various service providers for the Specific Plan area, which are those known to operate services at the time this Specific Plan was prepared and may be subject to change. As shown in Table 4-1: Service Providers, the Specific Plan area is served by existing storm drainage, sanitary sewer conveyance systems, and wastewater treatment infrastructure that are owned, operated, and maintained by the City of South San Francisco. Potable water infrastructure is owned, operated, and maintained by the California Water Service Company (Cal Water). Electric and gas service is provided by Pacific Gas & Electric. The Specific Plan area is not in an area supplied with recycled water, as the City of South San Francisco does not have an existing or planned recycled water distribution system in place. Existing water, sewer, storm drainage, electrical, gas, and communications utilities are located in public utility easements throughout and adjacent to the Specific Plan area. Demolition and rerouting of certain existing infrastructure will be required as part of implementation of the Specific Plan, including rerouting/realignment of portions of existing water and wastewater lines, and undergrounding a portion of the existing overhead utilities along the immediate street frontages, as may be conditioned by the City or otherwise required by the respective utility provider. This chapter provides a description of the existing major utility infrastructure and the related improvements needed at build-out of the Specific Plan and the public services required to serve users of the Specific Plan area. 4 | INFRASTRUCTURE & PUBLIC SERVICES 4-2 | SOUTHLINE SPECIFIC PLAN Table 4-1: Service Providers Service Current Provider Water California Water Service Company (Cal Water) Wastewater City of South San Francisco Storm Drainage City of South San Francisco Electric Service Pacific Gas & Electric Gas Service Pacific Gas & Electric Police Protection City of South San Francisco Fire Protection City of South San Francisco Emergency Medical City of South San Francisco Sequencing of Infrastructure Specific requirements regarding timing and sizing of infrastructure will be determined by the City for each phase during the Precise Plan approval process (see Chapter 6: Implementation). As each phase of infrastructure is built, it is anticipated that the constructed public infrastructure will be dedicated to and accepted by the City of South San Francisco. 4.2.Water Supply Existing & Future Water Supply Cal Water owns and operates the existing domestic water facilities within and around the Specific Plan area. The area is entirely contained within Cal Water’s South San Francisco District, which serves the communities of South San Francisco, Colma, a small portion of Daly City, and an unincorporated area of San Mateo County known as Broadmoor, which lies between Colma and Daly City. A significant portion of the City’s water supply is purchased under contract from the San Francisco Public Utilities Commission. The remaining is groundwater derived from wells owned by Cal Water. The Specific Plan area has Cal Water distribution mains located in each of the public street frontages. A six-inch cast- iron main, installed in 1943, provides water service to the current parcels fronting Tanforan Avenue, Dollar Avenue, and S. Linden Avenue. A twelve-inch asbestos-cement main, installed in 1964, provides water service to the current parcels fronting Maple Avenue. The twelve-inch AC main is also located within Tanforan Avenue, and supplies the twelve-inch main, but does not provide water service to those parcels. There is no public recycled water infrastructure, and no current plans for it to be provided in the future. An assessment of the water supply available to serve the Specific Plan area is described in the Water Supply Assessment for the Southline Specific Plan (EKI Environment & Water, Inc.). Specific Plan Water Infrastructure Improvements At full buildout, development of the Specific Plan area is conservatively estimated to use approximately 460,000 gallons per day (515 acre-feet / year [AFY]) for indoor demand and approximately 18,000 gallons per day (20 AFY) for irrigation demand for a total water demand of approximately 478,000 gallons per day (533 AFY) (Water Infrastructure Technical Study, BKF, December 2020). INFRASTRUCTURE & PUBLIC SERVICES | 4 SOUTHLINE SPECIFIC | 4-3 In general, existing water facilities are anticipated to be sufficient to support project buildout. Development within the Specific Plan area would include construction of certain limited potable water infrastructure to serve the Specific Plan area, as shown in Figure 4-1: Conceptual Water Supply Improvements. Based on design requirements from Cal Water, it is anticipated that implementation of the Specific Plan will include installation of certain new infrastructure to serve the Specific Plan area, including a new public 12-inch water main from South Maple Avenue along the entirety of Southline Avenue to the existing six-inch water line on South Linden Avenue. This improvement is anticipated to occur as part of Phase 1 development. New service connections from new buildings within the Specific Plan area to existing water lines are anticipated to be constructed along Tanforan Avenue, South Maple Avenue, and South Linden Avenue concurrent with the construction of each building. Additionally, a segment of the existing six-inch water main along South Linden and Dollar Avenues would be relocated to conform with the proposed realignment of that intersection and the proposed reconfiguration of the existing at-grade rail crossing at South Linden Avenue. Other limited infrastructure improvements may be required based on final design in coordination with the City and Cal Water. Currently, the Specific Plan area is not supplied with recycled water as the City of South San Francisco does not have an existing or planned recycled water distribution system in place. 4 | INFRASTRUCTURE & PUBLIC SERVICES 4-4 | SOUTHLINE SPECIFIC PLAN Figure 4-1: Conceptual Water Supply Improvements Note: Areas shown outside of the Specific Plan area may be subject to separate review by other agencies. INFRASTRUCTURE & PUBLIC SERVICES | 4 SOUTHLINE SPECIFIC | 4-5 4.3.Wastewater Existing Wastewater Regulatory Setting The City of South San Francisco owns and maintains all of its sanitary sewer systems and infrastructures within the public rights-of-way. Collected wastewater is conveyed to the South San Francisco Water Quality Control Plant (WQCP), adjacent to San Francisco Bay on Colma Creek. The WQCP is jointly owned by the cities of South San Francisco and San Bruno. The WQCP provides secondary wastewater treatment for the cities of South San Francisco, San Bruno, and Colma. It also provides the dichlorination treatment of chlorinated effluent for the cities of Burlingame, Millbrae, and the San Francisco International Airport, prior to discharging the treated wastewater into San Francisco Bay. The average dry weather flow through the WQCP is nine million gallons per day (MGD). Peak wet weather flows can exceed 60 MGD. The State Water Resources Control Board has adopted a Waste Discharge Requirements Order which requires the City of South San Francisco to develop and implement a Sanitary Sewer Management Plan (SSMP). The latest City of South San Francisco SSMP, prepared by Batis Training and Consulting and adopted in June 2014, identifies ongoing maintenance and system improvements necessary to maintain the sewer system. The City issued an updated Preliminary Draft SSMP in February 2020 (Akel Engineering Group, February 2020) (2020 Draft SSMP). The City anticipates that the final updated SSMP will be substantially consistent with the 2020 Draft SSMP. As such, the 2020 Draft SSMP was used as the basis for wastewater infrastructure capacity design for this Specific Plan. Existing Conditions As identified in the 2020 Draft SSMP, the Specific Plan area is in Tributary Basin B-9 within the South San Francisco West Sanitary Sewer System. As shown in Figure 4-2: Conceptual Wastewater Improvement Plan, wastewater from the Specific Plan area discharges to existing public sanitary sewer mains in the adjacent public roadways. These public mains are part of the Lowrie Trunk system, and drain to the FLS-11 lift station on Shaw Road, which pumps the wastewater to the WQCP. The southern portion of the Specific Plan area drains to a 24- inch vitrified clay pipe (VCP) main in Tanforan Avenue, identified as LO-P14 in the 2020 Draft SSMP. The northwest portion of the Specific Plan area drains to an eight-inch VCP in South Maple Avenue. This main in turn drains to an 18-inch VCP identified as LO-P12 and LO-P13, which then drains east to an 18-inch main identified as LO-P14 and then to a 27-inch main in Lowrie Avenue. The eastern portion of the Specific Plan area drains north to LO-P14 and then to the 27-inch main in Lowrie Avenue. The 2020 Draft SSMP identifies LO-P15 located within Tanforan Avenue as a segment needing capacity improvements, and is indicated to be upsized to a 27-inch main. The next segment downstream, LO-P16, is also identified to be upsized in the list of 2020 Draft SSMP recommended capital improvements. Additionally, pump station LS-11 is indicated to be deficient and requiring a 4 | INFRASTRUCTURE & PUBLIC SERVICES 4-6 | SOUTHLINE SPECIFIC PLAN capacity upgrades as part of the recommended capital improvements. Specific Plan Wastewater Improvements Buildout of the Specific Plan area will increase wastewater/sanitary sewer flows to the public sanity sewer system. There is sufficient capacity at the WQCP to provide wastewater treatment for the proposed flows from buildout of the Southline Project. (Sanitary Sewer Technical Study, BKF, December 2020). It is anticipated that each building will include at least one new lateral to connect to existing mains. Wastewater will be conveyed via both on-site pump stations and gravity flow. All improvements will be designed and constructed consistent with City of South San Francisco requirements. In conformance with the 2020 Draft SSMP, it is anticipated that several public sewer mains that directly serve the Specific Plan area will be upsized to account for the additional sanitary sewer flow generation associated with regional development, including buildout of the Specific Plan area. These anticipated improvements are shown in Figure 4-2: Conceptual Wastewater Improvement Plan. Phase 1 Usage and Improvements At full occupancy of Phase 1, sanitary sewer flow generation during maximum day wet weather flow (worst case) will be approximately 112,987 gallons per day (GPD) of sanitary sewer flow, an increase of approximately 83,813 GPD as compared to existing flows (29,175 GPD) for the Phase 1 area. Anticipated upgrades to be completed in connection with Phase 1 include: Relocation of the existing main associated with the realignment of Huntington Avenue. Relocation of a segment of the existing eight-inch sanitary sewer along South Linden and Dollar Avenues to conform with the proposed realignment of the intersection and proposed reconfiguration of the existing at-grade rail crossing at South Linden Avenue. Future Phases Usage and Improvements It is estimated that upon full occupancy at buildout of the Specific Plan, sanitary sewer flow generation during maximum day wet weather flow will be approximately 451,360 GPD. This is an increase of approximately 369,346 GPD over existing generation of 82,014 GPD at buildout. Anticipated upgrades to be completed in connection with future phases include: Public main upgrades to the northerly portion of South Maple Avenue (LO-P12) and the public main that runs from South Maple through an easement to Lowrie Avenue (LO-P13). No further improvements, including any modifications to existing pump stations, are anticipated to be required to serve the Specific Plan area (Sanitary Sewer Technical Study, BKF, January 2021). Specific requirements regarding timing and sizing of this sanity sewer infrastructure will be determined by the City for each development phase during the Precise Plan review and approval process (see Chapter 6: Implementation). INFRASTRUCTURE & PUBLIC SERVICES | 4 SOUTHLINE SPECIFIC | 4-7 Figure 4-2: Conceptual Wastewater Improvement Plan Note: Areas shown outside of the Specific Plan area may be subject to separate review by other agencies. 4 | INFRASTRUCTURE & PUBLIC SERVICES 4-8 | SOUTHLINE SPECIFIC PLAN 4.4.Stormwater Existing Stormwater Regulatory Setting The existing storm drainage infrastructure within the Specific Plan area is owned, operated, and maintained by the City of South San Francisco. South San Francisco is part of the Colma Creek watershed within the County of San Mateo’s Colma Creek Flood Control Zone. The City of South San Francisco owns and maintains storm drainage infrastructure within the public rights-of-way, which then discharge to County flood control facilities. The Specific Plan area is on the boundary between two South San Francisco drainage watersheds: South Region (Sub Watershed B) and Lower Region (Sub Watershed A). The State of California regulates water quality in the region through the San Francisco Bay Regional Water Quality Control Board (RWQCB). The City of South San Francisco is a permittee of the Municipal Regional NPDES Permit (MRP) administered by the RWQCB. As a permittee, the City is responsible for requiring that all qualifying development projects, including development within the Specific Plan area, comply with the City’s MRP requirements and other applicable state and local stormwater and water quality requirements. The 2016 Storm Drain Master Plan, prepared by Michael Baker International, identifies existing storm drain facilities within the City of South San Francisco and provides a comprehensive long-range plan for implementation and development of drainage facility improvements. Existing Conditions Existing onsite storm drainage systems within the Specific Plan area convey storm runoff to the adjacent public roadways. Under existing conditions, the southern portion of the Specific Plan area drains to a reinforced concrete pipe (RCP) in Tanforan Avenue. The northwest portion of the Specific Plan area drains to a culvert in South Maple Avenue. The northeastern portion of the Specific Plan area drains north via the roadway gutter in both Dollar Avenue and South Linden Avenue, as there is no public storm drain infrastructure in these two roadways. The roadway drains to a culvert that crosses South Linden Avenue north of the Specific Plan area. The 2016 Storm Drain Master Plan identifies an existing 42” RCP within Tanforan Avenue as a storm drain segment to be improved by installing a parallel 66” RCP. Additional downstream segments are also identified for capacity improvements. The 2016 Storm Drain Master Plan does not note any other deficiencies within the system serving the Specific Plan area. Specific Plan Stormwater Improvements Development within the Specific Plan area shall be required to comply with the City’s standard development conditions regarding both stormwater conveyance and water quality, in addition to any other applicable federal, state and local requirements regarding stormwater discharge. As described in the Stormwater Drainage Study Technical Study (BKF, January 2021), implementation of the Specific Plan anticipates providing a reduction in the overall peak runoff from the Specific Plan area by increasing the pervious area INFRASTRUCTURE & PUBLIC SERVICES | 4 SOUTHLINE SPECIFIC | 4-9 through new landscaping and permeable areas compared to existing conditions. Onsite Stormwater Facilities As shown in Figure 4-3: Conceptual Storm Drainage Improvement Plan, site grading and drainage improvements within the Specific Plan area is anticipated to maintain the existing drainage basins by creating two drainage areas: Drainage Area A, which drains to the south, and Drainage Area B, which drains to the north. New stormwater facilities associated with Phase 1 development within the Specific Plan will be constructed along a portion of the new Southline Avenue, and will connect to the existing 42-inch storm drain that extends along Tanforan Avenue through a new storm drain line to be installed onsite and anticipated to be dedicated to the City. Other on-site stormwater facilities will be constructed concurrent with project buildout. Offsite Stormwater Facilities Implementation of the Specific Plan is anticipated to include certain offsite storm drainage infrastructure improvements including new storm drain mains constructed within South Linden and Dollar Avenue that will connect to the existing box culvert crossing S. Linden Avenue and the 42” main within Tanforan Avenue. Subject to approval by other public agencies, offsite storm drainage infrastructure improvements are also anticipated to include the realignment of the existing 42” main within Huntington Avenue to conform to the proposed intersection improvements at Huntington Avenue / Southline Avenue. Both of these improvements are planned as part of Phase 1. As further described in Chapter 6: Implementation, in addition to the approvals by the City of South San Francisco, coordination, review, and/or approvals or actions by other agencies or entities may be required for installation of any improvements within its jurisdiction. Stormwater Treatment Consistent with C.3 requirements in the MRP and the City of South San Francisco requirements, stormwater runoff from the Specific Plan area will be treated through Low Impact Development methods, which may consist of bioretention basins, flow through planters, pervious permeable pavements, and other site design features intended to manage stormwater runoff flows from the Specific Plan area and to reduce stormwater pollution. 4 | INFRASTRUCTURE & PUBLIC SERVICES 4-10 | SOUTHLINE SPECIFIC PLAN Figure 4-3: Conceptual Storm Drainage Improvement Plan Note: Areas shown outside of the Specific Plan area may be subject to separate review by other agencies. INFRASTRUCTURE & PUBLIC FACILITIES | 5 19109.001 4893-0595-3566.2 SOUTHLINE SPECIFIC PLAN | 4-11 4.5.Dry Utilities Existing Dry Utilities The Pacific Gas and Electric Company (PG&E) currently provides both electric and gas services to the Specific Plan area. Electrical infrastructure in the Specific Plan area is provided overhead on joint poles as well as underground in joint trench. Natural gas pipelines are below ground in adjacent public rights-of-way. Specific Plan Dry Utilities Improvements Cable, phone, gas and electric infrastructure improvements will be required to adequately serve development within the Specific Plan area. These dry utility infrastructure improvements are anticipated to include undergrounding a portion of the existing overhead utilities along the immediate street frontages, as conditioned by the City or otherwise required by the respective utility provider. Where feasible and required by the City, new dry utilities improvements should be located underground and in building service areas. Above-ground facilities should be screened from view utilizing landscaping and/or other appropriate screening methods. The extent and timing of dry utility improvements will be determined for each development phase as part of the Precise Plan review (see Chapter 6: Implementation). 4.6. Public Services Relevant public services include police, fire protection, and emergency medical services, all of which are provided by the City of South San Francisco within the Specific Plan area. Any increased demand on public services associated with implementation of the Specific Plan will be financed through development fees and the payment of annual property taxes associated with new development within the Specific Plan area. 5 DESIGN GUIDELINES DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-1 5.1. Introduction The following design guidelines describe and illustrate the designs, concepts and features intended to promote the high- quality development that is envisioned for the Specific Plan area. These design guidelines should be used in conjunction with the development standards described in Chapter 2: Land Use Plan & Development Standards, and should be used to guide the review and approval of subsequent Precise Plans for development within the Specific Plan area, as described in Chapter 6: Implementation. As discussed in Chapter 1: Introduction, a number of the Specific Plan objectives relate to ensuring high-quality development including: Create a commercial campus development with sophisticated, unified architectural and landscape design and site planning, resulting in a distinctive campus identity and strong sense of place. Create well-designed, flexible buildings and floor plates that can accommodate a variety of commercial uses over time to ensure that the Specific Plan is responsive to market conditions and demands. Provide well-designed retail and publicly available open spaces to increase community access to and usage of the Specific Plan area. Create new publicly accessible open spaces including plazas, courtyards, and green spaces within the Specific Plan area. Incorporate sustainable and environmentally sensitive design and equipment, energy conservation features, water conservation measures and drought-tolerant or equivalent landscaping, and sustainable stormwater management features. This chapter explains the design principles and establishes a set of design guidelines for development within the Specific Plan area, including site design, building architecture, sustainability, lighting, landscaping, and signage. Rendering of Building 7 5 | DESIGN GUIDELINES 5-2 | SOUTHLINE SPECIFIC PLAN Specifically, these design guidelines serve the following functions:  Promote cohesive design and identify for the Southline campus that respects the Specific Plan area’s industrial past and reflects the overall character of Lindenville.  Create simple building designs that result in efficient use of space, materials, and resources while maintaining a high level of design integrity and authentic architectural style.  Provide guidelines and recommendations for development to maintain a high level of community cohesiveness and unity, while still allowing for flexibility and phased implementation over time.  Encourage sustainable design solutions that reduce energy consumption, use water efficiently, and minimize waste.  Promote walkability and provide opportunities for social interaction. These design guidelines are intended to implement the overall vision of the Specific Plan and relevant Specific Plan objectives. The design guidelines do not intend to prescribe one specific design or promote a particular style, rather they provide guidance for future designers as to the degree of excellence, innovation, and creative execution expected by the City of South San Francisco for the design of the Specific Plan area. The graphics and images shown are intended to convey the general concept and possible implementation of the guidelines, and should not be interpreted as the only design option. It is not anticipated that each guideline should apply equally to every component within the Specific Plan area, and will be interpreted during implementation. When implementing these design guidelines, the overall objective is to ensure that development follows the intent and spirit of the guidelines that it is consistent with the overall vision of the Specific Plan. Graphics and photographic images shown herein are included as a visual reference and should not be interpreted as the only design solution. Creative approaches consistent with the design guidelines of this Specific Plan are encouraged. DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-3 5.2. Sustainability Guidelines The Southline Campus will incorporate a range sustainability features intended to reduce energy and greenhouse gas emissions, promote water conservation, minimize waste and encourage recycling, and promote employee wellness. These features are consistent with goals, policies, and programs as described in the City of South San Francisco’s Climate Action Plan (2014). Unless noted otherwise, the following sustainability guidelines should apply to all phases of Specific Plan implementation: Transportation  Promote a safe and inviting pedestrian environment, taking advantage of the Specific Plan areas proximity to the San Bruno BART station and San Bruno Caltrain station.  Achieve an alternative mode-shift reduction of 45 percent through the implementation of a TDM program. See also Section 3.7 Transportation Demand Management for additional discussion.  Provide mobility hubs designed to accommodate shuttles and ride-share pickup and drop off zones that promote shared-transit options such as shuttles, car share, rideshare, and/or other alternative-mobility options.  Provide Class II and III bike lanes and routes within the Specific Plan area that are also connected to existing and planned off-site bicycle networks. See also Section 3.4 Bicycle Circulation for additional discussion.  Provide electric vehicle charging infrastructure in parking structures and surface parking for at minimum ten percent of the parking spaces.  Provide parking in below- and above-ground structures in lieu of surface parking, thereby minimizing heat island impacts associated with surface asphalt parking. 5 | DESIGN GUIDELINES 5-4 | SOUTHLINE SPECIFIC PLAN Energy / Greenhouse Gas Emissions  Achieve at minimum LEED Silver (version 4) or equivalent performance, and CalGreen compliance.  Prioritize and integrate responsive design strategies that compliment a climate-responsive design.  Achieve at least 10% reduction over American Society of Heating Refrigerating and Air Conditioning Engineers (ASHRAE) 90.1-2010 requirements to reduce energy- related GHG emissions for each building by implementing energy-efficient measures. Examples include:  Low energy systems  Displacement ventilation  Heat recovery systems  Efficient mechanical systems and information technology and equipment such as load scheduling  Energy efficient windows  Additional insulation and external and internal shade structures  LED lighting and daylighting and occupancy controls  Efficient space heating and cooling systems  Natural ventilation  Onsite renewable energy use and storage  Require 100% carbon-free electricity be purchased for all electricity consumption.  Evaluate options to reduce on-site emissions from construction equipment during the construction phase. Options include using Tier 4 engines where commercially available, using grid electric power instead of diesel generators, and enforcing idling time restrictions for vehicles on the project site.  As part of ongoing tenant operations, utilize exterior electrical power infrastructure that support reduced emissions from maintenance equipment. Waste Reduction  Maximize diversion of construction and demolition waste, targeting a 75% diversion rate, consistent with 2025 targets as required by SB 1383. DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-5  As part of ongoing tenant operations, incorporate extensive recycling and composting facilities to divert organic materials away from landfills and incorporate dedicated space and waste collection infrastructure for batteries, mercury-containing lighting fixtures, and electronic waste. Water Conservation  Comply with state and local requirements regarding efficient water usage for landscaping, including the City’s adopted Water Efficient Landscape Ordinance.  Utilize native/adaptive and drought-tolerant landscaping to reduce overall exterior water needs.  Install weather-based irrigation controls, drip irrigation, rotary spray, targeted hydrozoning, and other efficient methods for delivering landscape water to reduce potable water use. See also Section 5.4.9 Landscape Planting Plan.  Install high-efficiency water fixtures for toilets, urinals, showerheads and lavatories. 5 | DESIGN GUIDELINES 5-6 | SOUTHLINE SPECIFIC PLAN Design for Employee and Community Wellness  Prioritize wellness as part of the design, development, and operations of Southline.  Improve the health of tenants, visitors, and the surrounding community.  Integrate the best management design and operations strategies that optimize health.  Provide passive open space and public spaces that provide opportunities for tenant and community recreation and gatherings.  Provide on-site health and fitness and recreation amenities for use by building tenants.  Utilize the Southline Commons as a place for employee and public entertainment, events and programs.  Create flexible and intimate outdoor spaces that provide personal and small group gatherings for eating and socializing (e.g. Southline Commons, Southline Retail Plaza).  Provide a fruit and vegetable garden as part of the Tanforan Avenue Community Parklet.  Strive to achieve employee wellness Fitwel certification, or equivalent. DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-7 5.3.Architectural Design Guidelines These architectural design guidelines describe and illustrate building designs, concepts, and features meant to promote the high-quality development that is envisioned for the Specific Plan area. These design guidelines are to be used in conjunction with the development standards described in Chapter 2: Land Use Plan & Development Standards. Architectural design guidelines apply to commercial buildings, as described below. This chapter also provides specific guidelines for the campus parking structure. Tenanted Buildings Design considerations for commercial buildings include the following: Building Facades Building design and materials should evoke an Industrial Modern aesthetic that is sensitive and well suited to the surrounding architectural vernacular. Building skin aesthetics should have a variety of exterior wall and fenestration expression, such as glazed curtain walls, individual window openings with metal surround, pilaster aesthetics, articulated mullions and variation of mullion patterns, metal spandrel and expressed metal profiles, and parapet caps, etc. Building Form & Massing Building massing should have a simple volumetric geometry that should be broken up via stepping, indentations, bending and carving out negative spaces to promote sensitivity to scale, bulk and proportion. Building forms across the Specific Plan area should have differences in volumes and shapes to create architectural variety. Building forms should create an interesting street edge by utilizing a variety of fenestration patterns, entries, and portals. Building forms should incorporate architectural elements and building articulation to create pronounced building entry points such as wall offsets, bay windows, terraces and awnings, canopies and sunshades, to create visual cues and interest. Where appropriate, building corners should be articulated via inclusion of terraces and variety of skin treatment. Roof penthouses and mechanical and/or electrical equipment screening should complement the rest of the building form. Roofing should be of light color or reflective materials, reducing heat island effect. Solar roof tiles and/or panels are encouraged,where feasible. 5 | DESIGN GUIDELINES 5-8 | SOUTHLINE SPECIFIC PLAN Building Materials & Colors Exterior materials and finishes should be complementary throughout the Southline campus. Utilize a variety of high-quality materials to create architectural interest. Exterior material cladding should be of high quality, sophisticated and durable. Building cladding and glazing colors may differ between buildings to create variety and identity. Materials to be considered for use throughout the Southline campus include but are not limited to: Cementitious / terracotta tile or glass fiber reinforced concrete; High performance glazing (vision and spandrel) with aluminum mullion system; Metal panel and metal profiles for canopies, accent spandrel, accent trims, sunshades, parapet caps and accent screens; and Ribbed metal panel and louvers for roof screening. Building 1 - Southeast View DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-9 Roof Articulation  Mechanical penthouses and roof equipment should be screened using unified materials throughout the Specific Plan area. Screening materials should be visually appealing and well-integrated into the building architecture. Building Entrances  Building entries should be located so they have prominence, visibility and easy access from walkways, driveways, and/or common areas.  Building entries should utilize an architectural statement that is different from the rest of the building aesthetics to enhance importance, wayfinding to the “front door” and to heighten aesthetic appeal and arrival experience.  Entry canopies should be designed to provide weather protection. Entry design should be well integrated into the building architecture.  Transparent materials should be utilized on areas around entry doors to enhance visual connectivity from exterior to interior and to promote a welcoming character. Building 7 - Northwest View Amenities Building 5 | DESIGN GUIDELINES 5-10 | SOUTHLINE SPECIFIC PLAN Loading / Service Areas and Mechanical Equipment Service/loading areas, storage areas, trash enclosures, and mechanical equipment should be screened from views through a combination of wall, fences and/or landscaping. Trash enclosures and mechanical equipment housing should be compatible with building architecture of the primary structures, consistent with these Chapter 5 Design Guidelines. All exterior ground-mounted equipment – including, but not limited to, mechanical equipment, electrical equipment, emergency generators, boilers, storage tanks, risers, electrical conduit, gas lines, and cellular telephone facilities – should be screened from view; wall-mounted equipment is discouraged. Building 7 - Service Yard DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-11 Campus Parking Structures The Specific Plan parking structures – Parking Structure C and D – are common use facilities anticipated to be shared by users across the Specific Plan campus, subject to shared parking agreements as needed. Parking Structure C – located north of Southline Avenue – is anticipated to include up to two levels underground and up to nine levels above ground at full parking structure buildout.Parking Structure D – located south of Southline Avenue and adjacent to Tanforan Avenue – is anticipated to include up to six levels above ground. Design considerations for the campus parking structures include the following: Form & Massing The campus parking structures’ massing should have a simple and straightforward volumetric geometry. The campus parking structures’ massing should incorporate a pronounced entry form expression for pedestrians, bicyclists, and vehicles. Stairs and elevator towers should have a distinctive mass that is distinct from but complementary to the overall building form. Facade The exterior aesthetics of parking structures should focus on simple lines and fenestration expressions. The design character should be compatible with that of the tenanted buildings across the Southline campus. Where appropriate, stairs and elevator towers should have an exterior design aesthetic that is articulated to create a distinctive visual accent. The exterior appearance of guard walls and rails should complement the overall campus parking structure form. Guard rails for the topmost parking tier should have a slight design variation from that of the lower tiers to create aesthetic interest in the facade treatment and help with visual proportion and scale. Incorporate building materials and/or landscaping to screen vehicle headlights onto adjacent buildings, where applicable. Ground floor openings between pilasters, when required for security and/or safety, should incorporate screening that is visually interesting and compatible with the overall campus parking structure aesthetics. Roof penthouses and mechanical and/or electrical equipment walls or screening should complement the rest of the building form of the campus parking structures. Materials &Colors Exterior materials and finishes should be complementary throughout the Southline campus. Utilize a variety of high-quality materials to create architectural interest. Exterior material cladding should be of high quality, sophisticated and durable. 5 | DESIGN GUIDELINES 5-12 | SOUTHLINE SPECIFIC PLAN  Building cladding and glazing colors may differ to create variety and identity.  Materials to be considered for use in the campus parking structures include but are not limited to:  Painted structural concrete/cement plaster columns, guard walls, beams and underside of slabs.  Glass fiber reinforced concrete, metal panels or cementitious panels, terracotta or stone tile accent and concrete masonry blocks.  Glazing (vision and spandrel) with aluminum mullion system.  Metal profiles for canopies and accent trims.  Perforated, special pattern metal, ribbed metal, accent panel, green screen.  Metal rails or cables. Parking Structure C DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-13 Vehicular, Bicycle and Pedestrian Entries The following design guidelines apply to both the tenanted buildings and the campus parking structures. Vehicular, bicycle and pedestrian access should be designed with safety of all users in mind. Entries to the buildings and campus parking structures should be located so they have prominence, visibility and convenient access from campus driveways or common areas. Vehicular entries should be articulated with visual architectural identifiers for ease of way finding. Pedestrian and bicycle entries should utilize architectural features or graphics signage that differ from the surrounding aesthetics to assist with way finding and to heighten aesthetic appeal and pedestrian/vehicular arrival experience. Entry canopies at all buildings should be designed to provide weather protection and should be well integrated into the building architecture. Building entry points should utilize transparent glazing on areas around entry doors to enhance visual connectivity from outside to inside and promote a welcoming character. Wayfinding signage should be provided to direct vehicles to on-site parking, including Parking Structures C and D. 5 | DESIGN GUIDELINES 5-14 | SOUTHLINE SPECIFIC PLAN 5.4.Landscape and the Public Realm The public realm within the Specific Plan area includes all exterior places, linkages and built forms that are physically or visually accessible to the public. The design guidelines in this section apply to development components within the public realm, including streetscapes, pedestrian paths, plazas, and open space.All publicly accessible open space within the Specific Plan area will be owned and maintained privately. Landscape Concept The landscape elements (including planting, lighting, hardscape, etc.) within the Specific Plan area should be designed to reflect a contemporary campus setting that is compatible with the Industrial Modern building architecture and aesthetic described above.Figure 5-1: Conceptual Landscape & Open Space Program illustrates a conceptual layout for landscape and open space components within the Specific Plan area. Opportunities for internal open space within buildings will include outdoor balconies for all office/life science buildings and an outdoor terrace for the Amenities Building. DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-15 Figure 5-1: Conceptual Landscape & Open Space Program Note: Areas shown outside of the Specific Plan area may be subject to separate review by other agencies. DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-17 Landscaping and open space should be designed to create a distinct visual identity that should be accomplished through cohesive landscape design of streetscapes, street and outdoor common area furniture, walls, entry features, plant selection, distinctive street lighting and directional signage, and other similar elements. The landscape design within the Specific Plan area should create and promote useful, safe, sustainable and unique outdoor amenities which promote a sense of community and are integrated with and accessible to the surrounding community. The following design guidelines should be considered.  Design useful spaces that have a purpose, such as outdoor amenity spaces that provide recreation opportunities, or sustainable plant materials that provide added functionality within bioretention areas.  Promote safe landscapes that are open, transparent, and promote pedestrian and bicycle accessibility.  Utilize sustainable hardscape materials which are rich in color, variation, and texture.  Create a sense of place through integrating visually appealing materials that are compatible with the surrounding urban fabric. 5 | DESIGN GUIDELINES 5-18 | SOUTHLINE SPECIFIC PLAN Southline Commons Southline Commons, an approximately 1.5-acre open space in the northwestern portion of the Specific Plan area, envisioned to serve as the publicly-accessible focal point and the social outdoor gathering space within the Specific Plan area. It will also provide passive open space that serves as an exterior amenity for the campus tenants. Anticipated programming for the Southline Commons is described in Chapter 2: Land Use & Development Standards. Design of the Southline Commons should include a variety of pavers and hardscape elements to create a contemporary and durable outdoor space; a varied landscape texture, including shade trees and landscaped berms to create usable edges for sitting that also serve as green space; and the use of flexible seating should create gathering spaces for all users and for different purposes. DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-19 5 | DESIGN GUIDELINES 5-20 | SOUTHLINE SPECIFIC PLAN Southline Retail Plaza The Amenities Building (Building 2 as shown on Figure 2-1: Conceptual Site Plan) should be set back from the sidewalk along both Huntington Avenue and Southline Avenue to create a wide sidewalk and linear plaza that is fully accessible to the public and is anticipated to be utilized by Campus tenants and patrons of the ground floor public amenity and retail area. This setback area is referred to as the Southline Retail Plaza. The Southline Retail Plaza is envisioned to incorporate design amenities that may include but are not limited to: Moveable seating and tables. Informal, flexible gathering areas. Outdoor dining areas. Awnings and shade coverings. Planting to soften facades and accent entries. Unique hardscape materials (e.g. pavers, surface texture treated concrete) providing interest and a sense of place. DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-21 5 | DESIGN GUIDELINES 5-22 | SOUTHLINE SPECIFIC PLAN Tanforan Avenue Community Parklet Buildings on the north side of Tanforan Avenue will be set back by approximately 40 feet from the Tanforan Avenue right of way to allow for the Tanforan Avenue Community Parklet – a publicly accessible landscaped area. The Tanforan Avenue Community Parklet is intended to provide a publicly accessible outdoor amenity area for Southline employees and the community, and to create a transition between the Specific Plan area and the residential neighborhood to the south. The Tanforan Avenue Community Parklet is anticipated to be constructed as part of Phase 1 development. The Tanforan Avenue Community Parklet is envisioned to include a number of passive and active amenities, such as a walking path, a children’s play area, a picnic area, a stormwater demonstration garden, and a fruit and vegetable garden. Landscaping should include a row of tall trees adjacent to the tenant building façade to provide a visual screen between the Specific Plan area and the adjacent residential neighborhood to the south. Additional landscaping may include mid-height trees, shrubs, grasses, and ground covers. The walking path is envisioned as a four- to eight-foot wide decomposed granite pathway to visually differentiate it from the sidewalk adjacent to Tanforan Avenue. Figure 5-2: Conceptual Tanforan Avenue Community Parklet Site Plan illustrates one possible layout and programming for this component of the Specific Plan area. DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-23 Figure 5-2: Conceptual Tanforan Avenue Community Parklet Site Plan 5 | DESIGN GUIDELINES 5-24 | SOUTHLINE SPECIFIC PLAN Landscape Gateways As shown in Figure 5-1: Conceptual Landscape Design, primary and secondary “gateway” entry points will be incorporated into the public realm to visually indicate a transition into the Specific Plan area from the surrounding community. Gateway landscaping should provide an entry point for way finding and include complementary signage and lighting for a cohesive experience. All entries shall be designed to be accessible, as required by the Americans with Disabilities Act . Primary Landscape Gateway As shown in Figure 5-1: Conceptual Landscape Design, the primary gateway entry point will be on the west side of the Specific Plan area, at the new intersection of Southline Avenue at Huntington Avenue. Primary gateway features should include “Southline” monument signage and ornamental plant material that is visually distinct and enduring. Other primary gateway features may include accent lighting and special hardscape features such as pavers or surface texture-treated concrete. Design parameters for the monument sign will be further refined in the signage application(s)under Municipal Code Chapter 20.360: Signs that will be submitted to the City in connection with development within the Specific Plan area, as further described in Chapter 6: Implementation. The southeast corner of the primary gateway area is anticipated to include a small terraced area for seating and planting that will integrate with and complement the Southline Retail Plaza. Secondary Landscape Gateway As shown in Figure 5-1: Conceptual Landscape Design, secondary gateways into the campus should be located along various points on the north and south of Southline Avenue. Secondary gateway features include distinctive landscaping, accent lighting, and low-profile directional signage to assist with wayfinding and pedestrian access. DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-25 Landscape Edge Landscape edges should be generally located along the perimeter of the Specific Plan area and internally to provide visual screening, including along Southline Avenue. Where feasible, landscape buffers should also serve a biofiltration function for stormwater runoff. Landscape buffers are envisioned to include the following design features: Landscape buffers should be used to visually screen and soften the perimeter of the Specific Plan area, including along Southline Avenue. Landscape buffers should include a combination of native and/or adaptive trees. They should be complemented by layered ground plant materials that are site and microclimate appropriate, including shrubs, ornamental grasses and groundcovers. Landscape buffers should include, where feasible, stormwater treatment areas that are compliant with low impact development policies, incorporating native and/or adaptive landscaping that is drought tolerant and able to handle periods of inundation. 5 | DESIGN GUIDELINES 5-26 | SOUTHLINE SPECIFIC PLAN Lobby Plazas As shown in Figure 3-3: Conceptual Pedestrian Connectivity Plan, primary entries and building lobbies should be located at key main building entries within the Specific Plan area. The following design guidelines should be considered: Lobby plazas should face public streets, internal roadways, or public realm open spaces and provide a seamless entry sequence into the building. Lobby plazas should be designed to be in scale with the building lobby and incorporate an integrated landscape edge and signage identifying the entries. When space program allows, entry plazas may include: Seating areas; Planting to soften facades and accent entry into the buildings; and Unique materials providing interest and a sense of place. DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-27 Streetscape The streetscape includes common area elements such as landscaping, sidewalks and pathways, and transit shuttle shelters. It also includes exterior lighting and signage. These features should be considered in context with vehicular, pedestrian, bicycle, and transit circulation as described in Chapter 3: Circulation & Mobility. The following design guidelines should be considered for all streetscape features including furnishings, exterior lighting and signage. Specific design parameters for Southline campus signage will be further refined in the signage application(s)s in connection with Municipal Code Chapter 20.360: Signs that will be submitted to the City, as further described in Chapter 6: Implementation. General Architectural features and building articulation should be aesthetically and functionally integrated with the streetscape design where feasible and practical. The incorporation of awnings, canopies, and architectural elements over doorways and windows can project into the building, sidewalk, and planting zones. These elements provide protection from the weather and assist in way-finding for pedestrians. Adequate soil volume should be provided in all tree planting spaces to foster healthy root growth for street trees. Innovative use of subgrade structural elements and suspended paving is encouraged to provide sufficient soil volume while accommodating pedestrian traffic. The planting spaces around trees can either be entirely planted, grated, or paved. The planting design strategy should be consistent within the overall design of the Specific Plan area. Incorporate creative stormwater remediation and other Low Impact Development techniques into the streetscape where feasible. Consider both sides of the road, including alignment and spacing of street trees and parking in all streetscape designs. Utilize color concrete, stamped concrete, pavers, or other materials to visually identify pedestrian cross- walks. 5 | DESIGN GUIDELINES 5-28 | SOUTHLINE SPECIFIC PLAN Streetscape Furnishings Streetscape furnishings are an important element of the streetscape that serve an aesthetic and practical purpose in establishing the quality and character of a place, and help contribute to the bike and pedestrian-friendly goals of this Specific Plan. Amenities may include benches, tables and chairs, litter and recycling receptacles, fencing, bicycle parking, and shuttle shelters. The following design guidelines should be considered for streetscape furnishings, such as benches, tables and chairs, litter and recycling receptacles, bicycle parking, and shuttle shelters. These guidelines also address amenities associated with outdoor dining. Images shown are for illustrative purposes only and do not represent one preferred type of street furnishing.  Locate furnishings outside of pedestrian areas of travel so as not to impede pedestrian movement.  Removable outdoor dining furnishings should be coordinated in their design and made of durable high- quality materials that can withstand constant use and exposure to the elements.  Umbrellas and outdoor heating devices are permitted in appropriate areas that accommodate outdoor dining and gathering.  Use of high-quality free-standing planters that can withstand harsh weather is encouraged in hardscape areas.  Bicycle parking should be easily accessible and identifiable but carefully located to minimize conflicts with safe pedestrian and vehicle flow. DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-29 Provide innovative, efficient, and attractive designs for bike parking areas such as stacked racks or architectural bike stations that are integrated into the surrounding environment. Design of shuttle shelters should be contemporary in character and incorporate the use of transparent materials and lighting to make shelters open and safe. As part of signage approvals(s), wayfinding signage should be incorporated throughout the Campus to help direct users to various Campus amenities, including to mobility hubs and/or shuttle shelters. Shelters should incorporate informational signage regarding transit routes and other transportation options. Shuttle shelters may be integrated into a building structure where practical. 5 | DESIGN GUIDELINES 5-30 | SOUTHLINE SPECIFIC PLAN DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-31 Landscape Planting Guidelines and Plan As shown in Figure 5-3: Conceptual Planting Plan, the plant plan for trees, shrubs, and ground covers envisioned for use within the Specific Plan area is based on the natural and cultural landscape of the broader San Francisco Peninsula. Special attention is paid to the distinct microclimates specific to South San Francisco to create a cohesive, site specific, and balanced landscape. Tree Plantings Implementation of the Specific Plan would result in a substantial increase in tree plantings in the Specific Plan area and adjacent off-site improvement areas. In Phase 1, it is envisioned that 98 existing trees will be removed and 312 new trees planted. In later phases, an additional 78 existing trees will be removed and 319 new trees planted. As a result, at full Project buildout, a total of 176 existing trees will be removed and 631 new trees will be added for a net gain of approximately 455 trees. Street Trees As shown in Figure 5-3: Conceptual Planting Plan, along both sides of Southline Avenue and the west side of Maple Avenue and Huntington Avenue, a mix of Red maple (Acer rubrum) and Chinese pistache (Pistacia chinensis) should provide seasonal color and create a distinctive visual boundary to the campus setting. Interior trees should include a variety of accent and canopy trees, as well as screen/evergreen trees. Sustainable Plantings Plant materials utilized within the Specific Plan area should conform to the Department of Water Resources “Water Use Classification of Landscape Species” guide, emphasizing use of both native and adaptive species of trees, shrubs, and ground cover. Figure 5-3: Conceptual Planting Plan includes plant materials that are characterized as “low” to “very low” water demand, and were chosen for hardiness, functionality, and aesthetics. Landscaping within the Specific Plan area should be consistent with the City’s Water Efficient Landscape Ordinance, Section 20.300.007 of the Municipal Code, to ensure landscape water conservation. Parking lots and other potential hardscape “heat islands” should be mitigated by trees, vegetation, and other landscape screening/shading devices in order to reduce heating and cooling energy use; filter air pollution and greenhouse gas emissions; sequester and store carbon; and help lower the risk of heat-related illnesses. Likewise, appropriately selected street trees for local streetscapes should be incorporated to create shade and accomplish similar energy-saving results within the Specific Plan area. Landscape Planting Guidelines The following design guidelines apply to landscape planting plan: Create a design and low maintenance planting plan that visually enhances the community image that is appealing and function for both tenants and visitors. Utilize local, low-water native and/or adaptive plant materials. 5 | DESIGN GUIDELINES 5-32 | SOUTHLINE SPECIFIC PLAN  Employ water conservation measures though use of drought-tolerant plant material and water conserving irrigation systems and practices, such as low-flow, water- efficient spray heads and emitters.  Where practical, drought resistant trees and large shrubs should be irrigated with a drip system during active growth periods between November and March when normal rains are insufficient.  Reinforce the principles of Low Impact Development for storm drainage, water infiltration and groundwater recharge.  The plant palette should incorporate drought tolerant and aesthetically pleasing bioretention plantings consistent with the City of South San Francisco’s Water Efficient Landscape Ordinance and Municipal Regional NPDES Permit C.3 Stormwater guidelines.  Utilize landscaping to screen parking lots, trash enclosures, delivery areas, equipment buildings, and other similar elements from public views.  Create a landscape that fosters appropriate public use of recreation/opens space areas and the streetscape. DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-33 Figure 5-3a: Conceptual Planting Plan 5 | DESIGN GUIDELINES 5-34 | SOUTHLINE SPECIFIC PLAN Figure 5-3b: Conceptual Planting Plan DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-35 Exterior Lighting Exterior lighting in the Specific Plan area should be designed to help create a safe environment for pedestrians, bicyclists and vehicles, while avoiding spillover into adjacent areas as feasible.A conceptual lighting plan for the Specific Plan area is shown in Figure 5-4: Conceptual Lighting Plan. Exterior lighting should include building mounted and accent lighting for signage and lighting in and around buildings. Lighting sources may also include pathway lighting and mounted lighted on wayfinding signage. The quality of light from all fixtures should create a pleasant and safe environment that encourages pedestrian activity at night. The following guidelines should be considered for all exterior lighting: Lighting fixtures should direct illumination downward to minimize light impacts on surrounding areas. Up-lighting, spot-lighting, and decorative color lighting may be appropriate for prominent buildings, signage, landscaping, and other features. Exterior lighting should be unobtrusive and should not cause excessive glare or spillover into adjacent areas. In certain areas, it may be appropriate to limit the luminosity of certain lighting or signage, and/or provide structural or vegetative screening from sensitive uses. Wall-mounted lighting fixtures should be compatible with the architectural style and character of the building. The color, size, placement, and number of fixtures should enhance the overall design and character of the Specific Plan area. 5 | DESIGN GUIDELINES 5-36 | SOUTHLINE SPECIFIC PLAN Pole mounted lights in the streetscape should illuminate wayfinding signage and vehicle, bicycle and pedestrian rights of way. Scale, materials, colors, and design detail of light posts and fixtures should reflect the desired character of the Specific Plan area and the architectural style of the surrounding buildings. Light posts should be appropriately scaled to pedestrians near sidewalks and pedestrian pathways. Bollard lighting is encouraged to illuminate walkways and gathering spaces, while avoiding spillover into adjacent areas. Incorporate site lighting into hardscape elements such as steps, railings and paving to illuminate the pedestrian realm. Exterior building lights should be incorporated into the overall Southline Campus design and site lighting. Building entry and security light fixtures selection should be compatible with the overall Southline Campus architecture and placement should be coordinated with building elements. Energy efficient, low voltage lighting is encouraged. Decorative and landscape lighting should be low intensity. Seasonal (e.g. holidays) lighting strategy should be considered for prominent pedestrian activity zones, such as Southline Commons. DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-37 Figure 5-4: Conceptual Lighting Plan 5 | DESIGN GUIDELINES 5-38 | SOUTHLINE SPECIFIC PLAN Signage All signage should be designed to complement the innovative and dynamic architectural design of the Southline Campus. Signage should be graphically complementary to the architectural aesthetic and contribute towards a cohesive Southline Campus environment. As further discussed in Chapter 6: Implementation,signage within the Specific Plan area would be implemented through compliance with Municipal Code Chapter 20.360: Signs, which includes a Master Sign Program under Section 20.360.010: Master Sign Program. The purpose of a Master Sign Program is to provide a method for an applicant to integrate the design and placement of signs with the overall development design to achieve a unified appearance. DESIGN GUIDELINES | 5 SOUTHLINE SPECIFIC PLAN | 5-39 6 IMPLEMENTATION IMPLEMENTATION| 6 SOUTHLINE SPECIFIC PLAN | 6-1 6.1.Policy This Specific Plan establishes controlling legislative policies regarding the development of the Specific Plan area. This chapter describes the Specific Plan’s administration, subsequent approvals, amendments, severability and funding and financing strategy of those legislative policies. 6.2.Administration This Specific Plan has been prepared in accordance with both California Government Code Section 65451, which sets forth the basic content of specific plans, and the Municipal Code Chapter 20.530: Specific Plans and Plan Amendments. Development within the Specific Plan area shall be subject to this Chapter 6: Implementation. The City of South San Francisco Department of Economic and Community Development, Planning Division,is primarily responsible for the administration, implementation, and enforcement of this Specific Plan. The primary administrator of the Specific Plan is the Chief Planner of the City of South San Francisco. As used herein, Chief Planner shall include his/her authorized designee. General Plan This Specific Plan is in conformance with, and implements, the 1999 South San Francisco General Plan (“General Plan”). In connection with its adoption of the Southline Specific Plan, the City adopted amendments to the General Plan to reflect adoption of the Specific Plan, which included an amendment to General Plan Figure 2-3: Special Area Height Limitations to increase the building height in the Specific Plan area from 80 feet to 120 feet, consistent with the maximum height allowances under FAA Part 77 regulations and the San Francisco International Airport ALUCP’s Critical Aeronautical Surfaces provisions, and re-designation of a small, approximately 0.3-acre parcel within the Specific Plan area from “Park and Recreation” to “Office” to be consistent with the General Plan designation of the remainder of the Specific Plan area. A new 2040 General Plan, “Shape SSF” is currently being prepared by the City but has not yet been adopted. Based on the City’s planning efforts to-date, it is anticipated that the Specific Plan will be consistent with the City’s vision for the Specific Plan area under the 2040 General Plan. The land use alternative selected by the City Council in November 2020 would retain a consistent Business & Professional Office General Plan land use designation for the entire Specific Plan area, consistent with the current designation. Municipal Code In connection with adoption of this Specific Plan, the City adopted Municipal Code Chapter 20.290: Southline Campus District, to codify the land use standards of this Specific Plan, and made conforming edits to the Zoning Map to reflect This chapter addresses the actions that are necessary to implement the Specific Plan by the City of South San Francisco, other agencies, and future Project Applicant(s) to achieve the goals and objectives outlined in this Specific Plan. 6 | IMPLEMENTATION 6-2 | SOUTHLINE SPECIFIC PLAN adoption of the Specific Plan. No other changes to the Municipal Code are proposed. If there are any inconsistencies or conflicts between the requirements of the Specific Plan and the requirements of the Municipal Code or other applicable City rule, regulation, or policy, the provisions of the Specific Plan take precedence, control, and govern in the Specific Plan area. Any activities regulated by the Municipal Code but not addressed in the Specific Plan shall be subject to the City regulations, unless application of those regulations would frustrate the policy, purpose, or objectives of the Specific Plan. To the extent any City regulation(s) would frustrate the policy, purpose, or objectives of the Specific Plan, such regulations shall not apply. All references to the Municipal Code in this Specific Plan shall be to the South San Francisco Municipal Code. Development within the Specific Plan area shall comply with all federal, State, and local building codes in force at the time of building permit for that portion of development, unless otherwise provided in a Development Agreement to the extent permitted by law. Interpretation The Chief Planner shall have the responsibility to interpret the provisions of the Specific Plan. If an issue or situation arises that is not sufficiently provided for in the Specific Plan or is outside its scope, the Chief Planner shall be guided by the purpose and intent and the interpretation provisions under Municipal Code Chapter 20.030: Rules for Construction of Language. If ambiguity arises concerning the appropriate use classification of a particular land use, the Chief Planner shall have the authority to interpret whether the use is substantially similar to one or more other uses permitted by the Specific Plan. If the Chief Planner interprets that the use is substantially similar to a permitted use, then the use shall be permitted. Where the use is not identified in the Specific Plan and there is no similar use permitted by the Specific Plan, the Chief Planner shall have the authority to interpret whether the use is consistent with the purpose and intent of the Specific Plan, in which case the Chief Planner shall have authority to permit or conditionally permit the use as appropriate. Substantial Conformance Review To attain the highest quality development consistent with the site plan, design, conditions, and commitments associated with this Specific Plan, all subsequent development plans shall be in substantial conformance with the Specific Plan. Prior to the issuance of permits for development within the Specific Plan area, the Chief Planner shall review applications for consistency with the General Plan, substantial conformance with the Specific Plan, and conformance with other applicable regulations. Substantial Conformance Criteria A proposal for development within the Specific Plan area “substantially conforms” to the Specific Plan if it substantially conforms with the requirements in Chapter 2: Land Use Plan & Development Standards and does not materially conflict with the guidance in Chapter 3: Circulation & Mobility, Chapter 4: IMPLEMENTATION| 6 SOUTHLINE SPECIFIC PLAN | 6-3 Infrastructure & Public Services and Chapter 5: Design Guidelines, evaluated in the context of the overall objectives and vision of this Specific Plan. Minor Modifications Without limiting the foregoing provisions regarding substantial conformance, upon written request by an applicant, the Chief Planner may approve minor modifications from the Specific Plan. Minor modifications are those that do not materially affect the objectives of the Specific Plan and shall not require an amendment to the Specific Plan. Examples of minor modifications include the following: Modifications to the specific location and distribution of open space, including Southline Commons, throughout the Specific Plan area as long as equivalent or superior open space is provided as calculated across the Specific Plan. Deviations required to meet applicable health and safety regulations. Deviations necessary to respond to unanticipated site conditions or requirements imposed by other agencies. This non-exhaustive list is intended by way of example and shall not preclude the Chief Planner from determining that other deviations requested by an applicant constitute minor deviations that do not materially affect the objectives of this Specific Plan. Amendments The Specific Plan may be amended as governed by State Law, and Chapter 20.530 Specific Plans and Plan Amendments of the South San Francisco Municipal Code as applicable. CEQA Review In compliance with the California Environmental Quality Act (CEQA), the City has prepared an environmental impact report (Southline EIR) (SCH No. 2020050452) analyzing the potential environmental impacts of the development as described in this Specific Plan, including the proposed off-site improvements and related infrastructure. The City also adopted a Mitigation Monitoring and Reporting Program to require all reasonably feasible mitigation measures be implemented by means of conditions, agreements, or other measures in connection with implementation of the Specific Plan. The Southline EIR is intended to provide CEQA clearance for adoption and implementation of the Specific Plan and the other approvals described in Section 1.8: Project Approvals, including the proposed off-site improvements and related infrastructure. The Southline EIR may be relied on by other agencies, including the City of San Bruno, BART, and other applicable agencies, for purposes of approving off-site improvements and related infrastructure development related to and consistent with the Specific Plan within those agencies’ respective jurisdictions. Consistent with State law, future discretionary actions required for development within the Specific Plan area, including issuance of Precise Plans as described below, are 6 | IMPLEMENTATION 6-4 | SOUTHLINE SPECIFIC PLAN subject to environmental review in compliance with CEQA. It is intended that the City, and other relevant agencies, will utilize and rely on the Southline EIR and the Mitigation Monitoring and Reporting Program in conducting CEQA review for development within the Specific Plan area. 6.3.Subsequent Approvals – City of South San Francisco Precise Plans As set forth in Section 20.530.014 of the City’s Municipal Code, a specific plan may be implemented through Precise Plans, which set forth in detail development criteria for proposed structures and related improvements and their arrangements on individual parcels; parcel maps, design review, and sign permits. This section provides the criteria for issuance of Precise Plans for development within the Southline Specific Plan area. Phasing Implementation of the Southline Specific Plan is anticipated to occur in several phases, generally as set forth in Section 2.6: Phasing,above. Individual phases of development will be implemented through Precise Plans, as described in this Chapter 6. While a phased approach is anticipated to occur, the Specific Plan does not restrict or otherwise limit concurrent buildout of the Specific Plan area, subject to review and approval of Precise Plans and any other necessary approval(s) as described in this chapter. Land Use Improvements Prior to Precise Plan Approval Except as provided here, following the adoption of this Specific Plan and prior to approval of a Precise Plan(s), no new development, including any building permit, variance, or certificate of occupancy shall be issued for any new structure within the Specific Plan area. Continued operation of existing uses within the Specific Plan area shall not require approval of a Precise Plan; regulation of existing uses within the Specific Plan area should be read in harmony with the City’s Municipal Code Chapter 20.320: Nonconforming Uses, Structures and Lots, regarding non- conforming structures, uses and lots, as applicable. Additionally, the following activities and City approvals shall not require prior approval of a Precise Plan as long as the activities and approvals are in substantial conformance with the Specific Plan as described in Section 6.2: Phasing, above: Permits for site preparation within the Specific Plan area, including but not limited to demolition, grading, excavation and shoring, and utilities infrastructure activities. Permits for development of roadways, circulation improvements,or other components of infrastructure identified in the Specific Plan or required to serve the Specific Plan area (Note that these improvements may be subject to certain review and approval by other agencies.). Actions required in whole or part by a requirement of any applicable governmental agency. Interior or minor exterior modifications of existing buildings which do not alter the nature, character or intensity of a use. Modifications to existing landscaping. IMPLEMENTATION| 6 SOUTHLINE SPECIFIC PLAN | 6-5  Signage within the Southline Campus (S-C) District, including any permitted change in sign copy, that is included as part of and consistent with an approved Sign Program, in accordance with Municipal Code Chapter 20.360: Signs.  Temporary uses that are intended to be of limited duration and that will not permanently alter the character or physical facilities of the Specific Plan area, in accordance with Municipal Code Chapter 20.520: Temporary Use Permits. Precise Plan Procedures Submittal of a Precise Plan shall be subject to the following review procedures: Filing Fees A Precise Plan application fee shall be paid for all private development proposals pursuant to the current Master Fee Schedule of the City at the time of application or as otherwise specified in a Development Agreement. Application When a Precise Plan is required by the Southline Specific Plan, the Precise Plan shall be submitted to the Chief Planner. The Chief Planner shall check the application for completeness and substantial conformance with the Specific Plan. The Precise Plan application shall also constitute the Design Review application as required under Municipal Code Chapter 20.480: Design Review. Precise Plan Application Contents The following information and drawings shall be required for Precise Plan consideration by the City, which includes all materials required for Design Review. The Chief Planner may require either less or additional information as necessary to meet the intent and purpose of this chapter.  All applicable tentative, final, or parcel maps within the area covered by the Precise Plan;  A legal and physical description of the development site within the Specific Plan area including boundaries, easements, existing topography, natural features, existing buildings, structures and utilities;  A plot or site plan, drawn to scale which depicts all proposed on-site improvements and utilities and the locations of the same in accordance with the standards established in the Specific Plan and the Municipal Code, as applicable;  Anticipated vehicle and bicycle parking demand and usage in order to evaluate the specific parking requirements for that phase;  A landscape plan drawn to scale which sets forth information pertinent to the landscape requirements of the Specific Plan and Municipal Code, Title 20: Zoning, as applicable;  Grading, drainage, and erosion maintenance plans;  Architectural plans and exterior elevations indicating profiles, glazing and materials drawn to scale; 6 | IMPLEMENTATION 6-6 | SOUTHLINE SPECIFIC PLAN  Scaled drawings of all signs and light standards with details of height, area, color and materials specific therein;  Plans for off-site improvements associated with the Precise Plan application; and  Any other drawings of additional information necessary for the review authority to review and make its determination. Guidelines for Review In reviewing Precise Plans, the City shall adhere to the standards set forth in this chapter and shall further attempt to foster and promote the general character and purposes of the Specific Plan. Development within the Specific Plan area is also subject to Design Review under Municipal Code Chapter 20.480: Design Review. In conducting its Design Review, the City shall apply the design guidelines established in Chapter 5: Design Guidelines and the development standards established in Chapter 2: Land Use Plan & Development Standards as the design guidelines and development standards applicable to development within the Specific Plan area, as well as the applicable design review criteria in Municipal Code Section 20.480.006: Design Review Criteria. Design review, including application of the design review criteria set forth in Municipal Code Section 20.480.006, shall be conducted in accordance with Section 6.2.2: Municipal Code and Section 6.2.3: Interpretation, as described above. Review and Decision Chief Planner’s Review. The Chief Planner, or his/her designee, shall review the Precise Plan application, and shall consult with the staff of affected departments and offices of the City. Upon completion of review and any necessary consultations, the Chief Planner shall submit the Precise Plan application to the Design Review Board for review as described below. The Chief Planner shall then submit the Precise Plan application to the Planning Commission and shall recommend that the Planning Commission approve, conditionally approve, deny or suggest modifications to the Precise Plan application. Review by Design Review Board. Each Precise Plan application shall be referred to the Design Review Board for design review as set forth in Municipal Code Chapter 20.480: Design Review, and as described in this Chapter 6: Implementation. It is anticipated that the Design Review process will be concurrent with Precise Plan review as described herein. The Design Review Board shall forward its recommendations to the Chief Planner and Planning Commission. Review by the Planning Commission. The Planning Commission shall review the Precise Plan to ensure consistency with the approved Specific Plan and shall adhere to the standards set forth in this chapter, in furtherance of the general character and purposes of the Specific Plan and the implementing Southline Campus (S-C) District. Planning Commission Decision. The Planning Commission shall approve, conditionally approve, deny, or suggest modifications to the Precise Plan, and any approved Conditional Use Permit (as applicable) or other approval IMPLEMENTATION| 6 SOUTHLINE SPECIFIC PLAN | 6-7 specified herein (e.g., Design Review, Sign Approval). Any conditions shall be designed to ensure attainment of the standards set forth in this chapter. Mandatory Findings of Approval. The Planning Commission shall make the following findings before approving or conditionally approving Design Review: a) The project proposed in the Precise Plan is consistent with applicable standards and requirements of Municipal Code Chapter 20.480: Design Review; b) The project proposed in the Precise Plan is consistent with General Plan and any applicable specific plans the City Council has adopted; c) The project proposed in the Precise Plan is consistent with any applicable design guidelines adopted by the City Council; d) The project proposed in the Precise Plan is consistent with any approved tentative map, Use Permit, variance, or other planning or zoning approval that the project required; and e) The project proposed in the Precise Plan is consistent with applicable design review criteria in Municipal Code Section 20.480.006: Design Review Criteria, which are set forth in full in Appendix D: Municipal Code Section 20.480.006 — Design Review Criteria. The Planning Commission shall make the following additional findings before approving or conditionally approving any Precise Plan: a) The project proposed in the Precise Plan is consistent with the General Plan. b) The project proposed in the Precise Plan is compatible with the intent and purpose of the Southline Specific Plan. c) The proposed Precise Plan is in substantial conformance with Chapter 2: Land Use Plan & Development Standards and does not materially conflict with the guidance in Chapter 3: Circulation & Mobility, Chapter 4: Infrastructure & Public Services and Chapter 5: Design Guidelines. d) The development proposed in the Precise Plan is consistent with any applicable Development Agreement. Effect of Approval. Following approval of Design Review and the Precise Plan, and any Use Permits (as applicable), no further permits or approval from the Planning Commission shall be required for development carried out in substantial conformity with the Southline Specific Plan, the approved Precise Plan, any approved Use Permit (as applicable) or other approval specified herein (e.g., Design Review, Sign Approval), and any conditions of approval, except that the Chief Planner shall, in a ministerial capacity, review building permit applications and perform final inspection to ensure substantial conformance with the Specific Plan and Precise Plan. Changes After Approval. If major revisions to an approved Precise Plan are desired by the applicant, a revised Precise Plan shall be submitted and processed according to the procedures established herein for approval of the original Precise Plan. Any major changes to the phasing approved as 6 | IMPLEMENTATION 6-8 | SOUTHLINE SPECIFIC PLAN part of the Precise Plan shall be subject to approval by the Planning Commission. Minor revisions to an approved Precise Plan shall be subject to approval by the Chief Planner. Without limitation, minor revisions may include deviations that do not result in any new or more severe significant impacts than those addressed in the EIR or related CEQA clearance document prepared for the Precise Plan, pursuant to the California Environmental Quality Act. Minor revisions may include, but are not limited to: Lot line adjustments. Changes in uses, subject to conformance with Table 2-2: Land Use Regulations. Reductions in density, intensity, scale or scope of the approved development. Minor additions to density, intensity, scale or scope of the approved development, assuming those changes to total square footage of construction are less than 5 percent. Minor alterations in vehicle circulation patterns or vehicle access points, and/or parking configuration or amount. Minor changes in pedestrian or bicycle facility alignments or provision of bicycle parking. Substitutions of comparable open space, landscaping, architectural materials, lighting, or signage for any such designs shown on any Precise Plan materials. Minor variations in the location of structures that do not substantially alter the design concepts of the project. Minor variations in the location or installation of utilities and other infrastructure connections or facilities that do not substantially alter the design concepts of the project or conflict with any applicable regulations. Minor adjustments to the project site diagram. Notwithstanding the foregoing, the Chief Planner shall have sole discretion to determine whether a requested revision constitutes a major or minor revision. Appeal Procedures. Appeals shall be processed in accordance with Government Code Sections 65453 - 65454 and Municipal Code Chapter 20.570: Appeals and Calls for Review. Expiration of Approval. Unless a time extension is approved, any approved Precise Plan shall lapse and shall be deemed void: (a) two years after its effective date if a building permit has not been issued; or (b) after a longer duration as otherwise provided in an approved Development Agreement, as applicable. One-year extensions of the time may be granted by the Chief Planner upon request made prior to the expiration date of the permit; multiple successive extensions may be provided as determined by the Chief Planner. Projects are subject to the phasing, if any, established for the buildings within the approved Precise Plan. Use Permits Use Permits shall be required for the uses as indicated in Table 2-2: Land Use Regulations. Any such use permits shall be subject to the requirements as described in Municipal Code Chapter 20.490: Use Permits, and require separate findings, as described therein. IMPLEMENTATION| 6 SOUTHLINE SPECIFIC PLAN | 6-9 The Use Permit process applies to uses that are generally consistent with the purposes of the S-C district but require special consideration to ensure that they can be designed, located, and operated in a manner that will not interfere with the use and enjoyment of surrounding properties. Other City Approvals In addition to issuance of Design Review, Precise Plan approval, and any Conditional Use Permits (as applicable)as discussed above, development within the Specific Plan area may require approvals or permits from the City of South San Francisco, including, but not limited to: Preliminary and/or Final Transportation Demand Management Plan approval. Signage Approval (if not concurrent with Precise Plan Approval). Subdivision Map approval for reconfiguration of the parcels and dedicating public roadways and easements. Any additional actions or permits deemed necessary to implement this Specific Plan, including demolition, grading, foundation, and building permits, public encroachment permits, any permits or approvals required for extended construction hours, tree removal permits, and other additional ministerial actions, permits, or approvals from the City that may be required. Transportation Demand Management Plan Approval Development within the Specific Plan must be consistent with Municipal Code Chapter 20.400: Transportation Demand Management. As discussed in Section 3.5: Transportation Demand,the Southline TDM Plan has been prepared and approved in connection with preparation of this Specific Plan, which establishes a 45 percent alternative mode requirement. The Southline TDM Plan serves as the Preliminary TDM Plan (as defined under Municipal Code Chapter 20.400: Transportation Demand Management) for the Phase 1 Precise Plan, the first Precise Plan to be prepared under the Specific Plan, establishing the required TDM components for Phase 1, and also includes conceptual TDM measures for the entire Southline Campus that may be further refined under subsequent Preliminary TDM Plan(s) established for future phases. The Southline TDM Plan identifies a number of program measures intended to achieve this alternative mode requirement. As discussed in Section 2.6: Phasing, the Specific Plan may be implemented in phases over time and the Campus may be tenanted by multiple commercial tenants. As such, it is anticipated that multiple Preliminary and Final TDM Plans will be submitted in connection with implementation of the Specific Plan.The Final TDM Plan(s) will establish the specific TDM measures for that phase of development and will provide for monitoring and compliance with the alternative mode requirement.Any TDM Plan submitted in connection with development within the Specific Plan will be required to achieve the 45 percent alternative mode 6 | IMPLEMENTATION 6-10 | SOUTHLINE SPECIFIC PLAN requirement. As set forth in Municipal Code Section 20.400.006, a Final TDM Plan shall be submitted in prior to the approval of building permits for each phase of development. Signage Approval Development within the Specific Plan area is subject to Municipal Code Chapter 20.360: Signs. It is anticipated that implementation of signage within the Specific Plan area will occur through preparation of a Master Sign Program, which allows for an integrated design and placement of signs within a project with the overall development design to achieve a more unified appearance. At the discretion of the applicant, Master Sign Program applications may be processed concurrently with a Precise Plan application or may follow subsequent to Precise Plan approval. Subdivision Map Approval A Vesting Tentative Map for a phased development has been prepared and approved in connection with preparation of this Specific Plan. Unless otherwise provided in a separate agreement such as a Development Agreement, prior to issuance of any building permits for new construction within the Specific Plan area, a Final Map (or Phased Final Map(s) for the applicable area) shall be approved, together with a Subdivision Improvement Agreement, Encroachment and Maintenance Agreement and/or dedications as appropriate, and recorded. Subsequent subdivision approvals may be processed concurrent with or subsequent to Precise Plan approval in accordance with state law and Title 19 (Subdivisions) of the City’s Municipal Code. Other Relevant Agencies In addition to the City of South San Francisco approvals and permits listed above, it is anticipated that approvals by other agencies and jurisdictions will be required for off-site improvements and infrastructure outside of the Specific Plan area. City of San Bruno As shown in Figure 1-1: Project Location, the Specific Plan area is adjacent to the City of San Bruno. Any off-site improvements within the City of San Bruno, including the proposed intersection improvements at Huntington Avenue, will require coordination with, and review and permit approval by the City of San Bruno. Bay Area Rapid Transit (BART) The Specific Plan area is adjacent to the San Bruno BART station, which includes the station, and associated parking structure and pedestrian circulation facilities.Proposed improvements related to implementation of the Specific Plan include various pedestrian, vehicular and transit improvements as described in Section 3.2.2 Off-Site Circulation Improvements, which may affect area within BART’s jurisdiction. BART review and approval will be required for implementation of those improvements within its jurisdiction. Peninsula Corridor Joint Powers Board Off-site improvements will include improvements to the railroad road grade crossing at South Linden Avenue,which will require design review and permits from Peninsula IMPLEMENTATION| 6 SOUTHLINE SPECIFIC PLAN | 6-11 Corridor Joint Powers Board for implementation of those improvements within its jurisdiction. SamTrans Off-site improvements may require relocation or modification to existing SamTrans bus facilities, including a relocated bus stop, which may require review and approval by SamTrans for implementation of those improvements within its jurisdiction. Federal Aviation Administration and ALUC Review Preparation and approval of this Specific Plan and related approvals included review and determination by the ALUC regarding compatibility of the development proposed under the Specific Plan with the SFO Airport Land Use Compatibility Plan. Further compatibility review by the ALUC would be required for amendments to this Specific Plan resulting in a qualifying land use change subject to its jurisdiction. Compliance with FAA Part 77 Regulations (Notification of Proposed Construction) and ALUCP Critical Aeronautical Surfaces provisions is required for development within the Specific Plan area. Additional review by either agency may be required for development within the Specific Plan area, as required by law. Pursuant to Section 11010 of the Business and Professions Code and ALUCP Policy IP-1, disposition of land within the Specific Plan area requires real estate disclosures providing notification of the presence of all existing and planned airports within two miles of the property. 6.4. Severability If any section, sub-section, sentence, clause, phrase, part or portion of this Specific Plan is held to be invalid or unconstitutional by a final judgment of a court of competent jurisdiction, such decision does not affect the validity of the remaining portions of this Specific Plan. This Specific Plan, and each section, sub-section, sentence, clause, phrase, part or portion thereof, would have been adopted or passed irrespective of the fact that any one or more sections, sub- sections, sentences, clauses, phrases, part, or portion is found to be invalid. If any provision of this Specific Plan is held invalid as applied to any person or circumstance, such invalidity does not affect any application of this Specific Plan that can be given effect without the invalid application. 6.5. Financing Construction and Maintenance of Public Improvements In accordance with California Government Code Section 65451, this section provides information regarding the financing measures necessary to carry out the Specific Plan. Implementation of the Specific Plan requires the applicants or their designee(s) of development within the Specific Plan area ensure that all on- and off-site infrastructure, facilities, and improvements necessitated by this Specific Plan are installed, constructed, and completed prior to or concurrent with demand for the same, unless otherwise provided in a Development Agreement or as otherwise required by law. The improvements contemplated for the Specific Plan area may consist of facilities for use by the public, as well as for 6 | IMPLEMENTATION 6-12 | SOUTHLINE SPECIFIC PLAN exclusive use of the property owners and their tenants. Once constructed, long-term maintenance of improvements will be required, and the party responsible for maintaining those improvements may vary depending on whether they are dedicated for public use or privately owned within the Specific Plan area and other factors. The Specific Plan’s implementation will be complemented by these improvements and directly serve and benefit not only the Specific Plan area, but also the greater community. This section identifies potential financing methods that may be used individually, collectively, or in combination to fund implementation and maintenance of various improvements identified in this Specific Plan. These financing mechanisms are important to ensure the timely financing of new improvements concurrent with Specific Plan development. The conceptual Specific Plan financing mechanisms may include but are not limited to:  Development Impact Fees, Taxes, and Processing Fees;  Community Facilities Districts (CFDs);  Commercial Owners Association; and/or  Other Private Financing Specific Plan financing mechanisms may also include offers of dedication, fee dedications, and/or easements; state or federal block grants, exactions; and/or reimbursement agreements. In addition, the Specific Plan contemplates the possible use of emerging financing mechanisms, such as payment in lieu of tax (“PILOT”) assessments or Property Assessed Clean Energy (“PACE”) programs. The financing mechanisms for implementation of this Specific Plan may be more fully set forth in any Development Agreements associated with this Specific Plan. This summary of allowable financing mechanisms is provided as a guideline; actual implementation of specific financing mechanisms will be accomplished pursuant to established procedures, laws, and regulations applicable to such financing mechanism. SOUTHLINE SPECIFIC PLAN Appendix A Conceptual Site Plan – Office Buildout CONCEPTUAL SPECIFIC PLAN —OFFICE BUILDOUT | A SOUTHLINE SPECIFIC PLAN Conceptual Site Plan Office Buildout SOUTHLINE SPECIFIC PLAN Appendix B Conceptual Site Plan — Life Sciences Buildout CONCEPTUAL SPECIFIC PLAN — LIFE SCIENCES BUILDOUT | B SOUTHLINE SPECIFIC PLAN Conceptual Site Plan – Life Sciences Buildout SOUTHLINE SPECIFIC PLAN Appendix C Conceptual Site Plan — Office / Life Sciences Hybrid Buildout CONCEPTUAL SPECIFIC PLAN — OFFICE/LIFE SCIENCES HYBRID BUILDOUT | C SOUTHLINE SPECIFIC PLAN Conceptual Site Plan – Office / Life Sciences Hybrid Buildout SOUTHLINE SPECIFIC PLAN Appendix D Municipal Code Section 20.480.006 — Design Review Criteria MUNICIPAL CODE SECTION 20.480.006 – DESIGN REVIEW CRITERIA | D SOUTHLINE SPECIFIC PLAN Criteria. When conducting design review, the Design Review Board, Chief Planner, Planning Commission, or City Council shall evaluate applications to ensure that they satisfy the following criteria, conform to the policies of the General Plan and any applicable specific plan, and are consistent with any other policies or guidelines the City Council may adopt for this purpose. In contrast to guidelines, which are intentionally generalized to encourage individual creativity, to obtain design review approval, projects must satisfy these criteria to the extent they apply. 1. The site subject to design review shall be graded and developed with due regard for the natural terrain, aesthetic quality, and landscaping so as not to impair the environmental quality, value, or stability of the site or the environmental quality or value of improved or unimproved property in the area. 2. A building, structure, or sign shall: a. Reasonably relate to its site and property in the immediate and adjacent areas; b. Not be of such poor quality of design as to adversely affect the environmental quality or desirability of the immediate areas or neighboring areas; and c. Not unreasonably interfere with the occupancy, environmental quality, or the stability and value of improved or unimproved real property or have an unreasonable detrimental effect on the health, safety, and general welfare of the community. 3. New additions to existing residential dwellings shall be architecturally compatible with the primary residential unit, with respect to style, massing, roof pitch, color and materials. 4. A site shall be developed to achieve a harmonious relationship with the area in which it is located and adjacent areas, allowing a reasonable similarity of style or originality, which does not impair the environmental quality or value of improved or unimproved property or prevent appropriate development and use of such areas or produce degeneration of properties in such areas with attendant deterioration of conditions affecting the health, safety, and general welfare of the City. 5. Parking areas shall be designed and developed to buffer surrounding land uses; compliment pedestrian-oriented development; enhance the environmental quality of the site, including minimizing stormwater run-off and the heat-island effect; and achieve a safe, efficient, and harmonious development. 6. Open space, pedestrian walks, signs, illumination, and landscaping (including irrigation) shall be designed and developed to enhance the environmental quality of the site, achieve a safe, efficient, and harmonious development, and accomplish the objectives set forth in the precise plan of design and design criteria. 7. Electrical and mechanical equipment or works and fixtures and trash storage areas shall be designed and constructed so as not to detract from the environmental quality of the site. Electrical and mechanical equipment or works and fixtures and trash storage areas shall be concealed by an appropriate architectural structure which uses colors and materials harmonious with the principal structure, unless a reasonable alternative is identified. 8. Components considered in design review shall include but not be limited to exterior design, materials, textures, colors, means of illumination, landscaping, irrigation, height, shadow patterns, parking, access, security, safety, and other usual on-site development elements. SOUTH SAN FRANCISCO GENERAL PLAN 2-6 Table 2.2-1: Standards for Density and Development Intensity Land Use Designation Minimum Required FAR Residential Density (units/net acre)Maximum Permitted FAR1 Maximum Permitted with Incentives and Bonuses Units/Net Acre FAR (See Table 2.2-2) Residential2,3 Low Density -up to 8.0 0.5 10.0 - Medium Density -8.1-18.0 1.0 22.5 - High Density -18.1-30.0 -37.5 - Downtown Downtown Residential - Low Density -5.1-15.0 0.7 15.0 - Medium Density -15.1-25.0 1.25 31.3 - High Density -20.1-40.0 -50.03 - Downtown Transit Core 2.0 80.1-100.0 6.0 180.0 8.0 Grand Avenue Core 1.5 14.1-60.0 3.0 80.0/100.0 4.0 Linden Neighborhood Center 2.0 40.1-60.0 3.0 80.0 - Downtown Residential Core -40.1-80.0 3.0 100.0/125.04 3.254 Office --1.0 -2.55 Commercial Transit Office/R&D Core 1.5 -1.5-2.5 -3.5 Community Commercial --0.5 -- Business Commercial6 --0.5 -1.05 Hotel --1.2 -2.0 Coastal Commercial6 ----- Retail --0.5 -1.0 Office --1.0 -1.6 Hotel --1.6 -2.2 Mixed Use El Camino Real Mixed Use7 0.68 up to 60.09 2.510 up to 80.09 3.510 El Camino Real Mixed Use North, High Intensity 0.611 up to 80 2.0 up to 110 up to 3.0 El Camino Real Mixed Use North, Medium Intensity 0.611 up to 40 1.5 up to 60 up to 2.5 Industrial Business and Technology Park --0.5 -1.012 Mixed Industrial --0.4 -0.613 Business Commercial6 --0.5 -10.861/4MileRadius1/4M ile R adius 1 /2 M i le R adius Encourage developmentsin this area to include employee-oriented ancillary orcentralized commercial services Interchange/Intersection Study AreaProposed Existi n g Low Density Residential Medium Density Residential High Density Residential Downtown Low Density Residential Downtown Medium Density Residential Downtown High Density Residential Downtown Commercial Community Commercial Business Commercial Coastal Commercial e Mixed Industrial Business and Technology Park Tr ansportation Center Public Park and Recreation Open Space Loft Overlay District Existing Regional/Arterial/Collector Proposed Street South SanFranciscoHigh School SpruceSchool ParkwayHeightsMiddleSchool MartinSchool HillsideSchool WestboroughMiddle School SerraVistaSchool(closed) El CaminoHigh School PonderosaSchool SouthwoodSchool SunshineGardens School Alta LomaMiddle School Fox RidgeSchool(closed) Buri BuriSchool City Hall Orange MemorialPark Oyster Point Marina/Park Marina Marina LosCerritosSchool Colma San Br uno Pa cica San Francisco In terna tional Airport San Bruno Mountain County Park San Fr ancisco Bay California Golf and Country Club Sign HillPark San Bruno Canal Hillsi d e B l v d Chesnut AveGrand Av e Spruce AveSister C ities Blvd BayshoreBlvdO yster P o i n t B l v d GatewayB lv d South Ai r por t Bl v dLinden AveSanMateoAveE l C a mi n o R e al OrangeAveElCamino Real H i c ke y Bl v d Ju nip er oSer ra Blvd S k y li n e B lv d S k y l in e B l vd GellertBlvdC alla n Blv d Airport BlvdMissio n R d W e s t b o r ough Blvd INTE R S T A T E 2 8 0 De l M o n t e A v e Felipe Ave Alt a Mesa Dr ArroyoDrCarter Dr G reendale Dr Gal wayDrSha n n o n Dr DonegalAve Appian Way Avalon DrAlta Vista DrNorthwo od DrRockwood DrW ildwood DrAlida Wa yWestOrangeAve Hunti ngt onAveVictory Ave Lowrie AveU.S.HIGHWAY 101U tah Av e Mitchell Ave East Grand Ave EastGrand Ave Harbor WayGran dview DrEccles AveFor bes AveL ittle fieldAveHills i d e B l v d School StAr m our Ave Lind e n A v e Maple AveMagnolia AvePark Way Miller A v e Baden Av e Commercial AveRailroad AveEucalyptus AveMill e r Av e Willow AveHollyAveEvergreen DrCrestw o o d D r Mo r n i n g s i d e Av e Mi s s i o n R d Clay A v e Newman Dr Lon gfo rd D rArlington DrDuva l Dr Ser r a D r Cam aritas Ave L o m a Dr C u e sta Dr Ponderosa RdFairw ayDrA S tB S tSouthwoodDr Hazelwo od DrRos ew oodVal ve r deDr RegionalCommer cial CalT rainStation San BrunoBAR TStation Noor A veShaw RdMaple AveStarlite StSo. L inden A v e No.Canal Ave Ryan WayK ing Dr 11/40 MILES 1/2 10 Acres 2.5 AcresWexford Ave SouthSan F ranciscoBAR T Figure 2-1 Land Use Diagram El Camino Real Mixed Use El Camino Real Mixed Use North, High Intensity El Camino Real Mixed Use North, Medium Intensity El Camino Real/Chestnut Avenue Area Plan Downtown Residential Core Downtown Transit Core Downtown Station Area Plan Transit Oce/R&D Core Linden Neighborhood Center Linden Commercial Corridor Grand Avenue Core 1/4 Mile R a d i u s StationCaltrain 2: LAND USE 2-11 Figure 2-3 Special Area Height Limitations 50 FT Hill s i d e B l v d Chesnut AveGrand Ave Spruce AveSister Cities B l v d BayshoreBlvdOyster Point Blvd GatewayB lvdS out hAi r por t B l v dLinden AveSanMateoAveE l Ca mi n o R e a lO rangeAveElCamino Real H i c ke y B l v d Jun ipe ro Se r ra Bl v dS k yl i n e B l v d GellertBlvdC alla n Blv d Airport BlvdMissi on R d W e s t b o r o ugh Blvd IN T E R S T A T E 2 8 0 De l M o nte Av e Felipe Ave AltaM es a Dr ArroyoDrCarter Dr G reendale Dr Ga l wayDrSha n n o n Dr DonegalAve Appian Way Avalon Dr A ltaVista Dr North w ood D rRockwood DrW ildw ood DrAlid a Wa yWes t Or angeAve Hunt i ng t onAveVictory A v e Lowrie AveU.S.HIGHWAY 101U ta h A v e Shaw Rd Mitchell AveEastGrand Ave East G rand Ave Harbor WayGrandv iew DrEccles AveForbes AveL ittle fieldAveHi l l s i d e B l v dSchool StAr m o u r Ave Lind e n Ave Maple AveMagnolia AvePark Way Miller A v e Baden A veCommercial AveRailroad A v eEucalyptus AveMi l l e r A v e Willow AveHollyAveEvergreen DrC r e s t w o o d D r Morni n g s i d e A v e Mi s s i o n R d Clay A v e Newman DrLong fo r d D rArlington DrDuval D r Se r r a Dr Cam a r i t a s Ave L o m a D r Cuesta D r Ponderosa RdFairway DrA S tB S t Ha zelwoo d D rRose woodVal v er deDr INTERSTATE 380 11/40 MILES 1/2 C olma San Br uno Pa cica Daly Ci ty San francisco International Airport San Bruno Mountain County Pa rk San Francisco Bay California Golf and Country Club Sign HillPark San Bruno Canal Colma Creek 2 00 100 100 100 100 100 200200 200 300 30 0 30 0 3 00 400 400 400300400 500 600 500 400 300 200 200 300400200200200400 200 200 200 300 400 500 500 600 600 500 400 40050 0 400500600600600 600 400 5 0 0 70070070020 0 100100 100 500 600 700 500 600 700 800 900 1000 5 0 0 600 700400 300300200 300400 400 500 400 300 600 400 500 600 700 700 600 500 400 300 600 500 400 300 20080 FT 50 FT 50 80 FT 50 FT 80/120 FT 80/120 FT Base Height Limit/ Height Limit with Discretionary Approval Height Limits Note: Building height limitations for areas shown on this map shall be as indicated here, regardless of the underlying use. For areas outside of the areas shown on this map, building heights shall be in accordance with the development regulations for the use in the City’s Zoning Ordinance. For areas subject to airport-related height limitations, building heights must be in accordance with the limits indicated in the most recently adopted Comprehensive Airport Land Use Plan. 50 FT 50 FT 50 FT El Camino Real/Chestnut Avenue Area Plan See Plan for Height Limitations Downtown Station Area Plan See Plan for Height Limitations 45 FT 50 FT 50 FT 65 FT 65 FT 85 FT 85 FT FAA 60 FT 2: LAND USE 2-37 Hillsi d e Blvd Chesnut AveGrand Ave Spruce AveSister Cities Blvd BayshoreBlvdOyster Po int Blvd GatewayB lvdSouth Ai rpo r t Bl vdLinden AveSanMateoAveE l Cam i n o Re a lO rangeAveElCamino Real Hi c k e y B l v d J unipe r o Ser r a Bl vd S k y l i n e B l v d GellertBl v dC alla n Blv d Airport BlvdMissio n R d W e s t b o r o ugh Blvd IN T E R S TATE 28 0 Del M on t e Ave Felipe Ave Alt a Mesa Dr Arroy oDrCarter DrGreendale Dr Ga l wayDrSha n n o n Dr DonegalAve Appian Way Avalon D rAlta Vista Dr N orthw ood Dr Rockwood DrW ildw ood D rAlid a Wa yWe s t Or a ng eAveHunt i ng t onAveVictory Ave Lowrie AveU.S .H IG HWAY 101U tah A ve Shaw Rd Mitchell AveE.Gr and Ave EastGrand Ave Harbor WayGrandv ie w DrEccles AveForbes AveL it t le fieldAveHills i d e Blvd School StAr m o u r Ave Lind e n Ave Maple AveMagnolia AvePark Way Miller Ave Baden AveCommer cial Ave Railroad AveEucalyptus AveMiller Av e Willow AveHollyAveEvergreen DrCr est w oo d Dr Morningside AveMission RdClay A ve Newman DrLong fo rd DrArlington DrDuval Dr Se r r a Dr Cam a r i t a s Ave L o m a D r C uesta Dr Ponderosa RdA S tB S t Hazel w ood D rRose woodVa l v er deDr INTERS TA TE 380I NTERSTATE280King Dr F u t u r e B A R T Li n e East of 101 Oyster Po int Te rra Bay 11/40 MILES 1/2 Source: Ci ty of South San Fr ancisco Specic Plan Area East of 101 Area Plan Re development Area Figure 2-7 Specific and Area Plans and Redevelopment Areas C olma San Br uno Pacica Daly Ci ty San Franc isco Internat ion al Airport San Br uno Mount ain County Pa rk San Fr ancisco Bay Califor nia Golf and Count ry Cl ub Sign HillPark San Bruno Canal Colma Creek 2 0 0 100 1 0 0 100 100 100 200200 200 300 300 300 3 0 0 400 4 0 0 400300400 500 600 500 400 300 200 200 300400200 200200 400 200 200 200 300 400 500 500 600 600 500 4 0 0 400500 400500600600600 600 400 5 0 0 7007007002 00 1 0 0100 1 0 0 500 6 0 0 700 500 600 700 800 900 1000 50 0 600 700400 300300200 300400 400 500 400 300 600 400 500 600 700 700 60 0 500 4 0 0 300 600 500 400 300 200Gateway Shearwater Downtown/ Central El Camino Downtown/ Central Downtown/ Central Downtown/ Central Gateway El Camino Real/Chestnut Avenue Area Plan Downtown Station Area Plan PHASE 1 PRECISE PLAN PACKAGE -ALTERNATIVE D PUBLIC REVIEW DRAFTC 2022RE- SUBMITTAL DATE 05.06.22 SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.2022SHEET INDEXVICINITY MAPSPROJECTSITEHIGHWAY 101INTERSTATE 380INTERSTATE 280DOLLAR AVEPROJECTSITETANFORAN AVEMAPLE AVEHIGHWAY 101INTERSTATE 380Vicinity Maps & Sheet IndexA1PHASE 1 - PROJECT DATA– – – TANFORAN AVENUEDOL L A R A V E N U E LINDEN AVENUE MAPLE AVENUEExistingBuilding ExistingBuildingExistingBuildingExistingBuildingExistingBuildingExistingBuildingExistingBuildingExistingBuildingExistingBuildingExistingBuildingExistingBuildingExistingBuildingSOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.2022Existing Site PlanA2 UPBldg 1318,380 sf6 stories+26 FFBldg 7296,620 sf6 stories+24 FFBldg 2 - Amenities69,710 sf1 story above 2 level parking+28 FFMOBILITY HUBRIDE SHAREPSDS+5 levels+23.5 FFFUTUREIMPROVEMENTSNEW ROAD MAPLE AVE LINDEN AVETANFORAN AVEDOL L A R A V ECOMMUNITYCENTERFOOD ANDBEVERAGELNEW ROADLLGEN.PARKING29'-4"41'-4"47'-3"71'-1"26'-0"26'-0"62'-2"60'-10"54'-0 "24'-2"`25'-8"30'-0"30'-0"30'-0 " 99'-5" 39'-5"SERVICE YARDSCREEN WALLENTRY PLAZATERRACEDPLAZATANFORAN PARKLETFIRE ACCESS LANEBIKE KIOSKNEW SIDEWALKFIREPUMPGEN.FUTUREEQPT.FUTURESTOR.B1 TRASHB2 TRASHB7 TRASHFIREPUMPFUTURESTOR.FUTUREEQPT.TANFORAN PARKLET4 RIDE SHARE STALLS47'-3" 47'-5" 30'-6"28'-6"FIREACCESSLANEEXISTING PROPERTY LINEAREA OF WORKPROPOSED PARCEL LINESProposed Site Plan (Phase 1 Site Plan)A3SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.2022 PRIMARY ACCESSIBLE FACADE(15'-0" to 30'-0")SECONDARY ACCESSIBLE FACADEFIRE TRUCK LANDING ZONE(26' WIDE MINIMUM)SOUTHLINE SITE PLANFIRE COMMAND ROOMBldg 1:6 storiesBldg 7:6 storiesBldg 2 -Amenities1 Story above 2 level parkingFUTUREIMPROVEMENTSNEW ROADTANFORAN AVEDO L L A R A V E LINDEN AVE MAPLE AVEHUNTINGTON AVENEW ROADPSD:Surface + 5 LevelsUP26'-11"30'-0"47'-6"47'-3"41'-4"8'-3"29'-4"28'-6"24'-2"30'-0"47'-3"47'-5"25'-8"SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.2022Fire Access Site PlanA4 +28.0B1B2B7PS-D+26.0+26.0+24.0+26.0+28.0+23.5SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.2022Conceptual Site SectionsA5North to South Section: Building 1AKey PlanNorth to South Section: Amenities BuildingBWest to East Section: Buildings 1 and 7CWest to East Section: Amenities Building, Building 1, and Parking Structure DD 1617181920KNPRTX16X17X17.8X19X20XDXBXFXGXHJU19.217.219.416.618.317.9X16.3X18.7XB.2X19.7X18LXG.2XF.628'-0"5'-0"14'-8"18'-4"33'-0"31'-0"2'-0"FIRECOMMAND21'-0"27'-1"15'-0"23'-0"7'-0"30'-0"30'-0"8'-0"161'-1"132'-0"33'-0"33'-0"33'-0"33'-0"33'-0"33'-0"16'-6" 214'-6"26'-0"12'-0"5'-0 1/2"30'-0"1'-11 1/2"13'-0 1/2"24'-11 1/2"5'-0 1/2"17'-0 1/2"26'-0"161'-1"STAIR 1VEST.ELECIDFWOMENMENJANSTAIR 2VEST.VEST.STAIR 3IDFELECELECTRICALSUBSTATIONAHUPGEEMERGENCYELECTRICALMPOEDW PUMPROOMLOADINGDOCKLOBBYTENANT SPACEELEV.CONTROLFIRE WATERPUMPGENERATORENCLOSUREENTRY CANOPYABOVECANOPY ABOVEFIRE TANKBELOWSERVICE ELEV.1617181920KNPRTX16X17X17.8X19X20XDXBXFXGXHJU19.217.219.416.618.317.9X16.3X18.7XB.2X19.7X18LXG.2XF.6TENANT SPACESTAIR 1VEST.ELECIDFWOMENMENSTAIR 2VEST.VEST.STAIR 3IDFELECSERVICEELEV.SERVICEELEV. VEST.JAN28'-0"5'-0"14'-8"18'-4"33'-0"31'-0"2'-0"21'-0"27'-1"15'-0"23'-0"7'-0"30'-0"30'-0"8'-0"161'-1"132'-0"33'-0"33'-0"33'-0"33'-0"33'-0"33'-0"16'-6" 214'-6"ENTRY CANOPYBELOWLINE OF FLOOR ABOVE26'-0"12'-0"5'-0 1/2"30'-0"1'-11 1/2"13'-0 1/2"24'-11 1/2"5'-0 1/2"17'-0 1/2"26'-0"161'-1"B1B2B7PSDA6Building 1 Floor Plans - Levels 1 and 212SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.20221" = 20'-0"Building 1: Floor Plan Level 21" = 20'-0"Building 1: Floor Plan Level 1 1617181920KNPRTX16X17X17.8X19X20XDXBXFXGXHJU19.217.219.416.618.317.9X16.3X18.7XB.2X19.7X18LXG.2XF.6TENANT SPACESTAIR 1VEST.ELECIDFWOMENMENSTAIR 2VEST.VEST.STAIR 3IDFELECSERVICEELEV.SERVICEELEV. VEST.JAN28'-0"5'-0"14'-8"18'-4"33'-0"31'-0"2'-0"21'-0"27'-1"15'-0"23'-0"7'-0"30'-0"30'-0"8'-0"161'-1"132'-0"33'-0"33'-0"33'-0"33'-0"33'-0"33'-0"16'-6" 214'-6"BALCONYBALCONY26'-0"12'-0"5'-0 1/2"30'-0"1'-11 1/2"13'-0 1/2"24'-11 1/2"5'-0 1/2"17'-0 1/2"26'-0"161'-1"BALCONY1617181920KNPRTX16X17X17.8X19X20XDXBXFXGXHJU19.217.219.416.618.317.9X16.3X18.7XB.2X19.7X18LXG.2XF.6TENANT SPACESTAIR 1VEST.ELECIDFWOMENMENSTAIR 2VEST.VEST.STAIR 3IDFELECSERVICEELEV.SERVICEELEV. VEST.JAN28'-0"5'-0"14'-8"18'-4"33'-0"31'-0"2'-0"21'-0"27'-1"15'-0"23'-0"7'-0"30'-0"30'-0"8'-0"161'-1"132'-0"33'-0"33'-0"33'-0"33'-0"33'-0"33'-0"16'-6" 214'-6"26'-0"12'-0"5'-0 1/2"30'-0"1'-11 1/2"13'-0 1/2"24'-11 1/2"5'-0 1/2"17'-0 1/2"26'-0"161'-1"B1B2B7PSD12SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.2022A6.1Building 1 Floor Plans - Levels 3 and 41" = 20'-0"Building 1: Floor Plan Level 41" = 20'-0"Building 1: Floor Plan Level 3 1617181920KNPRTX16X17X17.8X19X20XDXBXFXGXHJU19.217.219.416.618.317.9X16.3X18.7XB.2X19.7X18LXG.2XF.6TENANT SPACESTAIR 1VEST.ELECIDFWOMENMENSTAIR 2VEST.VEST.STAIR 3IDFELECSERVICEELEV.SERVICEELEV. VEST.JAN28'-0"5'-0"14'-8"18'-4"33'-0"31'-0"2'-0"21'-0"27'-1"15'-0"23'-0"7'-0"30'-0"30'-0"8'-0"161'-1"132'-0"33'-0"33'-0"33'-0"33'-0"33'-0"33'-0"16'-6" 214'-6"26'-0"12'-0"5'-0 1/2"30'-0"1'-11 1/2"13'-0 1/2"24'-11 1/2"5'-0 1/2"17'-0 1/2"26'-0"161'-1"1617181920KNPRTX16X17X17.8X19X20XDXBXFXGXHJU19.217.219.416.618.317.9X16.3X18.7XB.2X19.7X18LXG.2XF.6TENANT SPACESTAIR 1VEST.ELECIDFWOMENMENSTAIR 2VEST.VEST.STAIR 3IDFELECSERVICEELEV.SERVICEELEV. VEST.JAN28'-0"5'-0"14'-8"18'-4"33'-0"31'-0"2'-0"21'-0"27'-1"15'-0"23'-0"7'-0"30'-0"30'-0"8'-0"161'-1"132'-0"33'-0"33'-0"33'-0"33'-0"33'-0"33'-0"16'-6" 214'-6"26'-0"12'-0"5'-0 1/2"30'-0"1'-11 1/2"13'-0 1/2"24'-11 1/2"5'-0 1/2"17'-0 1/2"26'-0"161'-1"B1B2B7PSDA6.2Building 1 Floor Plans - Levels 5 and 612SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.20221" = 20'-0"Building 1: Floor Plan Level 61" = 20'-0"Building 1: Floor Plan Level 5 1617181920KNPRTX16X17X17.8X19X20XDXBXFXGXHJU19.217.219.416.618.317.9X16.3X18.7XB.2X19.7X18LXG.2XF.628'-0"5'-0"14'-8"18'-4"33'-0"31'-0"2'-0"21'-0"27'-1"15'-0"23'-0"7'-0"30'-0"30'-0"8'-0"161'-1"132'-0"33'-0"33'-0"33'-0"33'-0"33'-0"33'-0"16'-6" 214'-6"MECHANICALPENTHOUSEMECHANICALPENTHOUSEMECHANICALEQUIPMENT AREAMECHANICALEQUIPMENT AREAROOF AREA26'-0"12'-0"5'-0 1/2"30'-0"1'-11 1/2"13'-0 1/2"24'-11 1/2"5'-0 1/2"17'-0 1/2"26'-0"161'-1"EXHUAST STACKS -4' DIAMETER, 3'-8"ABOVE MECH. SCREENB1B2B7PSDA6.3Building 1 Roof Plan1SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.20221" = 20'-0"Building 1:Roof Plan LNPRTHIGH PERFORMANCE VISION GLASSW/ ALUM. MULLION SYSTEMHIGH PERFORMANCE SPANDREL GLASSW/ ALUM. MULLION SYSTEMXGXFXDXBXB.2METAL PANEL SUNSHADESTYPE 2 - BRONZE COLORTERRA COTTA TILE(RANDOM PATTERN OF3 TEXTURES)TEXTURED ACCENTTERRA COTTA BANDMETAL PANELBRONZE COLORVERTICAL METAL PANEL TRIMBRONZE COLORRIBBED METAL PANELTYPE 1 - BRONZE COLORRIBBED METAL PANELTYPE 2 - BRONZE COLORFLAT BAR RAILINGAT BALCONIESMETAL LOUVERSTYPE 1 - BRONZE COLOREXHAUSTSTACKSUSCREEN FORCOOLING TOWERSPANDREL GLASS W/ ALUM.MULLION SYSTEMTERRA COTTA TILE(RANDOM PATTERN OF 3 TEXTURES)VERTICAL METAL PANEL TRIMBRONZE COLORMETAL PANEL CANOPYBRONZE COLORHIGH PERFORMANCE VISION GLASS TYPE 1W/ ALUM. MULLION SYSTEMHIGH PERFORMANCE SPANDREL GLASSW/ ALUM. MULLION SYSTEMX17X16X16.3X18X18.7X19X20HIGH PERFORMANCE VISION GLASS TYPE 2W/ ALUM. MULLION SYSTEMMETAL SUNSHADESTYPE 1 - BRONZE COLORMETAL PANELBRONZE COLORRIBBED METAL PANELTYPE 1 - BRONZE COLORRIBBED METAL PANELTYPE 2 - BRONZE COLORTEXTURED ACCENTTERRA COTTA BANDX19.7X17.8EXHAUSTSTACKS1" = 20'-0"North Elevation11" = 20'-0"West Elevation212Building 1 Exterior ElevationsA7SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.2022 HIGH PERFORMANCE VISION GLASSW/ ALUM. MULLION SYSTEMHIGH PERFORMANCE SPANDREL GLASSW/ ALUM. MULLION SYSTEM1618192017METAL PANEL SUNSHADESTYPE 2 - BRONZE COLOR19.419.218.317.216.6TERRA COTTA TILE(RANDOM PATTERN OF 3 TEXTURES)TEXTURED ACCENTTERRA COTTA BANDMETAL LOUVERSTYPE 1 - BRONZE COLORRIBBED METAL PANELTYPE 1 - BRONZE COLORRIBBED METAL PANELTYPE 2 - BRONZE COLOR17.9SPANDREL GLASS W/ ALUM.MULLION SYSTEMHIGH PERFORMANCE VISION GLASSW/ ALUM. MULLION SYSTEMHIGH PERFORMANCE SPANDREL GLASSW/ ALUM. MULLION SYSTEMMETAL PANEL SUNSHADESTYPE 2 - BRONZE COLORXDXBJKLNPRTXB.2XFXGXHRIBBED METAL PANELTYPE 1 - BRONZE COLORMETAL LOUVERSTYPE 2 - BRONZE COLORTERRA COTTA TILE(RANDOM PATTERN OF 3 TEXTURES)TEXTURED ACCENTTERRA COTTA BANDMETAL PANELBRONZE COLORVERTICAL METAL PANEL TRIMBRONZE COLORMETAL PANEL CANOPY BRONZE COLORMETAL LOUVERSTYPE 1 - BRONZE COLORRIBBED METAL PANELTYPE 2 - BRONZE COLORROLL-UP DOOR FORTRUCK LOADINGXG.2XF.6U1" = 20'-0"South Elevation11" = 20'-0"East Elevation221Building 1 Exterior ElevationsA7.1SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.2022 S12345678101011111212MQXCXEX1.4X2X3X4X5X6X7X8X9X10UX19N3'-0"COMMUNITYCENTERAGRELEC. ROOMAGRBIKE KIOSKCONFERENCEDININGA.V. /STORAGEVEST.STAGINGTRASH &WASH32'-3"30'-0"30'-0"30'-0"30'-0"30'-0"30'-0"30'-0"12'-4"7'-10"262'-5" 38'-0"48'-6"30'-0"45'-6" 162'-0"16'-8"30'-0"30'-0"30'-0"32'-6"32'-6"32'-6"32'-6"32'-6"32'-6"30'-0"331'-8"32'-6"30'-0"62'-6"44'-0"ENTRY CANOPY ABOVEENTRY CANOPY ABOVEMENWOMENSTAIR 2MPOEENTRY CANOPY ABOVEFOOD AND BEVERAGEPARKING LEVEL 125'-0"30'-6"UPSTAIR 1STAIR 4STAIR 3EMERGENCYPOWERBIKEENCLOSUREDOMESTICWATER PUMPLOBBYB1B7PSDB2A81SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.20221" = 20'-0"Building 2: Floor Plan Level 1Building 2 Floor Plans - Level 1 S12345678101011111212MQXCXEX1.4X2X3X4X5X6X7X8X9X10UX19NSTAIR 1STORAGESTORAGELOBBY38'-0"48'-6"30'-0"45'-6" 162'-0"32'-3"30'-0"30'-0"30'-0"30'-0"30'-0"30'-0"30'-0"12'-4"7'-10"262'-5"16'-8"30'-0"30'-0"30'-0"32'-6"65'-0"32'-6"32'-6"32'-6"30'-0"331'-8"ENTRY CANOPY BELOWOPEN TO BELOWOPEN TO BELOWPARKING LEVEL 2DN.25'-0" 25'-0"30'-2"STAIR 4STAIR 3STAIR 2B1B7PSDB2A8.1Building 2 Floor Plans - Level 21SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.20221" = 20'-0"Building 2: Floor Plan Level 2 UPS12345678101011111212MQXCXEX1.4X2X3X4X5X6X7X8X9UX19NMULTI-SPORTSIMULATORBAR/LOUNGELOBBYSTAIR 1OFF 1OFF 2AGRSTAIR 2BREAKMENSLOCKERSSTEAMLAUNDRYJAN.STEAMBAR LOUNGEBOHMENWOMENMANAGEMENTCONFBREAKWOMENSLOCKERSGROUPEXERCISEYOGASTORAGEYOGAFITNESSTERRACEBAR/LOUNGETERRACE162'-0" 38'-0"48'-6"30'-0"45'-6"16'-8"30'-0"30'-0"30'-0"32'-6"32'-6"32'-6"32'-6"32'-6"32'-6"30'-0"331'-8"30'-0"30'-0"30'-0"30'-0"30'-0"30'-0"30'-0"12'-4"7'-10"230'-2"44'-0"YOGATERRACETURFFUNCTIONALZONESEATINGTRELLIS/CANOPY ABOVEFITNESS AREAEQUIP/COPYMNGROFFICEASSTMNGRTESTINGJAN/STORSTORCOPYSTAIR 5BI-FOLD OPERABLE DOORSTAIR 4STAIR 3YOGAFOYERIDF/ELECB1B7PSDB2A8.2Building 2 Floor Plans - Level 31SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.20221" = 20'-0"Building 2: Floor Plan Level 3 DNS345678101011111212MQXEX2X3X4X5X6X7X8X9X10U9NNORMALPOWERELEC. RMELEVATORMECHMECHANICALEQUIPMENTAREAROOF AREAEXHAUST STACKEMERGENCYPOWERMECHANICALPENTHOUSE242'-3"32'-3"30'-0"30'-0"30'-0"30'-0"30'-0"30'-0"30'-0"30'-0"30'-0"32'-6"32'-6"32'-6"32'-6"32'-6"32'-6"30'-0"285'-0"45'-6"30'-0"48'-6"38'-0" 162'-0"STAIR 5LINE OF TERRACE BELOWWATERHEATERB1B7PSDB2A8.3Building 2 Floor Plans - Roof Plan1SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.20221" = 20'-0"Building 2: Roof Plan USQTEXTURED ACCENTTERRA COTTA BANDRIBBED METAL PANEL(RANDOM PATTERN OF 2 COLORS)HIGH PERFORMANCE VISION GLASS TYPE 1W/ ALUM. MULLION SYSTEMRIBBED METAL PANELTYPE 2 - BRONZE COLORMETAL PANELTYPE 2 - GRAY COLORTERRA COTTA TILE(RANDOM PATTERNOF 3 TEXTURES)PAINTED STEEL CANOPYWITH STANDING SEAM ROOFHIGH PERFORMANCE VISION GLASS TYPE 1W/ ALUM. MULLION SYSTEMTERRA COTTA TILE(RANDOM PATTERNOF 3 TEXTURES)X1X1.4METAL LOUVERSTYPE 2 - BRONZE COLORRIBBED METAL PANELTYPE 2 - BRONZE COLORPAINTED STEELTRELLISHIGH PERFORMANCE SPANDREL GLASSW/ ALUM. MULLION SYSTEMPAINTED STEEL CANOPY WITHSTANDING SEAM ROOFRIBBED METAL PANELTYPE 1 - BRONZE COLORSTEEL STRUCTURE WITHRETRACTIBLE FABRIC CANOPYTEXTURED ACCENTTERRA COTTA BANDMETAL PANELTYPE 2 - GRAY COLORPAINTED STEEL CANOPYW/ STANDING SEAM ROOFHIGH PERFORMANCE VISION GLASS TYPE 2W/ ALUM. MULLION SYSTEMX2X3X4X5X6X7X8X9X10123456789101112TERRA COTTA TILE(RANDOM PATTERNOF 3 TEXTURES)METAL PANEL SUNSHADESTYPE 2 - BRONZE COLORHIGH PERFORMANCE SPANDREL GLASSW/ ALUM. MULLION SYSTEMHIGH PERFORMANCE VISION GLASS TYPE 1W/ ALUM. MULLION SYSTEMRIBBED METAL PANELTYPE 2 - BRONZE COLORPERFORATED METAL PANEL(2 COLORS)TEXTURED ACCENTTERRA COTTA BANDRIBBED METAL PANEL(RANDOM PATTERN OF 2 COLORS)METAL PANELTYPE 2 - GRAY COLORMETAL PANEL CANOPYTYPE 2 - BRONZE COLORRIBBED METAL PANELTYPE 1 - BRONZE COLORUSQMPERFORATED METAL PANEL(2 COLORS)TEXTURED ACCENTTERRA COTTA BANDRIBBED METAL PANELTYPE 1 - BRONZE COLORHIGH PERFORMANCE SPANDREL GLASSW/ ALUM. MULLION SYSTEMHIGH PERFORMANCE VISION GLASS TYPE 1W/ ALUM. MULLION SYSTEMTERRA COTTA TILE(RANDOM PATTERNOF 3 TEXTURES)RIBBED METAL PANELTYPE 2 - BRONZE COLORRIBBED METAL PANEL(RANDOM PATTERN OF 2 COLORS)SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.20221" = 20'-0"North Elevation11" = 20'-0"West Elevation31" = 20'-0"South Elevation21" = 20'-0"East Elevation44231Building 2 Amenities Exterior ElevationsA9 FEACDEFY1Y2Y2.9Y423456789CBCDCECFB1CB.7CAB.3E.7C.2C.8C.7CA.11.1Y335'-4"30'-4"6"24'-2"33'-0"33'-0"33'-0"33'-0"33'-0"33'-0"12'-0"30'-0"30'-0"9'-0" 6'-0" 21'-0"9'-0"30'-0"12'-0"2'-9"2'-0"31'-0"19'-9 1/2"30'-0"15'-0"30'-8"41'-10"2'-0"LOBBYFIRECOMMANDSTAIR 2VEST.ELECWOMENMENIDFSTAIR 1VESTELECMPOESTAIR 3VESTIDFELEC GENSWITCHBOARD RMLOADING DOCKELEV.CONTROLWATERPUMP RMPG&EELECTRANSFORMER RMAHUTRASHENCLOSUREGENERATORFIRE WATERPUMPTENANT SPACE90'-4"198'-0"139'-3 1/2"161'-9"SERVICEELEV.ENTRY CANOPY ABOVEJANFIRE TANKBELOWB1B2B7PSDA10Building 7 Floor Plans - Level 11SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.20221" = 20'-0"Building 7: Floor Plan Level 1 FE A C D E F Y1 Y2 Y2.9 Y4 2 3 4 5 6 7 8 9 CB CD CE CF B 1 CB.7 CA B.3 E.7 C.2 C.8 C.7 CA.1 1.1 Y3 30'-4" 6"24'-2" 33'-0"33'-0"33'-0"33'-0"33'-0"33'-0"12'-0"30'-0"30'-0"9'-0"6'-0"21'-0"9'-0"30'-0"12'-0"2'-9"2'-0" 31'-0"19'-9 1/2"30'-0"15'-0"30'-8"41'-10"2'-0"90'-4" 198'-0"139'-3 1/2"161'-9"VEST. ELEC WOMEN MENIDF STAIR 1 VEST ELEC VESTIDF TENANT SPACE SERVICE ELEV. BALCONY BALCONY STAIR 3 35'-4" JAN SERVICE ELEV. VEST. STAIR 2 A C D E F Y1 Y2 Y2.9 Y4 2 3 4 5 6 7 8 9 CB CD CE CF B 1 CB.7 CA B.3 E.7 C.2 C.8 C.7 CA.1 1.1 Y3 35'-4" 30'-4" 6"24'-2" 33'-0"33'-0"33'-0"33'-0"33'-0"33'-0"12'-0"30'-0"30'-0"9'-0"6'-0"21'-0"9'-0"30'-0"12'-0"2'-9"2'-0" 31'-0"19'-9 1/2"30'-0"15'-0"30'-8"41'-10"2'-0"90'-4" 198'-0"139'-3 1/2"161'-9"VEST. ELEC WOMEN MENIDF STAIR 1 VEST ELEC VESTIDF TENANT SPACE ENTRY CANOPY BELOW STAIR 3 JAN SERVICE ELEV. SERVICE ELEV. VEST. STAIR 2 B1 B2 PSD B7 A10.1Building 7 Floor Plans - Levels 2 and 3 2 1 SOUTHLINE C 2022 Project Number: 10154.001 Phase 1 Precise Plan Submittal #1 11.01.2019 Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021 Re-Submittal #4 03.01.2022 Re-Submittal #5 05.06.2022 1" = 20'-0" Building 7: Floor Plan Level 3 1" = 20'-0" Building 7: Floor Plan Level 2 A C D E F Y1 Y2 Y2.9 Y4 2 3 4 5 6 7 8 9 CB CD CE CF B 1 CB.7 CA B.3 E.7 C.2 C.8 C.7 CA.1 1.1 Y3 30'-4" 6"24'-2" 33'-0"33'-0"33'-0"33'-0"33'-0"33'-0"12'-0"30'-0"30'-0"9'-0"6'-0"21'-0"9'-0"30'-0"12'-0"2'-9"2'-0"31'-0"19'-9 1/2"30'-0"15'-0"30'-8"41'-10"2'-0"90'-4" 198'-0"139'-3 1/2"161'-9"VEST. ELEC WOMEN MENIDF STAIR 1 VEST ELEC VESTIDF TENANT SPACE 35'-4" STAIR 3 JAN SERVICE ELEV. SERVICE ELEV. VEST. STAIR 2 A C D E F Y1 Y2 Y2.9 Y4 2 3 4 5 6 7 8 9 CB CD CE CF B 1 CB.7 CA B.3 E.7 C.2 C.8 C.7 CA.1 1.1 Y3 30'-4" 6"24'-2" 33'-0"33'-0"33'-0"33'-0"33'-0"33'-0"12'-0"30'-0"30'-0"9'-0"6'-0"21'-0"9'-0"30'-0"12'-0"2'-9"2'-0"31'-0"19'-9 1/2"30'-0"15'-0"30'-8"41'-10"2'-0"90'-4" 198'-0"139'-3 1/2"161'-9"VEST. ELEC WOMEN MENIDF STAIR 1 VEST ELEC VESTIDF TENANT SPACE ELEV. 35'-4" STAIR 3 SERVICE ELEV. SERVICE ELEV. VEST. STAIR 2 B1 B2 B7 PSD A10.2Building 7 Floor Plans - Levels 4 and 5 2 1 SOUTHLINE C 2022 Project Number: 10154.001 Phase 1 Precise Plan Submittal #1 11.01.2019 Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021 Re-Submittal #4 03.01.2022 Re-Submittal #5 05.06.2022 1" = 20'-0" Building 7: Floor Plan Level 5 1" = 20'-0" Building 7: Floor Plan Level 4 ACDEFY1Y2Y2.9Y423456789CBCDCECFB1CB.7CAB.3E.7C.2C.8C.7CA.11.1Y330'-4"6"24'-2"33'-0"33'-0"33'-0"33'-0"33'-0"33'-0"12'-0"30'-0"30'-0"9'-0" 6'-0" 21'-0"9'-0"30'-0"12'-0"2'-9"2'-0"31'-0"19'-9 1/2"30'-0"15'-0"30'-8"41'-10"2'-0"90'-4"198'-0"139'-3 1/2"161'-9"VEST.ELECWOMENMENIDFSTAIR 1VESTELECVESTIDFTENANT SPACE35'-4"STAIR 3SERVICEELEV.SERVICEELEV. VEST.STAIR 2ACDEFY1Y2Y2.9Y423456789CBCDCECFB1CB.7CAB.3E.7C.2C.8C.7CA.11.1Y330'-4"6"24'-2"33'-0"33'-0"33'-0"33'-0"33'-0"33'-0"12'-0"30'-0"30'-0"9'-0" 6'-0" 21'-0"9'-0"30'-0"12'-0"2'-9"2'-0"31'-0"19'-9 1/2"30'-0"15'-0"30'-8"41'-10"2'-0"90'-4"198'-0"139'-3 1/2"161'-9"35'-4"EXHAUST STACKS -4' DIAMETER, 3'-8"ABOVE MECH. SCREENMECHANICAL PENTHOUSEMECHANICALEQUIPMENT AREAB1B2B7PSDA10.3Building 7 Floor Plans - Level 6 and Roof Level12SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.20221" = 20'-0"Building 7: Roof Plan1" = 20'-0"Building 7: Floor Plan Level 6 SPANDREL GLASS W/ ALUM.MULLION SYSTEMCFCECDCB.7CBCA.1METAL PANEL SUNSHADESTYPE 2 - BRONZE COLORCAHIGH PERFORMANCE VISION GLASS TYPE 1W/ ALUM. MULLION SYSTEMTERRA COTTA TILE(RANDOM PATTERN OF 3 TEXTURES)METAL LOUVERSTYPE 1 - BRONZE COLORTEXTURED ACCENTTERRA COTTA BANDMETAL PANEL CANOPYBRONZE COLORMETAL LOUVERSTYPE 2 - BRONZE COLORSPANDREL GLASS W/ ALUM.MULLION SYSTEM9METAL PANELBRONZE COLORVERTICAL METAL PANEL TRIMBRONZE COLORMETAL PANEL CANOPYBRONZE COLORTERRA COTTA TILE(RANDOM PATTERNOF 3 TEXTURES)TEXTURED ACCENTTERRA COTTA BANDMETAL LOUVERSTYPE 1 - BRONZE COLORMETAL SUNSHADESTYPE 1 - BRONZE COLORRIBBED METAL PANELTYPE 1 - BRONZE COLORRIBBED METAL PANELTYPE 2 - BRONZE COLORHIGH PERFORMANCE VISION GLASS TYPE 1W/ ALUM. MULLION SYSTEMHIGH PERFORMANCE SPANDREL GLASSW/ ALUM. MULLION SYSTEMHIGH PERFORMANCE VISION GLASS TYPE 2W/ ALUM. MULLION SYSTEMFLAT BAR RAILINGAT BALCONY876543Y4Y3Y2.9Y2Y1SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.20221" = 20'-0"North Elevation21" = 20'-0"West Elevation121Building 7 Exterior ElevationsA11 ABB.3DCEFC.2C.8E.7HIGH PERFORMANCE VISION GLASS TYPE 1W/ ALUM. MULLION SYSTEMHIGH PERFORMANCE SPANDREL GLASSW/ ALUM. MULLION SYSTEMRIBBED METAL PANELTYPE 1 - BRONZE COLORTERRA COTTA TILE(RANDOM PATTERN OF 3 TEXTURES)TEXTURED ACCENTTERRA COTTA BANDMETAL LOUVERSTYPE 1 - BRONZE COLORRIBBED METAL PANELTYPE 2 - BRONZE COLORMETAL PANEL SUNSHADESTYPE 2 - BRONZE COLOREXHAUST STACKSC.7METAL PANEL SUNSHADESTYPE 2 - BRONZE COLORSPANDREL GLASS W/ ALUM.MULLION SYSTEMHIGH PERFORMANCE VISION GLASS TYPE 1W/ ALUM. MULLION SYSTEMHIGH PERFORMANCE SPANDRELGLASS W/ ALUM. MULLION SYSTEM8769RIBBED METAL PANELTYPE 1 - BRONZE COLORRIBBED METAL PANELTYPE 2 - BRONZE COLORMETAL PANELBRONZE COLORTERRA COTTA TILE(PATTERN OF 3 TEXTURES)METAL LOUVERSTYPE 1 - BRONZE COLORVERTICAL METAL PANEL TRIMBRONZE COLORMETAL ROLL-UP DOORBRONZE COLORTEXTURED ACCENTTERRA COTTA BANDEXHAUST STACKS54321.11SCREEN FORCOOLING TOWERSOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.20221" = 20'-0"South Elevation21" = 20'-0"East Elevation1Building 7 Exterior ElevationsA11.121 PS-DB1B2B7ELECSTAIR 1ELEV.STAIR 2BIKEENCLOSUREMPOEFIRE PUMPRM.STORAGETRANSFORMER63'-0"63'-0"67'-0"193'-0"18'-0"29'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"29'-0"18'-0"328'-0"27'-0"18'-0"45'-0"ELEC. RM.UPSLOPE 5.5%18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 162' - 0 "2 STORYVOLUMELINE OFLEVEL 2ABOVE25'-0"27'-0"25'-0"25'-0"25'-0"B1 TRASHENCLOSUREGAG1GBGCGDG2G3G4G5G6G7G8G9G10G11G12G13G15G16G17X2X3G18XJXIXHXGXFXEXDXCXBXAG14X1FIRE COMMANDRM.ELEV. CTRL.RM.SCREEN WALL18'-0"29'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"29'-0"18'-0"328'-0"18'-0"29'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"29'-0"18'-0"328'-0"18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 162' - 0 "ELECSTAIR 1ELEV.STAIR 2UPDOWNSLOPE 5.5%SLOPE 5.51%OPENTOBELOW25'-0"25'-0" 25'-0" 25'-0"25'-0"15'-0"ONEWAY63'-0"63'-0"67'-0" 193'-0"LINE OFLEVEL 2ABOVE27'-0"18'-0"45'-0"GAG1GBGCGDG2G3G4G5G6G7G8G9G10G11G12G13G15G16G17X2X3G18XJXIXHXGXFXEXDXCXBXAG14X1LOCATION FORGRAPHICS(LEVELS 2-6)LOCATION FORGRAPHICS(LEVELS 2-6)18'-0"29'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"29'-0"18'-0"328'-0"18'-0"29'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"29'-0"18'-0"328'-0"18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 162' - 0 "STAIR 1ELEV.STAIR 2UPDOWNSLOPE 5.5%SLOPE 5.5%63'-0"63'-0"67'-0"193'-0"25'-0"25'-0"25'-0"25'-0"25'-0"27'-0"18'-0"45'-0"GAG1GBGCGDG2G3G4G5G6G7G8G9G10G11G12G13G15G16G17X2X3G18XJXIXHXGXFXEXDXCXBXAG14X1ELECLINE OFLEVEL BELOWLOCATION FORGRAPHICS(LEVELS 2-6)LOCATION FORGRAPHICS(LEVELS 2-6)18'-0"29'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"29'-0"18'-0"328'-0"18'-0"29'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"29'-0"18'-0"328'-0"18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 162' - 0 "STAIR 1ELEV.STAIR 2UPDOWNSLOPE 5.5%SLOPE 5.5%63'-0"63'-0"67'-0" 193'-0"25'-0"25'-0" 25'-0" 25'-0"25'-0"27'-0"18'-0"45'-0"GAG1GBGCGDG2G3G4G5G6G7G8G9G10G11G12G13G15G16G17X2X3G18XJXIXHXGXFXEXDXCXBXAG14X1ELECLOCATION FORGRAPHICS(LEVELS 2-6)LOCATION FORGRAPHICS(LEVELS 2-6)SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.20223Parking Structure D Floor Plans - Levels 1 to 4A12PS-D: Surface Level1PS-D: Level 22PS-D: Level 3PS-D: Level 44 PS-DB1B2B718'-0"29'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"29'-0"18'-0"328'-0"18'-0"29'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"29'-0"18'-0"328'-0"18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 162' - 0 "STAIR 1ELEV.STAIR 2UPDOWNSLOPE 5.5%SLOPE 5.5%63'-0"63'-0"67'-0"193'-0"25'-0"25'-0"25'-0"25'-0"25'-0"27'-0"18'-0"45'-0"GAG1GBGCGDG2G3G4G5G6G7G8G9G10G11G12G13G15G16G17X2X3G18XJXIXHXGXFXEXDXCXBXAG14X1ELECLOCATION FORGRAPHICS(LEVELS 2-6)LOCATION FORGRAPHICS(LEVELS 2-6)18'-0"29'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"18'-0"29'-0"18'-0"328'-0"18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 18' - 0 " 162' - 0 "STAIR 263'-0"63'-0"67'-0" 193'-0" 25'-0" 25'-0" 25'-0"25'-0"26'-0"27'-0"18'-0"45'-0"GAG1GBGCGDG2G3G4G5G6G7G8G9G10G11G12G13G15G16G17X2X3G18XJXIXHXGXFXEXDXCXBXAG14X1DOWNSLOPE 5.5%LOCATION FORGRAPHICS(LEVELS 2-6)LOCATION FORGRAPHICS(LEVELS 2-6)STAIR 1ELEV.PS-D: Level 51SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.2022Parking Structure D Floor Plans - Levels 5 and 6A12.1PS-D: Level 62 G2G3G4G5G6G7G8G9G10G11G12G13G14G15G16G17G18VISION AND SPANDREL GLASSIN CURTAIN WALL SYSTEMMETAL ACCENT FINSTERRA COTTA TILE,(RANDOM PATTERN OF 3 TEXTURES)ACCENT TEXTURED PAINTED CONCRETETO MATCH TERRA COTTAPANELS AT OFFICE BUILDINGSGARAGEENTRANCE/ EXITGARAGEENTRANCE/ EXITLIGHT GRAY TEXTUREDPAINTED CONCRETEDARK GRAY TEXTUREDPAINTED CONCRETEGREEN SCREENGRAY TEXTUREDPAINTED CONCRETEG1TERRA COTTA TILE,(RANDOM PATTERN OF 3 TEXTURES)XAXBXCXDXEXFXGXHXIXJACCENT TEXTURED PAINTED CONCRETETO MATCH TERRA COTTAPANELS AT OFFICE BUILDINGSPERFORATED METAL PANELS(COLOR TO MATCH PERFORATEDPANELS AT AMENITIES BUILDING)CABLERAILRIBBED PERFORATED METAL PANEL(RANDOM PATTERN OF 2 COLORS)LIGHT GRAY TEXTUREDPAINTED CONCRETEGREEN SCREENGDGCGBGATERRA COTTA TILE(RANDOM PATTERN OF3 TEXTURES)ACCENT TEXTURED PAINTED CONCRETETO MATCH TERRA COTTAPANELS AT OFFICE BUILDINGSLIGHT GRAY TEXTUREDPAINTED CONCRETEDARK GRAY TEXTUREDPAINTED CONCRETERIBBED PERFORATED METAL PANEL(RANDOM PATTERN OF 2 COLORS)CABLERAILPERFORATED METAL PANELS(COLOR TO MATCH PERFORATEDPANELS AT AMENITIES BUILDING)CMU WALL(RANDOM PATTERNOF 3 TEXTURES)2 STORY VOLUME FORBUILDING 1 LOADINGTRUCK TURNINGGRAY TEXTUREDPAINTED CONCRETEG15G14G13G12G11G10G9G8G7G6G5G4G3G1GRAY TEXTUREDPAINTED CONCRETEACCENT TEXTURED PAINTED CONCRETETO MATCH TERRA COTTAPANELS AT OFFICE BUILDINGSCABLERAILRIBBED PERFORATED METAL PANEL(RANDOM PATTERN OF 2 COLORS)LIGHT GRAY TEXTUREDPAINTED CONCRETEPERFORATED METAL PANELS(COLOR TO MATCH PERFORATED PANELS ATAMENITIES BUILDING)GREEN SCREENCMU WALL(RANDOM PATTERNOF 3 TEXTURES)LOCATION FORGRAPHICSDARK GRAY TEXTUREDPAINTED CONCRETEG2SERVICE SCREENWALLSOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.20221" = 20'-0"North Elevation11" = 20'-0"East Elevation31Parking Structure D Exterior ElevationsA1341" = 20'-0"South Elevation21" = 20'-0"West Elevation432 TYP.TYP.TYP.TYP.AA1ST FLOOR2ND FLOOR3RD FLOOR4TH FLOOR5TH FLOOR6TH FLOORROOFMETAL TRIMAROUND WINDOWMETAL PANEL SUNSHADESTYPE 2 - BRONZE COLOR13' CEILING11' CEILING, TYP.TERRA COTTA TILE(RANDOM PATTERN OF3 TEXTURES)BBLOBBYMETAL PANEL CANOPYBRONZE COLOR1ST FLOOR3RD FLOOR4TH FLOOR5TH FLOOR6TH FLOORROOF11' CEILING, TYP.CCTYP.METAL PANEL HORIZONTAL TRIMTYPE 1 - BRONZE METALMETAL PANEL SUNSHADESTYPE 2 - BRONZE METALTYP.TYP.TYP.1ST FLOOR2ND FLOOR3RD FLOOR4TH FLOOR5TH FLOOR6TH FLOORROOF13' CEILING11' CEILING, TYP.TYP.TERRA COTTA TILE(RANDOM PATTERN OF3 TEXTURES)RIBBED METAL PANELTYPE 2 - BRONZE COLORSOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.2022Typical wall section A-A1Typical wall section B-B2Typical wall section C-C3Typical Wall Sections Buildings 1 and 7A14AACBBCB1B7AABBCC AA2ND LEVEL3RD LEVELROOF1ST LEVELMETAL PANELTYPE 2 - GRAY COLORSTEEL STRUCTURE W/RETRACTIBLE FABRI CANOPYPAINTED STEEL CANOPY W/STANDING SEAM ROOF2ND LEVEL3RD LEVELROOF1ST LEVELBBPAINTED STEEL CANOPY W/STANDING SEAM ROOFMETAL LOUVERSTYPE 2 - BRONZE COLORTERRA COTTA TILE(RANDOM PATTERN OF3 TEXTURES)CC2ND LEVEL3RD LEVELROOF1ST LEVELTERRA COTTA TILE(RANDOM PATTERN OF3 TEXTURES)RIBBED METAL PANEL(RANDOM PATTERN OF 2 COLORS)RIBBED METAL PANELTYPE 1 - BRONZE COLORRIBBED METAL PANELTYPE 2 - BRONZE COLORPERFORATED METAL PANEL(2 COLORS)SOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.2022Typical wall section A-A1Typical wall section B-B2Typical wall section C-C3Typical Wall Sections Building 2A14.1AACCBB METAL PARAPET CAPCMU (RANDOM PATTERNOF 3 TEXTURES)PS-DB1B2B7METAL PARAPET CAPGREENSCREENPANELCMU (RANDOM PATTERNOF 3 TEXTURES)2x METAL TUBE(BRONZE COLOR TOMATCH BLDG)BUILDING 1FIRE PUMPGENERATORENCLOSUREBUILDING 1METAL PARAPET CAPCMU (RANDOM PATTERNOF 3 TEXTURES)METAL LOUVERSCMU (RANDOM PATTERNOF 3 TEXTURES)GREENSCREEN PANELMETAL PARAPET CAP2x METAL TUBE(BRONZE COLOR TOMATCH BLDG)METAL PARAPET CAPCMU (RANDOM PATTERNOF 3 TEXTURES)GREENSCREENPANEL2x METAL TUBE(BRONZE COLOR TOMATCH BLDG)BUILDING 1TRASHENCLOSUREPARKING STRUCTURE DSOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.2022Building 1: Service Yard Enlarged Plan1Building 1 Service Yard Plan and ElevationsA1536Building 1: Service Yard East Elevation4Building 1: Service Yard West Elevation3Building 1: Service Yard North Elevation554Building 1: Service Yard South Elevation6Building 1: Service Yard Section AA7AABuilding 1: Trash Enclosure Enlarged Plan2 PS-DB1B2B7CMU (RANDOMPATTERN OF 3TEXTURES)METALPARAPETCAPMETAL PARAPET CAP2x METAL TUBE(BRONZE COLOR TO MATCH BLDG)GREENSCREEN PANELLOUVERED GATECMU (RANDOM PATTERN OF3 TEXTURES)TRASHENCLOSUREGENERATORENCLOSUREBUILDING 7FIRE PUMPMETAL PARAPET CAPMETAL LOUVERSCMU (RANDOM PATTERN OF3 TEXTURES)METAL PARAPET CAPGREENSCREEN PANELCMU (RANDOM PATTERN OF3 TEXTURES)BUILDING 7GREENSCREEN PANELCMU (RANDOM PATTERN OF3 TEXTURES)2x METAL TUBE(BRONZE COLOR TO MATCH BLDG)METALPARAPET CAPSOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.2022Building 7: Service Yard Enlarged Plan1Building 7 Service Yard Plan and ElevationsA16Building 7: Service Yard East Elevation3Building 7: Service Yard North Elevation65346ABuilding 7: Service Yard West Elevation4Building 7: Section AA2ABuilding 7: Service Yard South Elevation5 BALEDCARDBOARDBALEDCARDBOARD2 CYCOMPOSTBINLOOSERECYCLE4 CY BINRECYCLEPAPER4 CYBINWASTE4 CYBINWASTECOMPACTORCOMPOSTCOMPACTORCARDBOARDBALERRECYCLE PAPERCOMPACTORPS-DB1B2B7BALEDCARDBOARDRECYCLE3 CY BINRECYCLECOMPACTORCOMPOST2 CY BINCARDBOARD BALERWASTE4 CY BINRECYCLEPAPER4 CY BINRECYCLECOMPACTORWASTECOMPACTORBALEDCARDBOARDRECYCLEPAPER4 CYBINWASTE4 CYBIN1/2 CY CART1/2 CY CARTCARDBOARDBALERCOMPOST3 CYBINRECYCLE3 CY BINRECYCLECOMPACTORBALEDCARDBOARDBALEDCARDBOARDSOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.2022Building 1: Trash Enclosure Plan1Enlarged Trash Enclosure PlansA17Building 2: Trash Enclosure Plan2Building 7: Trash Enclosure Plan3312 MATCHLINESEESHEETC2.2 MATCHLINESEESHEETC2.1MATCH LINE SEE SHEET C2.3 MATCH LINE SEE SHEET C2.2 MATCHLINESEESHEETC4.2 MATCHLINESEESHEETC4.1 MATCHLINESEESHEETC5.2 MATCHLINESEESHEETC5.1 TYPE 2 BIORETENTION AREATYPE 1 BIORETENTION AREA DRAINAGE AREA DESIGNATION PROPOSED IMPERVIOUS DRAINAGE AREA (SF) TREATMENT METHOD PONDING DEPTH (INCHES) REQUIRED TREATMENT AREA (SF) PROVIDED TREATMENT AREA (SF) EXCESS TREATMENT AREA (SF) TREATMENT AREA DESIGNATION R-1 55,126 Bioretention Area 6 1,654 1,877 223 T2 P-1 8,352 Bioretention Area 6 251 687 436 T1 P-2 3,355 Bioretention Area 6 101 436 336 T1 R-2 27,020 Bioretention Area 6 811 918 107 T8 P-3 11,722 Bioretention Area 6 352 382 31 T3 R-3 33,775 Bioretention Area 6 1,013 1,071 58 T5 R-4 10,544 Bioretention Area 6 316 937 621 T10 P-4 4,858 Self-Retaining 6 2,429 --- R-5 15,831 Bioretention Area 6 475 621 146 T10 P-5 1,884 Self-Retaining 6 942 --- R-6 21,108 Bioretention Area 6 633 642 8 T11 P-6 1,813 Self-Retaining 6 906 --- R-7 13,576 Bioretention Area 6 407 438 31 T12 P-7 4,102 Self-Retaining N/A 2,051 --- R-8 6,788 Bioretention Area 6 204 239 35 T14 P-8 5,669 Self-Retaining N/A 2,835 --- R-9 40,730 Bioretention Area 6 1,222 1,803 581 T13 P-9 11,757 Bioretention Area 6 353 1,290 937 T10 P-10 10,956 Bioretention Area 6 329 330 1 T7 P-11 4,848 Self-Retaining N/A 2,424 --- P-12 346 Self-Retaining N/A 173 --- P-13 1,025 Self-Retaining N/A 513 --- R-14 5,531 Bioretention Area 6 166 262 96 T4 P-14 20,282 Bioretention Area 6 608 1,250 642 T11 P-15 8,026 Bioretention Area 6 241 679 438 T12 RW-1 29,691 Bioretention Area 6 1,188 1,347 159 T16 RW-2 115,656 Bioretention Area 6 4,626 4,668 42 T11 RW-3 21,223 In-lieu by RW-3 N/A 849 1,347 498 T16 STORMWATER TREATMENT TABLE LLDNLBldg 1318,380 sf6 stories+26 FFBldg 7296,620 sf6 stories+24 FFBldg 2 - Amenities69,710 sf1 story above 2 level parking+28 FFMOBILITY HUBRIDE SHAREPSDS+5 levels+23.5 FFSOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.2022KEY NOTES:SOUTHLINE PLAZALOBBY PLAZAGRAND STAIRSGENERAL NOTES:FIRE LANESERVICE AREACOMMUNITY PICNIC AREACOMMUNITY KIDS PLAY AREAL1CONCEPTUAL LANDSCAPE PLANPROPOSED TREE LISTREFER TO GRAPHIC PACKAGE FOR ADDITIONAL IMAGERY AND ALL STREET SECTIONS.SHEET NOTES:DOL L A R A V E N U E N. LINDEN AVENUETANFORAN AVENUEMAPLE AVENUE STORMWATER DEMONSTRATION GARDENBIORETENTION AREABIORETENTION AREANEW ROADTANFORAN AVENUEGAMING AREA W/ SHADE SAIL STRUCTUREN. LINDEN AVENUENEW ROADHUNTINGTON AVE.HUNTINGTON AVE. UPSOUTHLINEC 2022Project Number: 10154.001Phase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.2022SOUTHLINE PLAZA AND PROJECT FRONTAGE ENLARGEMENT PLANL2.2KEY NOTES:GRAND STAIRS W/ BANDING EXTEND INTO LANDSCAPESOUTHLINE PLAZAPUBLIC SIDEWALKBIKE LANEPUBLIC CROSSWALKOUTDOOR DINING, TYP.LANDSCAPE STRIPENEW ROADCONCRETE SEAT WALL W/ WOOD BENCHSHRUB & GROUNDCOVERSHEET NOTES:BLDG 2 - AmenitiesSERVICE AREABIORETENTION AREAFUTURE MONUMENT SIGNAGE W/ ENHANCED LANDSCAPE PALETTETREE GRATE, TYP.REFER TO GRAPHIC PACKAGE FOR ADDITIONAL IMAGERY AND ALL STREET SECTIONS.BIORETENTION AREATANFORAN AVEHUNTINGTON AVE.MAPLE AVE. ACER BUERGERIANUM SUMMER MAGNOLIA SOULANGEANA ACCENT - SUMMER MAGNOLIA SOULANGEANA ACCENT - SPRING CERCIS OCCIDENTALIS ACCENT ARBUTUS ‘MARINA’ EVERGREEN | ACCENT GINKGO BILOBA ‘PRINCETON SENTRY’ SUMMER GINKGO BILOBA ‘PRINCETON SENTRY’ FALL LOPHOSTEMON CONFERTUS STREET TREE | EVERGREEN | SCREEN PINUS CANARIENSIS EVERGREEN | SCREEN ULMUS PARVIFOLIA CANOPY | SEMI-EVERGREEN POPULUS FREMONTII CANOPY EUCALYPTUS CITRIODORA SCREEN PHORMIUM ‘JUBILEE’ RHAMNUS CALIFORNICA RHAMNUS ALATERNUS ACHILLEA MILLEFOLIUM CEANOTHUS G. H. ‘DIAMOND HEIGHT’CEANOTHUS G. H. ‘YANKEE POINT’ROSA ‘FLOWER CARPET’ COLEONEMA PULCHRUM CORREA SPECIES DIETES BICOLOR HEMEROCALLIS SPECIES PHORMIUM ‘DARK DELIGHT’ CALAMAGROSTIS A. ‘KARL FOERSTER’CALAMAGROSTIS BRACHYTRICHA CAREX TUMULICOLA CHONDROPETALUM TECTORUM JUNCUS PATENS LEYMUS C. ‘CANYON PRINCE’BIORETENTION PLANTING TREE PALETTE SHRUB AND GROUNDCOVER PALETTE MISCANTHUS S. ‘ADAGIO’ MUHLENBERGIA CAPILLARIS PENNISETUM RUBRUM DISTICTIS BUCCINATORIA TRACHELOSPERMUM JASMINOIDES OLEA EUROPAEA ‘SWAN HILL’ EVERGREEN | ACCENT ACER BUERGERIANUM FALL CONCRETE PAVING MOVABLE TABLES & CHAIRS OPTION BENCH BIKE RACKSMOVABLE TABLES & CHAIRS OPTION PICNIC TABLE CONCRETE UNIT PAVERS DG PAVING PAVING PALETTE RETAIL AND LOBBY PLAZA FURNITURE VEGGIE GARDEN COMMUNITY GARDEN FURNITURE CONCRETE SEAT WALL W/ WOOD BENCH CONCRETE WALL W/ STAGGERED BOARD FORM FINISH PRE-FAB TRANSIT HUB SHELTER RAISED PLANTER WIRE MESH FENCE UPFOOD SERVICESTAIR 1102STAIR 1VEST.101241 SFFC ROOM123WOMEN105MEN106STAIR 3111DW PUMPROOM116OPENOFFICE124STAIR 2108IDF113IDF104ELEC. RM103STAIR 3VEST.110JANITOR107GENERATORENCLOSURE1S102ELEV.BELEV.ALOBBY100ELEV.EELEV.CELEV.DELECTRICALSUBSTATION120PGE119EMERGENCYELECTRICAL118MPOE117FIRE WATERPUMP1S103STAIR 2VEST.109ELEC. RM112ELEVATORCONTROLROOM114LOADINGDOCK115AHU126LOADINGDOCK125ELECTRANSFORMERRM123PG&E ELECRM104WATERPUMP RM108ELEC GENSWITCHBOARD RM124ELEC.117MPOE112ELEVCTR RM.126IDF116STAIR 3VEST114STAIR 3113STAIR 1VEST103STAIR 1102LOBBY100ELEC109MEN'SRESTROOM140WOMEN'SRESTROOM135WOMEN'SSHOWER131MEN'SSHOWER141FIRECOMMANDRM107STAIR 2110ELEV AELEV BELEV DELEV CELEV AELEV BELEV DELEV CELEV AELEV BELEV DELEV CGENERATORENCLOSURE120FIRE PUMPROOM118OPENOFFICE101STAIR 2VEST.111AHU ROOM150TRASHENCLOSURE121FIRE TANK ROOMBELOWIDF105FUTUREGENERATORENCLOSURE706EBldg 1318,380 sf6 stories+26 FFBldg 7296,620 sf6 stories+24 FFBldg 2 - Amenities69,710 sf1 story above 2 level parking+28 FFMOBILITY HUBRIDE SHAREPSDS+5 levels+23.5 FFTANFORAN AVE.TANFORAN AVE.DOL L A R A V E . DOLLAR AVE.NEW ROADNEW ROAD N. LINDEN AVE.N. LINDEN AVE.S. MAPLE AVE.HUNTINGTON AVE.HUNTINGTON AVE.HUNTINGTON AVE.UPFOOD SERVICESTAIR 1102STAIR 1VEST.101241 SFFC ROOM123WOMEN105MEN106STAIR 3111DW PUMPROOM116OPENOFFICE124STAIR 2108IDF113IDF104ELEC. RM103STAIR 3VEST.110JANITOR107GENERATORENCLOSURE1S102ELEV.BELEV.ALOBBY100ELEV.EELEV.CELEV.DELECTRICALSUBSTATION120PGE119EMERGENCYELECTRICAL118MPOE117FIRE WATERPUMP1S103STAIR 2VEST.109ELEC. RM112ELEVATORCONTROLROOM114LOADINGDOCK115AHU126LOADINGDOCK125ELECTRANSFORMERRM123PG&E ELECRM104WATERPUMP RM108ELEC GENSWITCHBOARD RM124ELEC.117MPOE112ELEVCTR RM.126IDF116STAIR 3VEST114STAIR 3113STAIR 1VEST103STAIR 1102LOBBY100ELEC109MEN'SRESTROOM140WOMEN'SRESTROOM135WOMEN'SSHOWER131MEN'SSHOWER141FIRECOMMANDRM107STAIR 2110ELEV AELEV BELEV DELEV CELEV AELEV BELEV DELEV CELEV AELEV BELEV DELEV CGENERATORENCLOSURE120FIRE PUMPROOM118OPENOFFICE101STAIR 2VEST.111AHU ROOM150TRASHENCLOSURE121FIRE TANK ROOMBELOWIDF105FUTUREGENERATORENCLOSURE706EBldg 1318,380 sf6 stories+26 FFBldg 7296,620 sf6 stories+24 FFBldg 2 - Amenities69,710 sf1 story above 2 level parking+28 FFMOBILITY HUBRIDE SHAREPSDS+5 levels+23.5 FFTANFORAN AVE.TANFORAN AVE.DOL L A R A V E . DOLLAR AVE.NEW ROADNEW ROAD N. LINDEN AVE.N. LINDEN AVE.S. MAPLE AVE.HUNTINGTON AVE.HUNTINGTON AVE.HUNTINGTON AVE.C 2022Project Number: 10154.001LIGHTING SHEETTILING PLANE1.0E1.1/ AREA 1E1.2/ AREA 2E1.3/ AREA 3SOUTHLINEPhase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.2022 UPFOOD SERVICEGENERATORENCLOSURE1S102FIRE WATERPUMP1S103Bldg 2 - Amenities69,710 sf1 story above 2 level parking+28 FFTANFORAN AVE.NEW ROAD S. MAPL E A V E . HUNTINGT O N A V E .HUNTINGTON AVE.UPFOOD SERVICEGENERATORENCLOSURE1S102FIRE WATERPUMP1S103Bldg 2 - Amenities69,710 sf1 story above 2 level parking+28 FFTANFORAN AVE.NEW ROAD S. MAPL E A V E . HUNTINGT O N A V E .HUNTINGTON AVE.E13E3E3E1E1E1E1E1E1E1E1E1E1E1E1E1E1E4 (x3)E13E13E13E13E1E1E8E8E8E8E3E3E1E1R1R1R1R1R1R1R1R1R1R1R1E1E1E3E3E15E15E15E15E15E15E15E15E15E15E15E15E2E11 (x10)E11(x4)E11(x4)E11 (x16)E2E2E2E2E2E2E2E2E2E10E10E10E10E10E10E10E10E10E10E10E10E10E10E10E10E10E10E10E10E10E10E2E2E2E2E2E2E10E10E10E10E10E10E10E10E10E10E10E10E9E9E10E10E2E2E2E2E2E2E2E2E2E2E2E2E2E2E9E9E9E9E13E14E14E14E14E3E8E8E8E8C 2022Project Number: 10154.001SITE LIGHTING PLANAREA 1E1.1SEE SHEET E1.2SOUTHLINEPhase 1 Precise PlanSubmittal #1 11.01.2019Re-Submittal #2 05.18.2020 Re-Submittal #3 02.08.2021Re-Submittal #4 03.01.2022Re-Submittal #5 05.06.2022 ERIC A. GIROD PRINCIPAL BKF ENGINEERS DATE BKFENGINEERS4670WILLOWROADSUITE250PLEASANTON,CA94588(925)396-7700www.bkf.com”“ ” VESTING TENTATIVE TRACT MAP SOUTHLINE A PHASED SUBDIVISION PROJECT CITY OF SOUTH SAN FRANCISCO, SAN MATEO COUNTY, CALIFORNIA 05/13/22 BKFENGINEERS4670WILLOWROADSUITE250PLEASANTON,CA94588(925)396-7700www.bkf.com BKFENGINEERS4670WILLOWROADSUITE250PLEASANTON,CA94588(925)396-7700www.bkf.com BKFENGINEERS4670WILLOWROADSUITE250PLEASANTON,CA94588(925)396-7700www.bkf.com BKFENGINEERS4670WILLOWROADSUITE250PLEASANTON,CA94588(925)396-7700www.bkf.com BKFENGINEERS4670WILLOWROADSUITE250PLEASANTON,CA94588(925)396-7700www.bkf.com BKFENGINEERS4670WILLOWROADSUITE250PLEASANTON,CA94588(925)396-7700www.bkf.comMATCH LINE SEE SHEET TM-8 MATCH LINE SEE SHEET TM-9 BKFENGINEERS4670WILLOWROADSUITE250PLEASANTON,CA94588(925)396-7700www.bkf.comMATCHLINESEESHEETTM-9MATCH LINE SEE SHEET TM-7 BKFENGINEERS4670WILLOWROADSUITE250PLEASANTON,CA94588(925)396-7700www.bkf.comMATCHLINESEESHEETTM-8MATCH LINE SEE SHEET TM-7 BKFENGINEERS4670WILLOWROADSUITE250PLEASANTON,CA94588(925)396-7700www.bkf.com MATCH LINE SEE SHEET TM-22 MATCH LINE SEE SHEET TM-23 BKFENGINEERS4670WILLOWROADSUITE250PLEASANTON,CA94588(925)396-7700www.bkf.com MATCHLINESEESHEETTM-23MATCH LINE SEE SHEET TM-21 BKFENGINEERS4670WILLOWROADSUITE250PLEASANTON,CA94588(925)396-7700www.bkf.com MATCHLINESEESHEETTM-22MATCH LINE SEE SHEET TM-21 BKFENGINEERS4670WILLOWROADSUITE250PLEASANTON,CA94588(925)396-7700www.bkf.com SOUTHLINE Transportation Demand Management Plan May 2022 1 TABLE OF CONTENTS 1. Introduction .............................................................................. 2 2. Project Description .................................................................... 4 2.1 Southline Mobility and Circulation Improvements .......... 4 2.2 Phase 1 Precise Plan ......................................................... 5 3. Project Setting........................................................................... 2 3.1 Existing Transit Connections ............................................ 2 3.2 Existing Bicycle and Pedestrian Connections ................... 5 3.3 Existing Auto Connections ................................................ 6 4. Transportation Demand Management Program.......................... 8 4.1 Project Trip Generation .................................................... 8 4.2 List of Southline TDM Measures for Phase 1 .................10 4.3 Potential Additional Measures .......................................11 4.4 Estimated C/CAG Trip Credit Calculations......................11 5. Monitoring and Enforcement ...................................................15 Appendix: C/CAG Checklist ..........................................................16 Rendering of Southline amenities building and adjacent pedestrian environment 2 1. INTRODUCTION This report presents a Transportation Demand Management (“TDM”) Plan for the Southline Specific Plan project (also referred to herein as the “Project”), a transit-oriented commercial campus located in the City of South San Francisco (“City”), California, further described in Part 2 below. The Project would incorporate a TDM plan pursuant to the City’s Municipal Code Chapter 20.400, Transportation Demand Management, (“TDM Ordinance”) which contains the City’s TDM requirements, as well as City/County Association of Government of San Mateo (“C/CAG”) Land Use Guide Policy. The TDM requirements apply to all non-residential development expected to generate 100 or more average daily trips. The City of South San Francisco TDM Ordinance strives to accomplish the following goals:  Reduce the amount of traffic generated by new nonresidential development.  Ensure that expected increases in traffic resulting from growth in employment opportunities in the City of South San Francisco will be adequately mitigated.  Reduce drive-alone commute trips during peak traffic periods by using a combination of services, incentives, and facilities.  Promote the more efficient utilization of existing transportation facilities and ensure that new developments are designed in ways to maximize the potential for alternative transportation usage.  Establish an ongoing monitoring and enforcement program to ensure that the desired alternative mode use percentages are achieved. This Southline TDM Plan identifies TDM measures that will achieve a 45 percent alternative mode use as specified by the City of South San Francisco’s TDM Ordinance, as required for comparable projects requesting a floor area ratio up to 2.5. Given the Project’s optimal access to public transit options and the robust TDM program proposed, it is anticipated that the Project will meet this TDM goal. As further described in Section 4, this Southline TDM Plan is intended to serve as the TDM Plan for the Phase 1 development as set forth under the Phase 1 Precise Plan, the first Precise Plan to be processed under the Southline Specific Plan. This Southline TDM Plan also includes conceptual TDM measures anticipated to be utilized for the buildout of the Southline Specific Plan area. For both Phase 1 and any future phases of development within the Southline Specific Plan area, the list of TDM measures included in this Southline TDM Plan will be further refined and finalized in 3 connection with the building permit process as further described in Part 4 below. This Southline TDM Plan identifies a set of strategies, measures, and incentives to encourage future Southline campus employees and visitors to walk, bicycle, ride transit, or carpool when commuting to and from work. In order to accomplish this goal, this plan presents a range of proven strategies and measures used across the Bay Area under a flexible implementation plan that can meet the needs of the future Southline tenants and visitors. This Southline TDM Plan also satisfies TDM guidelines by the City/County Association of Governments of San Mateo County (“C/CAG”), the Congestion Management Agency for San Mateo County. C/CAG guidelines require developments that generate 100 or more peak hour trips to implement feasible mitigation for the new peak hour trips generated by the project by selecting one or more of the options listed in the attached C/CAG TDM checklist appendix. Train platform at the San Bruno BART Station 4 2. PROJECT DESCRIPTION The Southline project, as set forth in the Southline Specific Plan, is a proposed transit-oriented office/R&D development (“TOD”) located on approximately 28.5 acres located in South San Francisco adjacent to the San Bruno BART Station. The Southline Specific Plan allows for development of up to 2.8 million square feet (approximately 2.4 FAR), and would include development of various commercial office/R&D buildings and one amenity building featuring ground-floor amenity uses accessible to the public, in addition to tenant-only amenity facilities such as a fitness center and meeting rooms, all of which contribute towards creating an integrated TOD commercial campus. The Southline project is anticipated to be developed in phases over time. Development within the Southline Specific Plan area will be implemented through review and approval of Precise Plans. 2.1 Southline Mobility and Circulation Improvements The Project proposes several improvements in the surrounding transportation network to accommodate increased development capacity of the Project site, create improved connectivity and circulation for the surrounding community, improve access to public transportation and pedestrian and bicyclist safety, and to carry out transportation and circulation policies under the South San Francisco General Plan. These proposed improvements include new streets connection and circulation improvements; modifications to pedestrian and bicycle facilities, as well as SamTrans bus circulation to improve BART station access; neighborhood traffic calming; and compatibility with a future grade separation of Caltrain. Notably, a major circulation feature to be implemented within the Southline Specific Plan area is development of a new roadway (provisionally named Southline Avenue for the purpose of the Southline Specific Plan) that is envisioned to be constructed west to east through the Specific Plan area between Huntington and South Linden Avenues. A full description of the proposed on-site and off-site mobility and circulation improvements is provided in the Southline Specific Plan. It is anticipated that these improvements would complement the TDM plan implemented for the Project and would further contribute to alternative mode usage. Due to the Project’s proximity to BART and Caltrain and based on the robust TDM measures proposed in this plan, the Project proposes a parking supply of up to approximately 4,305 total parking spaces for a parking ratio range of up to 1.65 striped spaces per 1,000 square feet of commercial use, with an option to incorporate valet parking programs permitted up to 2.0 spaces per 1,000 square feet of commercial use within that range upon staff review and approval, based on type of use and employee density as set forth in the Southline Specific Plan. These on-site parking ratios represent a reduction of over35 percent from the on-site parking requirements 5 under the South San Francisco Municipal Code for comparable projects. Vehicle access to the campus is provided via driveways on Southline Avenue, South Maple Avenue, South Linden Avenue, and Dollar Avenue. The Project is consistent with the City’s policies of promoting alternatives to automobile transportation to further the City’s transportation objectives by emphasizing linkages, TDM, and bicycle and pedestrian access and ease of movement between buildings, and providing connection to transit. 2.2 Phase 1 Precise Plan Phase 1, the first Precise Plan to be processed under the Southline Specific Plan, includes construction of the new Southline Avenue east– west connection road and the following development, generally located south of the new road: two new office buildings (Buildings 1 and 7 as shown on Figure 1 below), with a total building area of up to 615,000 square feet; the three-story, 69,710-square foot amenities building (Building 2); approximately 1,095 parking spaces in a combination of structured parking in Parking Structure D (PsD), above- grade parking located within the Amenities Building, and surface parking within the Phase 1 area; and landscaping and open space amenities. Phase 1 also includes most of the proposed on-site and off- site infrastructure, roadway, and pedestrian improvements within the off-site improvement areas. Table 1: Southline Project Description Land Use(s) Phase 1 Building Area (Square Feet) Total Buildout Building Area (Square Feet) Office/R&D 615,000 2,730,290 Amenities 69,710 69,710 Total 684,710 2,800,000 NOTE: The Specific Plan allows for development of the commercial campus with a range of office and R&D uses; however, to provide for a conservative analysis, this Preliminary TDM Plan assumes 100% office build-out scenario given that this use generates a higher development intensity and resulting higher employee density as compared to an R&D buildout scenario. 0 Figure 1: Conceptual Southline Site Plan (Office Buildout) NOTE: Areas shown outside of the Specific Plan area may be subject to separate review by other agencies. 1 Figure 2: Southline and Surrounding Context,Including Nearby BART and Caltrain Stations and Freeways, and Land Uses 2 3.PROJECT SETTING Southline is located in South San Francisco’s Lindenville district near the City’s border with San Bruno. The campus is directly served by commuter rail and bus service, a Class I multi-use trail, and three freeways.San Francisco International Airport is approximately two miles from the campus. 3.1 Existing Transit Connections Southline is located across Huntington Avenue from the San Bruno BART Station. BART’s Red and Yellow Lines connect the station with San Francisco, Millbrae, San Francisco Airport (SFO),and the East Bay, while five SamTrans bus lines serve destinations in San Mateo County. During peak periods, before disruption caused by the novel coronavirus (COVID-19)pandemic, the station was served by eight BART trains per hour, per direction and 12 SamTrans buses per hour, per direction. On a typical weekday, approximately 3,700 BART passengers and 900 SamTrans passengers use the San Bruno BART Station as well as SamTrans bus stops along Sneath Lane near Huntington Avenue. Additional transit connection information is summarized in Table 2. It should be noted that Table 2 includes peak period frequency based on typical schedules in effect prior to the reduced scheduled trigged by COVID-19. Southline is also located approximately ¾ mile from the San Bruno Caltrain Station and one mile from the South San Francisco Caltrain Station. Caltrain connects San Francisco, the Peninsula, and the South Bay. Combined, the South San Francisco and San Bruno Caltrain stations serve about 1,200 passengers on a typical weekday. Both stations are expected to see increased service by 2024 upon completion of the Peninsula Corridor Electrification Project, which will increase Caltrain service to six trains per hour per direction during the peak periods. The San Bruno BART Station is within 0.25 miles of a significant portion of the Southline Specific Plan area and within 0.5 miles of the entire Southline Specific Plan area. 3 Table 2: Southline Transit Connections Transit Line Destinations Peak Period Frequency1 BART Red Line Richmond to Millbrae 15 Minutes BART Yellow Line Antioch to SFO International Airport 15 Minutes Caltrain San Francisco to San Jose/Gilroy via South San Francisco and/or San Bruno Stations Varies by station and direction SamTrans ECR Bus Palo Alto Transit Center to Daly City BART via El Camino Real 12 minutes SamTrans ECR Rapid Bus Redwood City Transit Center to Daly City BART via El Camino Real 20 minutes SamTrans 140 Bus West Manor/Palmetto to SFO International Airport via San Bruno BART 60 Minutes SamTrans 141 Bus Shelter Creek to Downtown SSF via San Bruno BART 30 minutes SamTrans 398 Bus Redwood City Transit Center to San Francisco via US Highway 101 60 minutes 1Frequency based on pre-COVID schedule Table 3: Sample Travel Times to San Bruno BART Station BART Station Travel Time 24th Street Mission 19 Minutes Montgomery 26 Minutes 19th Street Oakland 41 Minutes Caltrain’s modernization is expected to increase service levels at South San Francisco and San Bruno Stations. Southline would include shuttle service connecting to Caltrain. 4 Increasing BART Ridership at San Bruno Station Southline’s proximity to the San Bruno BART Station presents an opportunity to increase reverse-commute ridership along the Peninsula, as well as fulfill BART’s Transit Oriented Development (TOD) policy by emphasizing increasing ridership at locations where the system has capacity to grow including San Bruno Station. In 2019, a total of 3.5 million (over 75%) of Peninsula BART trips traveled northbound to San Francisco and other locations during the morning commute period, while a total of 1.1 million (25%) traveled in the southbound direction. During the evening the reverse distribution is observed with a total of 3.5 million (70%) of Peninsula BART trips traveling in the southbound direction and a total of 1.5 million (30%) in the northbound direction. As shown in Figure 3, San Bruno Station experiences a similar tend whereby 77% trips are entering the station in the mornings and 70% trips are exiting the station in the evenings. Compared with other BART stations, San Bruno has an approximate average daily ridership of 3,700 which is less than the average systemwide station ridership of 8,800. Figure 3: BART Entries and Exits at San Bruno Station (2019) 0 200 400 600 800 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23Passengers per HourTime of Day Entries Exits 5 3.2 Existing Bicycle and Pedestrian Connections Southline is located along the Centennial Way Trail, a two-mile multi- use path in South San Francisco. The cities of Colma and San Bruno are studying extensions of the Centennial Way Trail to connect to Daly City to the north and downtown San Bruno to the south, respectively. Bike lanes along Sneath Lane intersect with Southline and provide access to San Bruno to the west. Pedestrian activity near Southline is concentrated along the Centennial Way Trail and around the San Bruno BART Station. The Tanforan Mall and San Bruno Towne Center offer a range of dining, entertainment, and retail activities within a five-minute walk of Southline. Pedestrian and bicycle access around the San Bruno BART Station exhibits room for improvement; as described in Section 2 above, the Southline Specific Plan proposes such access improvements. The San Bruno BART Station is currently surrounded by an auto-oriented environment characterized by narrow sidewalks, missing crosswalks, high-speed auto traffic, and gaps in bicycle facilities. The Centennial Way Trail does not directly connect to the station; bicyclists typically ride along the sidewalk. The Centennial Way Trail runs above the BART tunnel inSouth San Francisco, but does not presently connect to San Bruno Station. 6 3.3 Existing Auto Connections Southline is situated near the US-101, I-280, and I-380 freeways, as well as El Camino Real (State Route 82). The Southline Specific Plan area is served by six freeway interchanges within 1.5 miles of the Project site, including: I-380/El Camino Real, US-101/Grand Avenue, US-101/Produce Avenue/South Airport Boulevard, US-101/San Bruno Avenue, I-280/Sneath Lane, and I-280/San Bruno Avenue. Existing site access is provided via Sneath Lane, Huntington Avenue, Maple Avenue, Dollar Avenue, and South Linden Avenue. There are three major auto infrastructure projects planned near the Southline Specific Plan area that are unrelated to the Southline Specific Plan: The US-101 Express Lanes project will add high occupancy toll lanes (carpool lanes with an option for single occupancy vehicles to pay a toll) along US-101 between Redwood City and I-380. Extensions are planned into San Francisco and Santa Clara Counties. The US-101/Produce Avenue Interchange Project would extend Utah Avenue across US-101 and reconfigure southbound ramps at Produce Avenue. The South Linden Grade Separation Project would replace the existing at-grade rail crossing of Caltrain with grade separated crossing While there is presently no street connection between the Southline Specific Plan area and Sneath Lane, the South San Francisco General Plan identifies a street extension through the site to South Linden Avenue, connecting to the extension of Utah Avenue, as shown in Figure 4.As discussed in Part 2 above, the Southline Specific Plan proposes development of Southline Avenue, which would establish this west-east connection as contemplated under the South San Francisco General Plan. Figure 4: Excerpt of SSF General Plan Figure 4-2 Street Improvement showing Southline Avenue Proposed Extension Southline Avenue Proposed Extension 7 Employee Commute Mode Shares near Transit Figure 5 illustrates average employee commute mode share for San Mateo County and the cities of South San Francisco and San Bruno. As shown, approximately 70% of employees commute by single occupant automobile. However, Southline is expected to have a lower number of employees driving alone due to its proximity to transit and robust TDM plan. This assumption is based on mode share for downtown areas such as Redwood City, Palo Alto, and Berkeley, which have comparable employment centers close to transit. In these areas, approximately 45-55% of employees drive alone, which are lower than the number of employees that drive alone in South San Francisco and San Bruno. Data showing that employment centers in close proximity to transit generate reduced rates of single-occupancy vehicle trips is also supported by studies from the California Air Pollution Control Officers Association, UC Davis, the Environmental Protection Agency, and the Federal Transit Administration. Figure 5: Employee Commute Mode Shares near Transit Citations: Redwood City Moves Plan, 2018; Palo Alto TMA Annual Report, City of Palo Alto, 2019; US Census Transportation Planning Products, 2012-2016 American Community Survey; Quantifying Greenhouse Gas Mitigation Measures, California Air Pollution Control Officers Association, 2010; Traffic Generated by Mixed-Use Developments – A Six-Region Study Using Consistent Built Environmental Measures, Ewing et al., ASCE Journal of Urban Planning and Development, 2011; Smart Growth Trip Generation Rates Study, Handy et. al., 2013, University of California, Davis for the California Department of Transportation.; TCRP Report 128 - Effects of TOD on Housing, Parking, and Travel, Cervero et. al., 2008, Transportation Research Board. 0%10%20%30%40%50%60%70%80%90%100% Downtown Berkeley Downtown Redwood City Downtown Palo Alto South San Francisco/San Bruno Average San Mateo County Average Drive Alone Transit Carpool Walk/Bike Other 8 4. TRANSPORTATION DEMAND MANAGEMENT PROGRAM This Southline TDM Plan includes a combination of new on-site services and programming, mobility and circulation infrastructure improvements, and related on-site amenities to highlight and build upon the Project site’s proximity to transit, active transportation, and carpooling facilities. This Southline TDM program includes all required measures as set forth under the City’s TDM Ordinance, as well as additional measures. The Project applicant will submit a Draft TDM Plan as part of the Precise Plan package for each phase of development within the Specific Plan Area, and a Final TDM plan during the building permit process accordance with the City’s TDM Ordinance. The TDM plans for phases of development will be consistent with the guidelines established in this TDM program for the Southline Specific Plan Area, and will include project-specific trip reduction measures that are appropriate to the development being proposed. As described in Section 4.2, this document will serve as the Draft TDM Plan for Phase 1; a Final TDM plan will be submitted during the building permit process for that phase. 1 Southline Transportation Impact Analysis, Fehr & Peers, dated June 2021 and upated February 2022; and Southline Traffic Operation Analysis Technical Memorandum, Fehr & Peers, dated December 2020 and updated February 2022 4.1 Project Trip Generation In connection with preparation of the Southline Specific Plan and related approvals, the City prepared the Southline Specific Plan Environmental Impact Report (“Southline EIR”) (State Clearinghouse #2020050452), which analyzes the potential environmental impacts of the development as described in the Specific Plan. Preparation of the Southline EIR included completion of traffic studies 1, which evaluated the potential transportation and circulation impacts of the Project. Table 4 and Table 5 present the daily person trip and vehicle trips from these traffic studies, respectively. It should be noted that values presented in Table 4 & 5 are estimates used to help determine preliminary TDM program measures and are based on the preliminary traffic studies prepared in connection with the Southline EIR. Since preparation of those studies, the Southline Specific Plan parking ratio was decreased from 2.2 per 1,000 square feet to 1.65 striped spaces per 1,000 square feet of commercial uses (with allowance for additional valet spaces up to a maximum of 2.0 per 1,000 square feet, upon City review and approval, based on type of use and employee density). Additionally, the values presented in Table 4 & 5 reflect a prior iteration of the Phase 1 Precise Plan 9 proposal; the current Phase 1 Precise Plan includes a 2,300 square foot increase in office space, and 18,490 square footage descrease in the total Amenity Building area. As a result, these changes result in a net decrease in trip generation under Phase 1 and Buildout conditions compared to the values shown in Table 4 & 5. Accordingly, Table 4 & 5 represent conservative trip generation data and likely overestimate the actual trip generation associated with Phase 1 and Buildout conditions. These estimates remain useful for establishing preliminary TDM program measures and are provided here for informational purposes. See Southline Transportation Impact Analysis, Fehr & Peers, dated June 2021, updated February 2022, for additional information. The Southline Specific Plan allows for development of the commercial campus with a range of office and R&D uses; however, to provide for a conservative analysis, this Southline TDM Plan assumes a 100% office build-out scenario given that this use generates a higher development intensity and resulting higher employee density as compared to an R&D buildout scenario. As shown in Table 4, the project will generate 7,930 daily person trips and 28,461 daily trips for Phase 1 and Specific Plan buildout, respectively. Table 5 presents the vehicle trips for Phase 1 and Specific Plan buildout after accounting for trips made by other modes as shown in Table 4. During the AM peak hour, it is estimated that the Project would generate 656 vehicle trips in Phase 1 and 2,321 vehicle trips for Specific Plan buildout, respectively. During the PM peak hour, it is estimated that the Project would generate 605 vehicle trips in Phase 1 and 2,102 vehicle trips for Specific Plan buildout. As further explained in the Southline EIR, vehicle trip generation rates were based on trip generation surveys from downtown Redwood City developments near the Redwood City Caltrain Station and not Institute of Engineering (ITE) rates due to the unique nature and characteristics of this development. As further described in Section 5 below, since there will be variability in the number of person or vehicle trips, TDM compliance with the 45 percent mode-shift requirements will be based on actual employee data. Table 4: Person Trip Generation Mode Mode Share Phase 1 Full Build-Out Drive Alone 55% 3,837 15,984 Carpool 8% 550 2,317 BART 23% 1,281 5,394 Caltrain1 10% 557 2,345 SamTrans 2% 111 469 Bike2 2% 111 469 Total Person Trips 100% 6,448 26,978 Public Amenity Visitors - 1,482 1,483 Total Person Trips - 7,930 28,461 Source: Southline Transportation Impact Analysis, Fehr & Peers, 2020 10 Table 5: Vehicle Trip Generation Land Use Phase 1 Full Build-Out AM Peak PM Peak AM Peak PM Peak Office 499 445 2,208 1,969 Private Amenities 16 15 16 15 Public Amenities 159 156 159 156 Internal Capture -18 -11 -62 -38 Total Vehicle Trips 656 605 2,321 2,102 Source: Southline Transportation Impact Analysis, Fehr & Peers, 2020 4.2 List of Southline TDM Measures As noted above, this document is intended to serve as the TDM Plan for the Phase 1 development as set forth under the Phase 1 Precise Plan. This Southline TDM Plan also includes conceptual TDM measures anticipated to be utilized for the buildout of the Southline Specific Plan area. Table 6 summarizes both the proposed TDM measures for Phase 1 development, and also indicates the conceptual TDM program for Specific Plan buildout. The TDM measures set forth in Table 6 would achieve the 45 percent mode-shift requirement as well as provide additional trip reduction measures as described in South San Francisco Municipal Code Section 20.400.004. The list of Phase 1 TDM measures included in Table 6 will be further refined and finalized in connection with preparation of a Final TDM Plan prior to issuance of building permits for Phase 1 development consistent with South San Francisco Municipal Code Section 20.400.006. The conceptual TDM measures indicated for future phase(s) of the Specific Plan buildout will be further refined during subsequent Precise Plan submittals for development within the Specific Plan area to achieve the 45 percent mode-shift requirement. The Project applicant will submit subsequent Draft TDM Plan(s) as part of the Precise Plan package for each phase of development within the Specific Plan Area, and Final TDM Plan(s) as part of the building permit process for each phase of development within the Specific Plan area in accordance with the City’s TDM Ordinance. Certain TDM measures proposed in Table 6 may impact property located within the jurisdiction(s) of other agencies (e.g., proposed pedestrian-transit connections to the San Bruno BART station), and as such, could be subject to separate review and approval by those agencies prior to implementation. Over time, the design and programming of specific TDM measures that are implemented within the Southline campus may change as new services and technologies emerge, as new commuter patterns and preferences arise, and depending on tenant needs and market conditions at the time of implementation. Therefore, this TDM Plan should be utilized as a “living document” that can be revised as needed 11 to refine the specific TDM measures proposed to achieve the required 45 percent mode-shift requirement per the City’s requirements. 4.3 Potential Additional Measures Additional TDM program measures may be implemented as needed to achieve the goal of 45 percent alternative mode shift for the Southline campus. These measures may include TDM amenities such as carshare or bikeshare programs, app-based commute monitoring system, flex- time and telecommuting or employer-sponsored mode shift incentives and/or subsidies. 4.4 Estimated C/CAG Trip Credit Calculations As part of C/CAG requirements, TDM programs must have the capacity to fully reduce the demand for new peak hour trips. This capacity is determined by giving “trip credits” for acceptable programs elements listed in the C/CAG Land Use Guide Policy; the total number of trip credits should be equal or greater than the new peak hour trips generated by the project. Table 7, located in the Appendix, provides an approximate calculation of the C/CAG trip credit based on this Southline TDM Plan, and assumes a 100% office buildout of the Southline Specific Plan. It is anticipated that specific trip credits may be adjusted during the Final TDM Plan approval process for each phase of development within the Southline Specific Plan area. 12 Table 6: Preliminary Southline TDM Program Measures, Phase 1 and Future Phases/Specific Plan Buildout Category TDM Measure Description Phase 1 Future Phases/Specific Plan Buildout Active Transportation Bicycle and Pedestrian Connections The project will provide direct, high quality pedestrian and bicycle connections between building entrances, the Centennial Way Trail, Sneath Lane, and San Bruno BART Station. See Southline Specific Plan for a complete discussion of the proposed bicycle and pedestrian connections.   Bicycle Parking Project buildout will provide short-term and long-term bicycle parking spaces distributed in several locations across the Project site at a ratio of 1 bicycle space per 3,000 SF as set forth in the Southline Specific Plan. Approximately 90% of bicycle spaces will be provided for long-term use and the remaining 10% will be for short-term use. The specific allocation and location of short- term and long-term spaces will be established under each Precise Plan. Approximately 191 long-term; 27 short-term Approximately 598 long-term (789 total at buildout); 66 short-term (93 total at buildout) Bicycle Repair Station Amenities Building (Building 2) to incorporate bicycle repair station.   Carpooling & Vanpooling Services Carpool/Vanpool Matching Services The TDM coordinator will provide ride-matching services for carpools and vanpools users thorough 511.org and/or other programs.   Carpool/Vanpool Parking Approximately ten percent of vehicle spaces will be reserved for carpools or vanpools and will be provided in premium and convenient locations on the Project site.   Transit Services Caltrain Shuttle Service Shuttle service connections may be provided between the Project site and the South San Francisco and/or the San Bruno Caltrain Stations. Potential stop at Bldg. 7; to be confirmed during Phase 1 Precise Plan review and approval. Potential stops at Bldg. 7 & Parking Garage C. 13 Table 6: Preliminary Southline TDM Program Measures (continued) Category TDM Measure Description Phase 1 Future Phases/Specific Plan Buildout Transit Services Transit Connections & Direct Path to Transit The project is located within ¼ mile of the San Bruno BART Station, which includes two BART lines and five SamTrans lines. The Project proposes improvements to pedestrian access to BART station and bus stops through features such as an improved crosswalks and a lighting plan. See Southline Specific Plan for a complete discussion of the proposed bicycle and pedestrian connections.   Transit Services Transit Signal Priority The Project proposes certain improvements to transit signal priority at the new intersection of Huntington Avenue/Sneath Lane in order to maintain or improve bus and shuttle operations.   Mode Shift Incentives Semiannual Employee Commute Survey Employee commute survey will be administered twice a year to evaluate current mode choice use and best practices   Reduced Parking The project will supply on-site parking at a range up to 1.65 striped spaces per 1,000 square feet of commercial uses (with allowance for up to 2.0 spaces per 1,000 square feet with valet parking program(s)), upon City approval based on type of use and employee density as set forth in the Southline Specific Plan. Parking ratios represent a reduction of approximately 35 percent or greater from the typical city on-site parking requirements for comparable developments. Up to approximately 1,095 parking stalls Up to approximately 4,305 parking stalls TDM Amenities Guaranteed Ride Home Program Carpool, vanpool, transit, and active transportation users will be provided with free guaranteed rides home in emergency situations by taxis or transportation network companies.   Information Boards and Kiosks Building lobbies will include a display of transportation options available for all employees.   14 Table 6: Preliminary Southline TDM Program Measures (continued) Category TDM Measure Description Phase 1 Future Phases/Specific Plan Buildout TDM Amenities Onsite Amenities The project will include onsite amenities including a restaurant, retail, gym, and conference facility. Ground-floor amenities located within the proposed amenities building (Building 2) will be accessible for the public. Fitness, conference, and/or cafeteria space located in upper floors of the proposed amenities building will be accessible to tenants only.   Mobility Hub(s) One or more mobility hubs will be located throughout the Project Site. These mobility hubs will provide area for shuttle and other passenger loading. Potential locations at Bldgs. 2 and 7 and Parking Structure D; to be confirmed during Phase 1 Precise Plan review and approval. Potential locations at Bldgs. 2, 7 & Parking Structure C and adjacent to Southline Commons Open Space area Passenger Loading Zones As feasible, passenger loading zone will be provided near the entrance of each building. Loading zone will be for shuttle or ride-share.   Showers and Changing Rooms Shower facilities and lockers will be provided on-site to encourage active transportation use.   TDM Coordinator The tenants of the building will designate a TDM coordinator(s) to promote transportation alternatives available to employees.   15 5. MONITORING AND ENFORCEMENT The efficacy of Southline’s Final TDM Plans will be monitored based on the requirements in the South San Francisco TDM Ordinance. Alternative mode share will be monitored annually with statistically valid employee surveys, beginning one year after tenant occupancy. The TDM Coordinator(s) may use information from the employee surveys to work with the City to adjust existing or implement new TDM program measures. The TDM Coordinator(s) will submit a summary report presenting the findings of the annual survey to the City’s Planning Division. The TDM Coordinator(s) will also work with the City’s Planning Division to document the effectiveness of the TDM program through triennial reporting. Independent consultants, retained by the city and paid for by the tenants, will measure, through observation, the commute mode use at Southline every three years, beginning three years after tenant occupancy for each phase. If the alternative mode use goals are not achieved, the TDM Coordinator(s) will provide an explanation of how and why the goal has not been reached and a detailed description of additional measures that will be adopted to attain the required mode use. The independent consultants will submit the findings of the triennial survey to the City’s Planning Division. The triennial report will be submitted to the City every three years on the anniversary date of the granting of the certificate of occupancy for the Project or another date agreed to by the City. Leases for all tenants within the Southline Campus will include provisions regarding the mandatory TDM measures required of all tenants. Leases will also include the specific appointment of a TDM Coordinator(s) and the requirement for ongoing communications and cooperation between property managers and the TDM Coordinator(s). It is anticipated that multiple tenants may share one TDM Coordinator. Leases will also identify the City’s potential penalties for noncompliance of the TDM program through failure to submit reports or inability to achieve the 45 percent alternative mode use. It will be the tenants’ responsibility to make sure these requirements are met and to communicate proactively with property managers and the TDM Coordinator(s). 16 APPENDIX: C/CAG CHECKLIST Table 7: Compliance with C/CAG Guidelines and TDM Program Effectiveness TDM Measure City of South San Francisco Municipal Code Amount1 C/CAG Credit Rate2 C/CAG Trip Credits3 Preliminary/Required Measures Carpool and Vanpool Ride Matching Service 20.400.004 (A.1) TBD 7 TBD Additional Credit for Guarantee Ride Home Program 20.400.004 (A.4) TBD 3 TBD Designated Employer Contact 20.400.004 (A.2) 1 5 5 Semiannual Employee Commute Survey 20.400.004 (A.2) 1 3 3 Transit Connection & Direct Path to Transit 20.400.004 (A.3) 1 n/a n/a Guaranteed Ride Home Program 20.400.004 (A.4) TBD 2 TBD Information Boards/Kiosks 20.400.004 (A.5) 7 5 35 Passenger Loading Zones 20.400.004 (A.6) 6 n/a n/a Improve Bicycle and Pedestrian Connections 20.400.004 (A.7, B.2) 4 5 20 New Employee Orientation Packets 20.400.004 (A.8) 1 n/a n/a Commute Alternatives Brochure Rack (Maps and Schedules) 20.400.004 (A.8) 1 n/a n/a Transportation Options for Visitors (Maps and Schedules) 20.400.004 (A.8) 1 n/a n/a Showers/Clothes Lockers 20.400.004 (A.9) 10 10 100 Additional Credit for Combination with Bicycle Lockers 20.400.004 (A.9, A.12) 1 5 5 Caltrain Shuttle4 20.400.004 (A.10) 383 1 383 Additional Caltrain Shuttle Credit for Guaranteed Ride Home Program 20.400.004 (A.10, A.4) 383 1 383 17 TDM Measure City of South San Francisco Municipal Code Amount1 C/CAG Credit Rate2 C/CAG Trip Credits3 Participate in Transportation Management Association (TMA) 20.400.004 (A.11) 1 10 10 Total Secure Bicycle Storage 20.400.004 (A.12, A.13) 615 0.33 203 Preferential Carpool and Vanpool Parking5 20.400.004 (A.14) 577 2 1,154 Onsite Amenities (Restaurant, Gym, and Conference Facility) 20.400.004 (B.6) 3 5 15 SamTrans Bus Stops 20.400.004 (B.5) 1 n/a n/a Transit Signal Priority 20.400.004 (B.10) 1 n/a n/a Additional Credit for Providing Ten or More TDM Program Measures N/A 1 5 5 Subtotal of Required Measures 2,321 Source: City/County Association of Governments of San Mateo County, 2020 and City of South San Francisco, 2019. NOTE: As indicated above, the list of TDM measures included in the Preliminary TDM Plan will be further refined and finalized prior to approval of Final TDM Plan(s); C/CAG credit estimations provided in Table 6 are provided for informational purposes only. 1 Number of units for each TDM Measure (e.g. number of employees, bicycle space, loading zone, etc.) that is eligible for trip credit 2 Number of trip credit that could be given per unit for each TDM measure 3 Trip Credit that could be assumed for each TDM measure 4 Project Build Out AM Caltrain person trip assumed in Southline Specific Plan Traffic Impact Analysis 5 Assumed 10% of standard parking spaces are dedicated as preferential carpool and vanpool parking Draft Conditions of Approval – Southline Phase 1 July 13, 2022 1 DRAFT CONDITIONS OF APPROVAL P19-0087: GPA22-0002, RZ22-0001, ZA22-0002, SP19-0001, TDM19-0009, SA19-0004, PP19-0002, EIR19-0006, DR19-0045 & DA19-0003 Southline Phase 1 (As recommended by the Planning Commission on July 13, 2022) PLANNING DIVISION REQUIREMENTS SHALL BE AS FOLLOWS: GENERAL 1. The applicant shall comply with the Planning Division’s standard Conditions and Limitations for Commercial, Industrial, Mixed-Use and Multi-Family Residential Projects, as amended (attached to this document). 2. The project shall be constructed and operated substantially as indicated on the plan set prepared by DES Architects, dated May 6, 2022, as approved by City Council in association with P19-0087 as amended by the conditions of approval. The final plans shall be subject to the review and approval of the City’s Chief Planner. 3. The construction drawings shall comply with the City Council approved plans, as amended by the conditions of approval, including the plans prepared by DES Architects, dated May 6, 2022. 4. Prior to issuance of any building or construction permits for the construction of public improvements, the final design for all public improvements shall be reviewed and approved by the City Engineer and Chief Planner. 5. Prior to issuance of any building or construction permits for grading improvements, the applicant shall submit final grading plans for review and approval by the City Engineer and Chief Planner. 6. Applicant shall comply with all permitting requirements of applicable agencies related to the project, including the City of San Bruno and BART, and provide proof of permits and/or approval prior to work commences for these project elements. 7. The proposed project has been reviewed by the Airport Land Use Commission on 28, 2022, and by the Board of Directors of the City/County Association of Governments for San Mateo County on May 12, 2022. The proposed project was determined to be consistent with the applicable airport land use policies and criteria contained in the Comprehensive Airport Land Use Compatibility Plan for the Environs of San Francisco International Airport, and the project is subject to the following conditions, which are summarized below and are set forth in full in ALUC Resolution 22-31: Draft Conditions of Approval – Southline Phase 1 July 13, 2022 2 a. Prior to issuance of a building permit, the project sponsor shall file Form 7460-1 with the FAA and provide to the City of South San Francisco an FAA “Determination of No Hazard”. b. Prior to issuance of building permits, the applicant must demonstrate that the project heights are consistent with SFO ALUCP Exhibit IV-17 (SFO Critical Aeronautical Surfaces map) and SFO ALUCP Policy AP-3, Maximum Compatible Building Height). c. The project sponsor shall comply with the real estate disclosure requirements outlined in Policy IP-1 of the SFO ALUCP. 8. The applicant shall comply with all of the terms and conditions stated in the Development Agreement. CONSTRUCTION 9. The applicant is responsible for maintaining site security prior to, and throughout the construction process. This includes installation of appropriate fencing, lighting, remote monitors, or on-site security personnel as needed. 10. The applicant is responsible for providing site signage during construction, which contains contact information for questions regarding the construction. 11. During construction, the applicant shall provide parking on-site, or shall arrange for off- site parking, for construction workers. DESIGN REVIEW / SITE PLANNING 12. All equipment (either roof, building, or ground-mounted) shall be screened from view through the use of integral architectural elements, such as enclosures or roof screens, and landscape screening or shall be incorporated inside the exterior building wall. Equipment enclosures and/or roof screens shall be designed to complement the building, as set forth in the Southline Specific Plan. Prior to issuance of a building permit the applicant shall submit plans showing utility locations, stand-pipes, equipment enclosures, landscape screens, and/or roof screens for review and approval by the Chief Planner or designee. 13. Prior to issuance of any building or construction permits for landscaping improvements, the applicant shall submit final landscaping and irrigation plans for review and approval by the City’s Chief Planner. The plans shall include documentation of compli ance with SSFMC Section 20.300.007, Landscaping. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 3 14. Prior to issuance of certificate of occupancy, the applicant shall submit final landscaping and irrigation plans demonstrating compliance with the State’s Model Water Efficiency Landscaping Ordinance (MWELO). a. Projects with a new aggregate landscape of 2,500 sq. ft. or greater must comply with the performance measures required by the MWELO. b. For all projects subject to the provisions of the MWELO, the applicant shall submit a Certificate of Completion to the City, upon completion of the installation of the landscaping and irrigation system. 15. Prior to issuance of any building or construction permits, if the project is phased, the applicant shall submit interim and final phasing plans and minor modifications to int erim and final phasing plans for review and approval by the Chief Planner, City Engineer and Chief Building Official. 16. The applicant shall contact the South San Francisco Scavenger Company to properly size any required trash enclosures and work with staff to locate and design the trash enclosure in accordance with the SSFMC Section 20.300.014, Trash and Refuse Collection Areas. Applicant shall submit an approval letter from South San Francisco Scavenger to the Chief Planner prior to the issuance of building permits. 17. Landscaped areas in the project area may contain trees defined as protected by the South San Francisco Tree Preservation Ordinance, Title 13, Chapter 13.30. Any removal or pruning of protected trees shall comply with the Tree Preservation Ordinance, and applicant shall obtain a permit for any tree removals or alterations of protected trees, and avoid tree roots during trenching for utilities. 18. The applicant shall install three-inch diameter, PVC conduit along the project frontage, in the right-of-way, if any trenching is to take place, for the purpose of future fiber installation. Conduit shall have a pull rope or tape. A #8 stranded trace wire will be installed in the conduit or other trace wire system approved by the City. 19. All landscaping installed within the public right-of-way shall be maintained by the property owner. 20. Demolition of any existing structures on site will require demolition permits. 21. Prior to proceeding with exterior cladding construction, the applicant shall provide a full- scale mockup of a section of exterior wall that shows the cladding materials and finishes, windows, trim, and any other architectural features of the building to fully illustrate building fenestration, subject to site inspection and approval by Planning Division staff. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 4 22. After the building permits are approved, but before beginning construction, the owner/applicant shall hold a preconstruction conference with City Planning, Building, and Engineering staff and other interested parties. The developer shall arrange for the attendance of the construction manager, contractor, and all relevant subcontractors. 23. Permanent project signage is not included in project entitlements. Prior to installation of any project signage, the applicant shall submit an appropriate sign application per Chapter 20.360 of the Zoning Ordinance for review and approval. TRANSPORTATION / PARKING 24. A Parking and Traffic Control Plan for the construction of the project shall be submitted with the application for Building Permit, for review and approval by the Chief Planner and City Engineer. 25. The applicant has prepared and submitted a Preliminary Transportation Demand Management (TDM) Plan. In accordance with South San Francisco Municipal Code Chapter 20.400, Transportation Demand Management, prior to issuance of a building permit for any tenant improvements the applicant shall submit a Final TDM Plan for review and approval by the Chief Planner. a. The Final TDM Plan shall include all mandatory elements included in the Ordinance at the time of building permit submittal and shall substantially reflect the Preliminary TDM Plan prepared by Kimley Horn., dated May, 2022, modified as necessary to reflect the structure of the current ordinance. b. The Final TDM Plan shall outline the required process for on-going monitoring, including annual surveys. The initial annual survey will be submitted one (1) year after the granting of a certificate of occupancy. The initial annual survey shall either: (1) state that the applicable property has achieved a minimum of 45% alternative mode usage, providing supporting statistics and analysis to establish attainment of the goal; or (2) state that the applicable property has not achieved the minimum 45% alternative mode usage, providing an explanation of how and why the goal has not been reached, and a description of additional measures that will be adopted in the coming year to attain the TDM goal of 45% alternative mode usage. c. The applicant shall be required to reimburse the City for program costs associated with monitoring and enforcing the TDM Program on an annual basis. The annual monitoring fee is $1,760, and is updated by the City Council on an annual basis. d. The Final TDM plan shall be subject to review and approval by the San Mateo City/County Association of Governments. Specifically, the property owner shall Draft Conditions of Approval – Southline Phase 1 July 13, 2022 5 ensure that the measures identified in the approved C/CAG TDM Checklist are implemented over the life of the project, and that the property owner and tenants acknowledge the requirement to participate in the periodic monitoring and reporting requirements identified in the C/CAG TDM Policy. Accordingly, it is recommended that the property owner and/or developer clearly identify these TDM provisions and responsibilities in any sales and/or lease or sublease transactions. 26. Prior to occupancy, provide clear signage on site for commercial and visitor parking areas to help direct vehicle traffic on-site. 27. Once construction of the parking structure is complete, construction-related parking should be prioritized within the structure. 28. As set forth in the Southline Specific Plan, physical parking spaces shall be provided at a maximum rate of 1.65 spaces / 1,000 sq. ft. of office / R&D space. Parking incorporated within Building 2 (Amenities Building) shall not count towards the maximum 1.65 parking ratio; parking within Building 2 (Amenities Building) shall be utilized for Southline Specific Plan area visitors and Amenities Building customers, staff, and affiliates. Additional valet spaces (up to a rate of 2.0 spaces / 1,000 sq. ft.) may be provided, upon submittal and approval by City staff of a valet parking management plan, which describes the use type, operational characteristics, and employment density to be served by the valet parking. ENVIRONMENTAL MITIGATION MEASURES / CEQA 1. The applicant shall implement and comply with all applicable mitigation measures outlined in the Mitigation Monitoring and Reporting Program (MMRP) for the Southline Environmental Impact Report (State Clearinghouse #2020050452) 2. Applicant shall provide 100% Low-Impact Development for C.3 stormwater treatment on- site wherever feasible. Where LID treatment is not feasible, stormwater runoff will be treated using approved filter vaults, as permitted under the C.3 Special Projects provision. All stormwater runoff shall be treated prior to discharge to the City Right-of-Way or City storm drain system. Sizing and design shall conform to the San Mateo Countywide Water Pollution Prevention Program design templates and technical guidance and be approved by the Water Quality Control Plant. Exemptions from C.3 requirements must be demonstrated based on the exemptions and exclusions allowed by the San Mateo Countywide Water Pollution Prevention Program C.3 Stormwater Technical Guidance. Applicant shall maintain all treatment measures required by the project and enter into a Stormwater Treatment Measure Maintenance Agreement with the City. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 6 CLIMATE ACTION PLAN 1. Prior to issuance of any building or construction permits, the developer shall revise the construction documents to include the following Climate Action Plan requirements, subject to review and approval by the Chief Planner or designee: a. Electric Vehicle Charging Installations Measure 2.1, Action 5: Require new large- scale nonresidential developments to provide conduit for future electric vehicle charging installations for a minimum of ten percent of total spaces provided as set forth in the Southline Specific Plan, and encourage the installation of conduits or electric vehicle charging stations for all new development. b. Heat Island Reductions Measure 3.4, Action 1: Encourage the use of high-albedo surfaces and technologies as appropriate, as identified in the voluntary CALGreen standards. c. Alternative Energy Facilities Measure 4.1, Action 2: Require the const ruction of any new nonresidential conditioned space of 5,000 square feet or more, or the conversion of unconditioned 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. To calculate 50% of building electricity needs for the new conditioned space, the applicant shall calculate building electricity use as part of the Title 24 compliance process. Total electricity use shall include total use for the new conditioned space excluding process energy. ii. Participate in a power purchase agreement to offset a minimum of 50% of modeled building electricity use, including through the purchase of carbon- free electricity from programs such as Peninsula Clean Energy or PG&E Solar Choice. Building electricity use shall be calculated using the method identified above. iii. Comply with CALGreen Tier 2 energy efficiency requirements to exceed mandatory energy efficiency requirements by 20% or more. For additions to existing development of 5,000 square feet or more, CALGreen Tier 2 shall be calculated as part of the Title 24 compliance process. Existing building space already permitted shall not be subject to CALGreen Tier 2 requirements. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 7 d. Solar Wiring Installation Measure 4.1, Action 3: Require all new development to install conduit to accommodate wiring for solar. e. Water Demand Reduction Measure 6.1, Action 2: Revitalize implementation and enforcement of the Water Efficient Landscape Ordinance by undertaking the following: i. Establishing a variable-speed pump exchange for water features. ii. Restricting hours of irrigation to occur between 3:00 a.m. and two hours after sunrise. iii. Installing irrigation controllers with rain sensors. iv. Landscaping with native, water-efficient plants. v. Installing drip irrigation systems. vi. Reducing impervious surfaces. IMPACT / DEVELOPMENT FEES **Project is subject to all impact fees, community benefits contributions, and payment schedules outlined in the Development Agreement. The following fees are estimates, based on development fees as had been adopted by City as of the date the Project’s Vesting Tentative Map application was determined to be complete (i.e., July 13, 2020). Estimates are subject to change, based on final plans submitted for building permits. Credits for existing uses will be calculated and applied to applicable fees. ** 1. PARKS AND RECREATION IMPACT FEE: The applicant shall pay the Parkland Acquisition Fee and Parkland Construction Fee in accordance with South San Francisco Municipal Code Chapter 8.67. Based on the plans reviewed by the Planning Commission and approved by the City Council, the park fee estimate for the project is: • Commercial/Retail: $1.26/SF x 11,786 = $14,850.36 • Office / R&D: $1.12/SF x 672,924 = $753,674.88 • Administration Fee: $700 2. CHILDCARE FEE: The applicant shall pay any applicable childcare fees in accordance with South San Francisco Municipal Code Chapter 20.310. Based on the plans reviewed by the Planning Commission and approved by the City Council, the childcare impact fee estimate for the project is: Draft Conditions of Approval – Southline Phase 1 July 13, 2022 8 • Commercial/Retail: $.68/SF x 11,786 = $8,014.48 • Office / R&D: $.57/SF x 672,924 = $383,566.68 3. BICYCLE AND PEDESTRIAN IMPACT FEE: the applicant shall pay applicable Library Impact Fee in accordance with South San Francisco Municipal Code Chapter 8.68. Based on the plans reviewed by the Planning Commission and approved by the City Council, the Bicycle and Pedestrian Impact Fee estimate for the project is: • Commercial/Retail: $.36/SF x 11,786 = $4,242.96 • Office / R&D: $.09/SF x 672,924 = $60,563.16 4. COMMERCIAL LINKAGE FEE: The applicant shall pay the applicable commercial linkage fee in accordance with South San Francisco Municipal Code Chapter 8.69. Based on the plans reviewed by the Planning Commission and approved by the City Council, the Commercial Linkage Fee estimate for the project is: • Commercial/Retail: $2.50/SF x 11,786 = $29,465 • Office / R&D: $15/SF x 672,924 = $10,093,860 5. PUBLIC SAFETY IMPACT FEE: The applicant shall pay applicable Public Safety Impact Fee in accordance with South San Francisco Municipal Code Chapter 8.75. Based on the plans reviewed by the Planning Commission and approved by the City Council, the Public Safety Impact Fee estimate for the project is: • Commercial/Retail: $.44/SF x 11,786 = $5,185.84 • Office / R&D: $.44/SF x 672,924 = $296,086.56 6. SCHOOL DISTRICT FEE: Prior to the issuance of a building permit for commercial/industrial projects, the City shall require proof of payment of this fee to SSFUSD. Based on the plans reviewed by the Planning Commission and approved by the City Council, the school district fee estimate for the project is: • Commercial / Industrial Uses: $0.61/SF x 684,710 = $417,673.10 Draft Conditions of Approval – Southline Phase 1 July 13, 2022 9 STANDARD CONDITIONS AND LIMITATIONS FOR COMMERCIAL, INDUSTRIAL, MIXED USE, AND MULTI-FAMILY RESIDENTIAL PROJECTS Entitlement and Permit Status 1. Unless a time extension is approved, the approved Precise Plan permit shall lapse and shall be deemed void: (a) two years after its effective date if a buil ding permit has not been issued; or (b) after a longer duration as otherwise provided in an approved Development Agreement, as applicable. One-year extensions of the time may be granted by the Chief Planner upon request to made prior to the permit expiration date. 2. The permit shall not be effective for any purpose until the property owner or a duly authorized representative files an affidavit, prior to the issuance of a building permit, stating that the property owner is aware of, and accepts, all of the conditions of the permit. 3. The permit shall be subject to revocation if the project is not operated in compliance with the conditions of approval. 4. Minor changes or deviations from the conditions of approval of the permit may be approved by the Chief Planner and major changes require approval of the Planning Commission, or final approval body of the City, per SSFMC Chapter 20.450 (Common Procedures). 5. Neither the granting of this permit nor any conditions attached thereto shall authorize, require or permit anything contrary to, or in conflict with any ordinances specifically named therein. 6. Prior to construction, all required building permits shall be obtained from the City’s Building Division. 7. All conditions of the permit shall be completely fulfilled to the satisfaction of the affected City Departments and Planning and Building Divisions prior to occupancy of any building. Any request for temporary power for testing equipment will be issued only upon substantial completion of the development. Lighting, Signs, and Trash Areas 8. All exterior lights shall be installed in such a manner that is consistent with SSFMC Chapter 20.300 (Lot and Development Standards), and there shall be no illumination on adjacent properties or streets which might be considered either objectionable by adjacent property owners or hazardous to motorists. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 10 9. No additional signs, flags, pennants or banners shall be installed or erected on the site without prior approval, as required by SSFMC Chapter 20.360 (Signs). 10. Adequate trash areas shall be provided as required by SSFMC 20.300 (Lot and Development Standards), and as set forth in the Southline Specific Plan. 11. Trash handling area must be covered, enclosed and must drain to sanitary sewer. This must be shown on the plans prior to issuance of a permit. If being installed in a food service facility the drain must be connected to a grease interceptor prior to the connection to the sanitary sewer. Landscaping, Construction, & Utilities 12. The construction and permitted use on the property shall be so conducted as to reduce to a minimum any noise vibration or dust resulting from the operation. 13. A plan showing the location of all storm drains and sanitary sewers must be submitted. 14. All sewerage and waste disposal shall be only by means of an approved sanitary system. 15. Prior to any on-site grading, a grading permit shall be obtained from the City Engineer. 16. All existing utility lines, underground cable conduits and structures which are not proposed to be removed shall be shown on the improvement plans and their disposition noted. 17. All landscape areas shall be watered via an automatic irrigation system which shall be maintained in fully operable condition at all times, and which complies with SSFMC Chapter 20.300 (Lot and Development Standards). 18. All planting areas shall be maintained by a qualified professional; the landscape shall be kept on a regular fertilization and maintenance program and shall be maintained weed free. 19. Plant materials shall be selectively pruned by a qualified arborist; no topping or excessive cutting-back shall be permitted. Tree pruning shall allow the natural branching structure to develop. 20. Plant materials shall be replaced when necessary, with the same species originally specified unless otherwise approved by the Chief Planner. Parking Areas, Screening, & Drainage 21. All ducting for air conditioning, heating, blower systems, accessory mechanisms and all other forms of mechanical or electrical equipment which are placed on or adjacent to the Draft Conditions of Approval – Southline Phase 1 July 13, 2022 11 building shall be screened from public view, in accordance with SSFMC Chapter 20.300 (Lot and Development Standards), and as set forth in the Southline Specific Plan. 22. All parking spaces, driveways, maneuvering aisles, turn-around areas and landscaping areas shall be kept free of debris, litter and weeds at all times. Site, structures, paving, landscaping, light standards, pavement markings and all other facilities shall be permanently maintained. 23. All covered parking spaces, driveways, maneuvering aisles, and turn-around areas must drain and be plumbed to the sanitary sewer. 24. The onsite stormwater catch basins are to be stenciled with the approved San Mateo Countywide Stormwater Logo (No Dumping! Flows to Bay). Public Safety 25. The applicant shall comply with the provisions of Chapter 15.48 of the Municipal Code, “Minimum Building Security Standards” Ordinance revised May 1995. The Police Department reserves the right to make additional security and safety conditions, if necessary, upon receipt of detailed/revised building plans. 26. The applicant shall comply with the provisions of Chapter 15.24 of the Municipal Code, “Fire Code” Ordinance. The Fire Department reserves the right to make additional safety conditions, if necessary, upon receipt of detailed/revised building plans. 27. All fire sprinkler test and/or drain lines shall be connected to the sanitary sewer. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 12 WATER QUALITY CONDITIONS OF APPROVAL APPROVED WITH CONDITIONS - the following items must be included in the plans or are requirements of the Water Quality Control Stormwater and/or Pretreatment Programs and must be completed prior to the issuance of a building permit: 1. Storm drains must be protected during construction. Discharge of any demolition/construction debris or water to the storm drain system is prohibited. 2. Do not use gravel bags for erosion control in the street or drive aisles. Drains in street must have inlet and throat protection of a material that is not susceptible to breakage from vehicular traffic. 3. No floatable bark shall be used in landscaping. Only fibrous mulch or pea gravel is allowed. 4. After 7/1/19, Demolition Projects must complete a PCBs Screening Assessment Form (attached and available in Building Division). If screening determines the building is an applicable structure, the Protocol for Evaluating PCBs-Containing Materials before Building Demolition shall be followed. 5. As site falls in a Very High, High or Moderate Trash Generation area per South San Francisco’s Trash Generation Map (http://www.flowstobay.org/content/municipal- trash-generation-maps), determined by the Water Quality Control Division: -Regional Water Quality Control Board-approved full trash capture devices must be installed to treat the stormwater drainage from the site. -At a minimum, a device must be installed before all onsite drainage enters the City’s public stormwater system (i.e. trash capture must take place no farther downstream than the last private stormwater drainage structure on the site). -An Operation & Maintenance Agreement will be required to be recorded with San Mateo County, ensuring the device(s) will be properly maintained. -A full trash capture system is any single device or series of devices that traps all particles retained by a 5 mm mesh screen and has a design treatment capacity of not less than the peak flow rate resulting from a one-year, one-hour storm in the sub-drainage area or designed to carry at least the same flow as the storm drain connected to the inlet. 6. Roof leaders/gutters must NOT be plumbed directly to storm drains; they shall discharge to stormwater treatment devices or landscaping first. 7. Fire sprinkler test drainage must be plumbed to sanitary sewer and be clearly shown on plans. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 13 8. Trash enclosures shall be covered, contained and the floor shall slope to a central drain that discharges to the sanitary sewer. Details of trash enclosures shall be clearly provided on plans. 9. Install a condensate drain line connected to the sanitary sewer for rooftop equipment and clearly show on plans. 10. If laboratories will be installed, a segregated non -pressurized lab waste line must collect all laboratory waste. Install a sample port on the lab waste line outside the building, which will be accessible at all times. 11. Submit specs on the sample port(s). 12. If a food service kitchen/ prep areas are to be installed, they shall connect to a gravity grease interceptor at least 750 gallons (liquid capacity) in size. Sizing of the grease removal device must be in accordance with the uniform plumbing code. 13. Grease interceptor(s) shall be connected to all non-domestic wastewater sources in the kitchens (wash sinks, mop sinks, floor drains) and shown on plans. 14. A cut sheet of the Grease Interceptor(s) must be shown on plans. 15. Garbage Disposals in Industrial/Commercial facilities are prohibited by City of South San Francisco Municipal Code. Do not include/install Garbage Disposal(s). 16. Applicant will be required to pay a Sewer Capacity Fee (connection fee) based on SSF City Council-approved EDU calculation (involving anticipated flow, BOD and TSS calculations and including credits for previous site use). Based on the information received, the estimated Sewer Capacity Fee will be $1,760,817.88, payable with the Building Permit. This estimate is subject to change according to final plans presented for Building Permit. 17. Elevator sump drainage (if applicable) shall be connected to an oil/water separator prior to connection to the sanitary sewer. 18. Drains in parking garage must be plumbed through an oil/water separator and then into the sanitary sewer system and clearly shown on plans. 19. Site is subject to C.3 requirements of the Municipal Regional Stormwater Permit (please see SMCWPPP C.3 Technical Guidance Manual at https://www.flowstobay.org/sites/default/files/C3TG5/SMCWPPPC3TG%20V.5.0.p df for guidance). The following items will be required; Draft Conditions of Approval – Southline Phase 1 July 13, 2022 14 20. Completed required forms for Low Impact Development (C3-C6 Project Checklist). Forms must be on 8.5in X 11in paper and signed and wet stamped by a professional engineer. Calculations must be submitted with this package. Forms can also be found at http://www.flowstobay.org/newdevelopment A completed copy must also be emailed to andrew.wemmer@ssf.net 21. Submit flow calculations and related math for LID. 22. Complete required Operation and Maintenance (O&M) agreements (prior to Building Permit final sign-off/project completion). Do NOT sign agreement, as the city will need to review prior to signature. Prepare packet and submit including a preferred return address for owner signature. Packet should also be mailed or emailed to: Andrew Wemmer City of SSF WQCP 195 Belle Air Road South San Francisco, CA 94080 Andrew.wemmer@ssf.net Exhibit Templates can also be found within Chapter 6 the C.3 Technical Guidance at http://www.flowstobay.org/newdevelopment. 23. The onsite catch basins are to be stenciled with the approved San Mateo Countywide Stormwater Logo (No Dumping! Flows to Bay). 24. Landscaping shall meet the following conditions related to reduction of pesticide use on the project site: a. Where feasible, landscaping shall be designed and operated to treat stormwater runoff by incorporating elements that collect, detain, and infiltrate runoff. In areas that provide detention of water, plants that are tolerant of saturated soil conditions and prolonged exposure to water shall be specified. b. Plant materials selected shall be appropriate to site specific characteristics such as soil type, topography, climate, amount and timing of sunlight, prevailing winds, rainfall, air movement, patterns of land use, ecological consistency and plant interactions to ensure successful establishment. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 15 c. Existing native trees, shrubs, and ground cover shall be retained and incorporated into the landscape plan to the maximum extent practicable. d. Proper maintenance of landscaping, with minimal pesticide use, shall be the responsibility of the property owner. e. Integrated pest management (IPM) principles and techniques shall be encouraged as part of the landscaping design to the maximum extent practicable. Examples of IPM principles and techniques include: i. Select plants that are well adapted to soil conditions at the site. ii. Select plants that are well adapted to sun and shade conditions at the site. In making these selections, consider future conditions when plants reach maturity, as well as seasonal changes. iii. Provide irrigation appropriate to the water requirements of the selected plants. iv. Select pest-resistant and disease-resistant plants. v. Plant a diversity of species to prevent a potential pest infestation from affecting the entire landscaping plan. vi. Use “insectary” plants in the landscaping to attract and keep beneficial insects. 25. A SWPPP must be submitted (if > 1 acre). Drawings must note that erosion control shall be in effect all year long. 26. A copy of the state approved NOI must be submitted (if > 1 acre). Please have applicant contact Andrew Wemmer at Water Quality Control with any questions at (650) 829-3840 or Andrew.wemmer@ssf.net. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 16 FIRE PREVENTIONCONDITIONS OF APPROVAL After review of application and plans provided for this project, the Fire Department has the following comments. Applicant is advised that the following Fire Department Standard Conditions apply to this project: 1. Projects shall be designed in compliance with established regulations adopted by the City of South San Francisco affecting or related to structures, processes, premises and safeguards regarding the following: a. The hazard of fire and explosion arising from the storage, handling or use of structures, materials or devices. b. Conditions hazardous to life, property or public welfare in the occupancy of structures or premises. c. Fire hazards in the structure(s) or on the premises from occupancy or operation. d. Matters related to the construction, extension, repair, alteration or removal of the fire suppression or alarm systems. e. Conditions affecting the safety of fire fighters and emergency responders during emergency operations. 2. Fire service features for buildings, structures and premises shall comply with all City adopted building standards, California Code of Regulations Title 24 Building Standards and South San Francisco City Code. 3. Permit(s) shall be required as set forth in adopted California Building Code (CBC) Section 105, California Residential Code (CRC) Section R105 and California Fire Code (CFC) Sections 105.6 and 105.7. Submittal documents consisting of construction documents, statement of special inspections, geotechnical report and other data shall be submitted in two or more sets with each permit application. The construction documents shall be prepared by a registered design professional. Where special conditions exist, the code official is authorized to require additional construction documents to be prepared by a registered design professional. a. Construction documents shall be dimensioned and drawn on suitable material. Electronic media documents shall be submitted. Construction documents shall be of sufficient clarity to indicate the location, nature and extent of the work proposed and show in detail that it will conform to the provisions of adopted codes and relevant laws, ordinances, rules and regulations, as determined by the code official. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 17 b. Shop drawings for the fire protection system(s) shall be submitted directly to the Fire Department to indicate conformance with adopted codes and the construction documents and shall be approved prior to the start of system installation. Shop drawings shall contain all information as required by the referenced installation standards in Chapter 9. c. The construction documents shall show in sufficient detail the location, construction, size, and character of all portions of the means of egress including the path of the exit discharge to the public way in compliance with the provisions of adopted codes. In other than occupancies in Groups R-2, R-3, and R-2.1, the construction documents shall designate the number of occupants to be accommodated on every floor, and in all rooms and spaces. d. The construction documents submitted with the application for permit shall be accompanied by a site plan showing to scale the size and location of new construction and existing structures on the site, distances from lot lines, the established street grades and the proposed finished grades and it shall be drawn in accordance with an accurate boundary line survey. In the case of demolition, the site plan shall show construction to be demolished and the location and size of existing structures and construction that are to remain on the site or plot. The code official is authorized to waive or modify the requirement for a site plan where the application for permit is for alteration or repair or where otherwise warranted. e. Construction documents for proposed fire apparatus access, location of fire lanes, security gates across fire apparatus access roads and construction documents, hydraulic calculations and material specifications for fire hydrant, fire protection or detection systems shall be submitted to the fire department for review and approval prior to construction. 4. Where fire apparatus access roads or a water supply for fire protection are required to be installed, such protection shall be installed and made serviceable prior to and during the time of construction except where approved alternative methods of protection are provided. 5. For the purposes of prescribing minimum safeguards for construction, alteration, and demolition operations to provide reasonable safety to life and property from fire during such operations. building, facilities, and premises in the course of construction, alteration or demolition, including those in underground locations shall be in compliance with CFC Chapter 33 and NFPA 241. Applicant is advised that the following Fire Department Specific Conditions apply to this project: Draft Conditions of Approval – Southline Phase 1 July 13, 2022 18 6. New and existing buildings shall be provided with approved illuminated or other approved means of address identification. The address identification shall be legible and placed in a position that is visible from the street or road fronting the property. Address identification characters shall contrast with their background. Address numbers shall be Arabic numerals or alphabetic letters. Numbers shall not be spelled out. Character size and stroke shall be in accordance with CFC Section 505.1.1 through 505.1.2. Where required by the fire code official, address identification shall be provided in additional approved locations to facilitate emergency response in accordance with this code and CFC Section 505.1.3. Where access is by means of a private road and the building cannot be viewed from the public way or when determined by the fire code official, a monument, pole, or other approved illuminated sign or other approved means shall be used to identify the structure(s). Address identification shall be maintained. 7. An approved water supply capable of supplying the required fire flow for fire protection shall be provided to premises on which facilities, buildings or portions of buildings are hereafter constructed or moved into or within the jurisdiction, in accordance with CFC Section 507, Appendices B & C. a. Fire-flow requirements for buildings or portions of buildings and facilities shall be determined by adopted CFC Appendix B. With a maximum of 50% reduction. b. Fire hydrant systems shall comply with adopted CFC Section 507.5.1 through 507.5.8 and Appendix C. 8. Fire apparatus access roads shall be provided and maintained in accordance with CFC Section 503 and Appendix D. a. Approved fire apparatus access roads shall be provided for every facility, building or portion of a building hereafter constructed or moved into or within the jurisdiction. The fire apparatus access road shall extend to within 150 feet of all portions of the facility and all portions of the exterior walls of the first story of the building as measured by an approved route around the exterior of the building or facility. i. Traffic calming measures (bollards, speed bumps, humps, undulations, etc.) are not approved as a part of this review and require specific approval from the Fire Department. ii. Should a security gate be planned to serve the facility, the gate shall be equipped with a Knox Company key operated electric gate release switch. During a power failure, gate shall release for manual operation OR be equipped with standby power or connected to the building emergency panel. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 19 In addition to sending the request to exit signal to the gate operator, the magnetic detection loop (when activated) shall prohibit the gate from closing upon fire apparatus. b. Commercial and industrial developments with buildings or facilities exceeding 30 feet or three stories in height or 62,000 square feet shall have not fewer than two means of fire apparatus access for each structure. Where two fire apparatus access roads are required, they shall be placed a distance apart equal to not less than one half of the length of the maximum overall diagonal dimension of the lot or area to be served, measured in a straight line between accesses. c. Where the vertical distance between the grade plane and the highest roof surface exceeds 30 feet, approved aerial fire apparatus access roads shall be provided in accordance with CFC D105. For purposes of this requirement, the highest roof surface shall be determined by measurement to the eave of a pitched roof, the intersection of the roof to the exterior wall, or the top of parapet walls, whichever is greater. Aerial fire apparatus access roads shall have a minimum unobstructed width of 26 feet, exclusive of shoulders, in the immediate vicinity of the building or portion thereof. One or more of the required access routes meeting this condition shall be located not less than 15 feet and not greater than 30 feet from the building and shall be positioned parallel to one entire long-side of the building or as approved by the fire code official. The side of the building on which the aerial fire apparatus access road is positioned shall be approved by the fire code official. Overhead utility and power lines shall not be located over the aerial fire apparatus access road or between the aerial fire apparatus road and the building. There shall be no architectural features, projections or obstructions that would limit the articulation of the aerial apparatus. d. Required Fire Department access roads shall be signed “No Parking – Fire Lane” per current Fire Department standards and California Vehicle Code (CVC) Section 22500. e. A Fire Department key box shall be provided on the front of each structure for access to fire protection equipment within the building. 9. The provisions of the adopted CFC shall specify where fire protection and life safety systems are required and shall apply to the design, installation, inspection, operation, testing and maintenance of all fire protection systems. a. Approved automatic fire sprinkler systems in new buildings and structures shall be provided in the locations described in adopted CFC Sections 903.2.1 through Draft Conditions of Approval – Southline Phase 1 July 13, 2022 20 903.2.20. Approved automatic fire sprinkler systems in existing buildings and structures shall be provided in locations described in adopted CFC Section 903.6. i. Structure will be required to be protected by an automatic fire sprinkler system. 1. Fire Department Connection (FDC) for the sprinkler and/or standpipe systems shall be located on the street side of the structure or facing approved fire apparatus access roadway fully visible and recognizable from the street, and within 100 feet an approved fire hydrant. b. Structure will be required to install a standpipe system in the building. i. Not less than one standpipe shall be provided for use during construction. Such standpipes shall be installed prior to construction exceeding 40 feet in height above the lowest level of fire department vehicle access. Such standpipes shall be provided with fire department hose connections at floor- level locations adjacent to stairways as construction progresses, such standpipes shall be extended to within one floor of the highest point of construction having secured decking or flooring. 10. A change of occupancy shall not be made unless the use or occupancy is made to comply with the requirements of the City adopted California Fire Code and the California Existing Building Code. Where approved by the fire code official, a change of occupancy shall be permitted without complying with the all requirements of this code and the California Existing Building Code, provided that the new or proposed use or occupancy is determined to be less hazardous, based on life and fire risk, than the existing use or occupancy. 11. The following are a list of deferred plan submittal items that are required by the Fire Department - additional items may be called out based on subsequent permit reviews: a. Private Underground Fire Main b. Standpipe System c. Fire Sprinkler System d. Fire Alarm/Fire Sprinkler Monitoring System e. Fire Pump (to be determined) f. Emergency Responder Radio System (to be determined) Draft Conditions of Approval – Southline Phase 1 July 13, 2022 21 g. Gates and barricades across fire apparatus access roads (to be determined) For any questions, please contact Ian Hardage, Fire Marshal South San Francisco Fire Department (650) 829-6645. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 22 POLICE DEPARTMENT CONDITIONS OF APPROVAL All construction must conform to South San Francisco Municipal Code Chapter 15.48.070 Minimum security standards for non-residential buildings, (Ord. 1477 § 1C, 2013; Ord. 1166 § 1, 1995) 15.48.085 Additional Security Measures May Be Required Per South San Francisco Municipal Code 15.48.085 -Additional Security Measures, the following conditions will also be required: 1) The applicant shall install and maintain a system allowing first responders to enter into the building(s) by means of a code to be entered into a keypad or similar input device. A permanent code shall be issued to the Police Department. Physical keys or electronic access cards will not satisfy this requirement. Please note this is separate from the Fire Department’s “Knoxbox” requirement. This access must be provided at two entry points, each on a different sides of the building to allow first responders a tactical advantage when entering. 2) The hardware design of any doorways shall prevent any doors from being secured in a closed position to either another door or a fixed object within four feet of any door by means of a rope, cable, chain, or similar item. This is to prevent malicious prevention of egress and/or ingress by building occupants or first responders. See possible samples below. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 23 3) All exterior doorways and walkways shall be illuminated during darkness by a white light source that has full cut-off and is of pedestrian scale. 4) All interior common and service areas, such as the garage, bicycle storage area, fire escapes, etc., shall be illuminated at all times with a white light source that is controlled by a tamperproof switch or a switch located in an inaccessible location to passers-by. 5) The landing at the lowest level of service staircases, such as those in the garage area or fire escapes, shall have some mechanism, such as fencing, to prevent access and prevent people from loitering or concealing themselves in that area. 6) Any exterior bicycle racks installed shall be of an inverted “U” design, or other design that allows two different locking points on each bicycle. 7) Any publicly accessible benches shall be of a design that prevents persons from lying on them, such as a center railing. 8) Any publicly accessible power outlets shall be of a design that prevents their access or use during those hours the business is normally closed. 9) Any publicly accessible raised edge surfaces, such as retaining walls, concrete benches, handrails or railings, shall be of a design that prevents or discourages skateboard use on those surfaces. 10) The mature height of all shrubbery shall be no higher than three feet, if so, it shall be maintained at a maximum height of three feet, and tree canopies shall be no lower than six feet above grade. 11) The applicant shall install and maintain a camera surveillance system that conforms to the minimum technical specifications of South San Francisco Municipal Code Chapter 8.66.050 Minimum technological standards, (Ord. 1515, 2016). The video surveillance cameras will be used as a crime deterrent and assist with the identification and apprehension of criminals if a crime is committed on the property. Enough cameras shall be installed to provide adequate coverage for the intended space. Cameras shall be placed minimally in the following locations: • All exterior entrances/exits Draft Conditions of Approval – Southline Phase 1 July 13, 2022 24 • Garage area (providing coverage to entire parking areas) • Bicycle storage area • Main lobby of building • Loading docks 12) Any leasing of sales offices within the building shall be alarmed with a central station monitored silent intruder alarm system. The Police Department requires acknowledgement of these comments to include specific locations in the plans where the applicable change requests have been made. The Police Department reserves the right to review and comment upon the submission of revised and updated plans. For questions concerning this project, please contact Sergeant Michael Rudis at (650) or At mike.rudis@ssf.net. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 25 ENGINEERING DIVISION Permits 1. At the time of each permit submittal, the Applicant shall submit a deposit for each of the following permit reviews and processing: a. Building Permit plan check and civil review. Provide an engineer’s estimate or opinion of probable cost of on-site improvements for deposit amount calculation. b. Hauling/Grading plan check and permit processing. Provide Cubic Yards for deposit amount calculation. c. Public Improvement plan check and permit processing. Provide an engineer’s estimate or opinion of probable cost of Right-of-Way (ROW) improvements for deposit amount calculation. 2. A Grading Permit is required for grading over 50 cubic yards and if 50 cubic yards or more of soil is exported and/or imported. The Applicant shall pay all permit and inspection fees, as well as any deposits and/or bonds required to obtain said permits. The Grading Permit requires several documents to be submitted for the City’s review and approval. The Grading Permit Application, Checklist and Requirements may be found on the City website at http://www.ssf.net/departments/public-works/engineering-division. 3. A Hauling Permit shall be required for excavations and off-haul or on-haul for hauling of earth occurring prior to grading. Otherwise, hauling conditions shall be included with the grading permit. Hauling Permit may be found on the City website at: http://www.ssf.net/departments/public-works/engineering-division. Any proposed haul route through the City of San Bruno jurisdictional limits shall require approval from the City of San Bruno City Engineer. Refer to San Bruno Conditions. 4. The Applicant shall submit a copy of their General Construction Activity Storm Water Permit Notice of Intent and Storm Water Pollution Prevention Plan (SWPPP), where required by State or Federal regulations, to the Engineering Division for our information. These documents shall be submitted prior to receiving a grading or building permit for the subject project. 5. The City of South San Francisco is mandated by the State of California to divert sixty-five percent (65%) of all solid waste from landfills either by reusing or recycling. To help meet this goal, a city ordinance requires completion of a Waste Management Plan (“WMP”) for covered building projects identifying how at least sixty-five percent (65%) of non-inert project waste materials and one hundred percent (100%) of inert materials (“65/100”) will be diverted from the landfill through recycling and salvage. The Contractor shall submit a WMP application and fee payment prior to the issuance of a building and grading permit. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 26 6. A Public Improvement Permit is required for any work proposed within the public ROW that modifies or alters the existing public infrastructure including but not limited to a new road or new curb alignment. An Encroachment Permit is required for any other work within the public ROW or affecting public infrastructure. The Applicant shall pay all permit, plan check, inspection fees and for any public outreach that may be needed during construction, as well as any deposits and/or bonds required to obtain said permits. 7. Prior to the issuance of a building permit and grading permit for development on any properties with open environmental cases subject to regulation by County or State regulators within Lots 1 through 4 as shown on the Vesting Tentative Map, the Applicant shall submit written evidence from the County or State Regulators in charge, which may include information obtained from the State Water Resources Control Board GeoTracker database, indicating that the site is cleared of hazardous materials and hazardous groundwater to a level that poses no impacts to human health, to the extent required by law. The Applicant shall also confirm that any existing groundwater monitoring wells on the project site have been properly closed and/or relocated as necessary as approved by the County or State Regulators in charge prior to ground disturbing activities on the affected parcel(s). 8. Prior to work in any other jurisdiction, the applicant shall obtain copies of the approved permits from other jurisdictions, including City of San Bruno and BART, for proposed work outside the jurisdiction of the City of South San Francisco. The Applicant shall be responsible to pay for all permit fees needed to obtain any such permits. Plan Submittal 9. The Applicant shall submit detailed plans printed to PDF and combined into a single electronic file, with each being stamped and digitally signed by a Professional Engineer registered in the State of California, along with three printed copies. Incorporated within the construction plans shall be applicable franchise utility installation plans, stamped and signed and prepared by the proper authority. Plans shall include the following sheets: Cover, Separate Note Sheet, Existing Conditions, Demolition Plan, Grading Plan, Horizontal Plan, Striping and Signage Plan, Utility Plan(s), Detail Sheet(s), Erosion Control Plan, and Landscape Plans, (grading, storm drain, erosion control, and landscape plans are for reference only and shall not be reviewed during this submittal). 10. Prior to building permit issuance, the Applicant shall obtain a grading permit with the Engineering Division and shall submit an application, all documentation, fees, deposits, bonds and all necessary paperwork needed for the grading permit. The Applicant shall submit a grading plan that clearly states the amount of cut and fill required to grade the project. The Grading Plans shall include the following plans: Cover, Notes, Existing Conditions, Grading Plans, Storm Drain Plans, Stormwater Control Plan, and Erosion Control Plan. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 27 11. Prior to core & shell building permit issuance and any work commencing within the City ROW, the Applicant shall obtain a Public Improvement Permit for all proposed work within the City ROW and shall submit an application, all documentation, fees, deposits, bonds and all necessary paperwork needed for the Public Improvement Permit. The Public Improvement Plans shall include only the scope of work within the City ROW (with reference to the on- site plans) consisting of the following plans: Civil Plans, Landscape Plans, and Joint Trench Plans. 12. Along with the building permit submittals, Applicant shall submit separate Public Improvement Plans for the Public Improvement Permit Application. An engineer’s cost estimate for the scope of work shown on the approved Public Improvement Plans is required to determine the performance and payment bond amount. The submittal of the bonds is required prior to the execution of the Improvement Agreement as further described in Condition 32 below. 13. The Applicant shall submit a copy of their General Construction Activity Storm Water Permit Notice of Intent and Storm Water Pollution Prevention Plan (SWPPP), where required by State or Federal regulations, to the Engineering Division for our information. These documents shall be submitted prior to receiving a grading or building permit for the subject project. 14. Prior to the issuance of an Encroachment Permit, the Applicant shall provide Construction Staging Plans for all off-site construction. Among other items, the Construction Staging Plans shall address the proposed scheme for maintaining traffic along the South Linden Avenue corridor, and the Huntington Avenue corridor during construction off-site improvements in those areas. 15. All improvements shall be designed by a registered civil engineer and approved by the Engineering Division. 16. The Engineering Division reserves the right to include additional conditions during review of the building permit, grading permit, or public improvement permit, to the extent permitted by law and as consistent with the Vesting Tentative Map and Development Agreement approved in connection with the Project. Mapping, Dedications, and Agreements 17. The Applicant shall process a Final Map to reconfigure the existing parcels into five parcels in substantial compliance with the approved Vesting Tentative Map. Said Final Map shall be recorded with the San Mateo County Recorder’s Office prior to the issuance of a core & shell Building Permit. 18. The applicant shall process a Subdivision Map for any proposed future subdivision of Lot 5 of the approved Vesting Tentative Map. Said Subdivision Map shall be recorded with the Draft Conditions of Approval – Southline Phase 1 July 13, 2022 28 San Mateo County Recorder’s Office prior to the issuance of a Building Permit for improvements within that Lot 5. 19. The Applicant shall dedicate to the City, an approximately 96-foot-wide public right-of-way along the proposed new Southline Avenue public street (provisionally named for purposes of these Conditions of Approval and related Project materials) between South Maple Avenue and South Linden Avenue, as shown on the approved Vesting Tentative Map. 20. The Applicant shall dedicate a public right-of-way for the area indicated as “Area of R/W Dedication” on the southwest corner of Lot 1 as shown on the approved Vesting Tentative Map. 21. The Applicant shall dedicate a public right-of-way for the area indicated as “Area of R/W Dedication” on easterly side of Lot 3 and Lot 5, and the westerly side of Lot 5 as shown on the approved Vesting Tentative Map. 22. The Applicant may reserve an approximately 5-foot-wide private utility easement crossing the 96’ wide Southline Avenue public right-of-way between Lot 3 and Lot 5 as shown on sheet TM-11 of the Vesting Tentative Map. The Applicant shall be responsible for providing on-going utility locating services as needed for future Underground Service Alerts to mark any future private utilities installed within the easement on the public right-of-way. 23. The Applicant shall dedicate to the City, an approximately 10-foot-wide public stormdrain easement located along the northeastern side of Lot 2 and Western side of Lot 4 as shown on the approved Vesting Tentative Map. 24. The Applicant shall dedicate to the City, an approximately 20-foot-wide Emergency Vehicle Access Easement on the various Lots as approved to the satisfaction of the Fire Marshall. 25. The Applicant shall create one or more Reciprocal Access Easements or an alternative legal instrument(s) between the various Lots for use of the internal drives and the various private utilities as necessary to provide utility services to each Lot. 26. The Applicant shall create one or more Parking Access Agreements or an alternative legal instrument(s) between all Lots utilizing the proposed Parking Structure on Lot 4. 27. The Applicant shall be responsible for obtaining all approvals necessary from the City of San Bruno and BART for the realignment of Huntington Avenue within the City of San Bruno or BART lands, respectively, as shown on the approved Vesting Tentative Map. 28. The Applicant shall be responsible for obtaining any approvals as may be required from the California Public Utilities Commission (CPUC) for the modifications to the existing railroad preemption for the existing at-grade crossing on South Linden, as needed to accommodate the new traffic signal and intersection layout at the new Southline Avenue/Dollar Avenue, South Linden Avenue intersection. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 29 29. The Applicant shall be responsible for obtaining a License Agreement or other approval with the railroad as may be required for the undergrounding of the overhead utilities over the at- grade crossing on South Linden Avenue. 30. Prior to Building Permit issuance, the applicant shall provide documentation for all existing easements to be quitclaimed as shown on sheet TM-10 of the Vesting Tentative Map. 31. All required public right-of-way and easement dedications to the City, the reservation of private easements, and the requirement for the abandonment of existing easements to be accomplished through the Final Map and not via quitclaim shall be established via the recording of the Final Map for the property. For Property not owned or controlled by the Applicant, public right-of-way dedications and easements shall be established via recording separate instruments. 32. Prior to the issuance of Public Improvement Permits, the Applicant shall enter into an Improvement Agreement and Encroachment and Maintenance Agreement with the City. These agreements shall be approved in substantially similar form by City Council prior to execution. a. The Improvement Agreement shall require the Applicant to ensure the faithful performance of the design, construction, installation and inspection of all public improvements as reviewed and approved by the Engineering Division at no cost to the City and shall be secured by good and sufficient payment, performance, and one (1) year warranty bonds or cash deposit adequate to cover all of the costs, inspections and administrative expenses of completing such improvements in the event of a default. The value of the bonds or cash deposit shall include 110% of the cost of construction based on prevailing wage rates. The value of the warranty bond or cash deposit shall be equivalent to 10% of the value of the performance security. b. The Encroachment and Maintenance Agreement shall require the Applicant to maintain any street furniture that serves the property, and all stormwater treatment measures and the landscaping/street trees in the Public right-of-way within the project frontage at no cost to the City. The Encroachment and Maintenance Agreement shall be recorded with the San Mateo County Recorder and may be transferred to the property owner. 33. Applicant shall pay for all applicable Engineering Division deposits and fees required for any mapping application prior to review. Right-of-Way 34. Prior to Final Signoff of the Public Improvement Permit, Applicant shall coordinate with the City for the final configuration of the following intersections. The final approved Draft Conditions of Approval – Southline Phase 1 July 13, 2022 30 configuration shall be shown on the improvement plans and constructed prior to final signoff of the public improvement permit. a. Dollar Avenue /S. Linden Avenue Intersection: The design for the new Dollar / Linden intersection shall be consistent with the City’s intent to reduce potential pedestrian conflicts by avoiding the creation of “pork chop” islands and a vehicular slip-lane. The final design shall be determined following completion of a traffic analysis to verify design consistency with the applicable City standards, including adequate truck-turning capacity, as well as consistency with the Southline EIR impact determinations, as directed by the City Engineer. b. S. Maple Avenue/Huntington Avenue: The required turn pocket length for the S. Maple Avenue southbound right-turn pocket shall be confirmed based on traffic analysis of the anticipated Phase 1 traffic volumes for the intersection, or as approved by the City Engineer. This intersection requires the Applicant to coordinate final configuration with the City of San Bruno in addition to the City of South San Francisco. 35. All new public improvements required to accommodate the development shall be installed at no cost to the City and shall be approved by the City Engineer and constructed to City Standards. All new public improvements shall be completed prior to any Temporary Occupancy as approved by the City Engineer. 36. Prior to Building Permit issuance, the Applicant shall submit a video survey of the adjacent streets (perimeter of proposed property location) to determine the pre-construction condition of the streets at no cost to the City. The Applicant will be responsible to ensure that the condition of the streets and striping is in at least existing condition or better after construction is completed. 37. The Applicant shall construct the new Southline Avenue from South Maple Avenue to Dollar Avenue to a Traffic Index of 9.5 as shown on the approved Vesting Tentative Map. The street shall include a raised median island with landscaping as shown in the approved Precise Plan dated 03/01/22. 38. The Applicant shall reconstruct the following streets (curb to curb) to a Traffic Index of 9.5: a. Dollar Avenue from Tanforan Avenue to Southline Avenue b. South Linden Avenue along the Lot 5 property frontage c. South Linden Avenue from the at-grade railroad crossing to Dollar Avenue. d. Huntington Avenue from Tanforan Avenue to Sneath Avenue along the realigned Huntington Avenue right-of-way. e. South Maple Avenue approximately 125 feet north of Southline Avenue Draft Conditions of Approval – Southline Phase 1 July 13, 2022 31 39. The Applicant shall perform base repairs, and perform a 2-inch grind and AC overlay of the following streets (curb to curb): a. Tanforan Avenue from Huntington Avenue to Dollar Avenue. b. Huntington Avenue from the southern driveway of the BART parking lot to Tanforan Avenue. c. South Linden Avenue from the at-grade crossing to the eastern limits of the new concrete median island 40. The Applicant shall install a concrete median island at the approaches to the existing at- grade railroad crossing on South Linden Avenue as shown on sheet TM-15 of the Vesting Tentative Map. 41. The Applicant shall construct new curb, gutter, sidewalk, and ADA curb ramps in all locations as shown on the approved Vesting Tentative Map. 42. The Applicant shall install a concrete median island on the realigned portion of Huntington Avenue and along the segment south of Tanforan Avenue. 43. The Applicant shall be responsible for obtaining all approvals necessary from City of San Bruno and the Bay Area Rapid Transit (BART) District for any bicycle and pedestrian improvements on the west side of South Maple Avenue south of the new intersection of Huntington Avenue/South Linden Avenue/Southline Avenue along the west side of Huntington Avenue adjacent to the BART Parking Lot property frontage. 44. The Applicant shall install new pedestrian crosswalks shown on sheets TM-12 through TM- 15 of the Vesting Tentative Map at the following locations; the crosswalks shall include new ADA accessible pedestrian curb ramps on each end of the crosswalks at: a. The intersection of Huntington Avenue, South Maple Avenue and Southline Avenue, b. The intersection of Southline Avenue and the Phase 1 Parking Garage Entrance between Buildings 1 and 7; and c. The intersection of South Linden Avenue, Dollar Avenue, and Southline Avenue . . 45. The Applicant shall construct new ADA Accessible driveway entrances on Southline Avenue and Dollar Avenue frontages of the project site. 46. Applicant shall ensure that any pavement markings impacted during construction are restored and upgraded to meet current City standards current to the time of Encroachment Permit approval. 47. The Applicant shall install new City Standard streetlights on the following streets: Draft Conditions of Approval – Southline Phase 1 July 13, 2022 32 a. On both sides of the realigned Huntington Avenue from Southline Avenue to Tanforan Avenue b. On the new Southline Avenue c. On both sides of South Maple to 125 feet north of Southline Avenue d. On the north side of Tanforan Avenue e. On the west side of Dollar Avenue from Tanforan Avenue to Southline Avenue f. On the South Linden Avenue frontage of Lot 5. 48. The Applicant shall install new traffic signals at the following intersections: a. At the intersection of Southline Avenue/South Maple Avenue/Huntington Avenue b. At the intersection of Southline Avenue / Phase 1 Parking Garage Entrance between Buildings 1 and 7 c. At the intersection of Southline Avenue/Dollar Avenue/South Linden Avenue 49. The Applicant shall modify the existing traffic signal on Huntington Avenue/BART Parking Entrance to accommodate the new pedestrian crosswalk on Huntington Avenue on the south leg of the intersection and as necessary to provide for safe/ ADA accessible crossing for the new mixed-use bike/pedestrian trail along the BART property frontage. 50. The Applicant shall install conduit with a 144-strand fiber optic interconnect cable between the traffic signals at the following intersections: a. Huntington Ave/Sneath to Southline Avenue/South Maple Avenue/Huntington Avenue b. Southline Avenue/South Maple Avenue/Huntington Avenue to Huntington Avenue/BART parking c. Southline Avenue/South Maple Avenue/Huntington Avenue to Southline Avenue / Driveway Entrance. d. Southline Avenue / Driveway Entrance to Southline Avenue/Dollar Avenue/South Linden Avenue e. Southline Avenue/Dollar Avenue/South Linden Avenue to San Mateo Avenue/South Linden Avenue Existing signal interconnect conduit may be reutilized provided existing pull boxes are updated to accommodate fiber optic cable per current Caltrans Standards. All the above referenced traffic signals (including those within the City of San Bruno) shall be equipped with new 2070LX traffic controllers with D4 software, Atcelis switches for KITS communication, and one Cradlepoint 5G Router, or comparable technological specifications as approved by the Draft Conditions of Approval – Southline Phase 1 July 13, 2022 33 Public Works Electrical Division, for wireless communication to City computer server to provide a functioning adaptive traffic control signal system. 51. The Applicant shall perform a traffic signal timing study for the new Southline Avenue segment between South Linden Avenue and the Huntington Avenue/Sneath Lane intersection and prepare traffic signal timing/coordination plans and timing sheets to be used at the initial start-up of the new traffic signals installed with the development. The Applicant shall also perform an update to said traffic signal-timing study within one year after final occupancy of all the building structures in Phase 1 of the Vesting Tentative Map and update the traffic signal timing/coordination plans as needed based on the results of the traffic signal-timing study. 52. Upon completion of construction and landscape work at the site, the Applicant shall clean, repair or reconstruct, at their expense, as required to conform to City Standards, all public improvements including driveways, curbs, gutters, sidewalks and street pavements along the street frontages of the subdivision to the satisfaction of the City Engineer. Damage to adjacent property caused by the Applicant, or their contractors or subcontractors, shall be repaired to the satisfaction of the City Engineer, at no cost to the City or to the property owner. Repairs within the City of San Bruno shall be to the satisfaction of the San Bruno City Engineer. 53. The Applicant shall install street trees, landscaping, and irrigation system on the public right- of-way consistent with the policies of the approved Southline Specific Plan. Applicant shall ensure the proposed trees and planting locations do not interfere with existing Public Utility Easements and new underground utilities. The Applicant shall include root barrier measures to prevent the sidewalk from uplift. 54. Prior to the issuance of the Public Improvement Permit or any Encroachment Permit, the Applicant shall submit Traffic and Pedestrian Control Plans for proposed work within Tanforan Avenue, Huntington Avenue, South Maple Avenue, South Linden Avenue, and Dollar Avenue and/or any area of work that will obstruct the existing pedestrian walkways. 55. No foundation or retaining wall support shall extend into the City Right-of-Way without express approval from the Engineering Department. Applicant shall design any bioretention area or flow-through planters adjacent to the property line such that the facility and all foundations do not encroach within the City Right-of-Way or into an adjacent parcel. 56. The project shall not include any permanent structural supports (retaining walls, tiebacks, etc.) within the ROW. City Engineer approval is required for any temporary structural supports within the ROW. Any temporary structural supports shall be removed after construction. 57. Any work within the public sidewalk and/or obstructing pedestrian routes shall require pedestrian routing plans along with traffic control plans. Temporary lane or sidewalk closures shall be approved by the City Engineer and by the Construction Coordination Draft Conditions of Approval – Southline Phase 1 July 13, 2022 34 Committee (if within the CCC influence area). For any work affecting the sidewalks or pedestrian routes greater than 2 days in duration, the adjacent parking lane or adjacent travel lane shall be closed and temporary vehicle barriers placed to provide a protected pedestrian corridor. Temporary ramps shall be constructed to connect the pedestrian route from the sidewalk to the street if no ramp or driveway is available to serve that purpose. 58. The Engineering Division reserves the right to include new off-site conditions of approval for future phases of the project for the development on Lot 5 shown the approved Vesting Tentative Map, to the extent permitted by law and as consistent with the Vesting Tentative Map and Development Agreement approved in connection with the Project. Stormwater 59. The Applicant shall submit to the City Engineer a storm drainage and hydraulic study for the fully improved development analyzing existing conditions and post-development conditions. The study shall confirm that the proposed development will meet the goal of reducing peak runoff by 10% based on a 25-year, 5-minute design storm for each drainage basin. Methods for reducing stormwater flow shall include stormwater storage on-site if necessary. The study shall also evaluate the capacity of each new storm drain installed as part of the development. Precipitation shall be based on NOAA Atlas 14 data for the site. The study shall be submitted to the City Engineer for review and approval. 60. Runoff Coefficients used for hydraulic calculations shall be as follows: a. Parks and open areas—0.35 b. Residential areas—0.50 c. Multiple dwelling areas—0.65 d. Commercial and paved areas—0.95 61. Hydraulic grade lines shall not be less than 1 foot from the ground surface. 62. The Applicant shall design and construct any on-site and off-site storm drainage improvements along said storm drain system to be sized as recommended by the approved storm drainage and hydraulic study at no cost to the city. 63. The Applicant shall construct all new public and private storm drains and stormwater treatment measures shown on the approved Vesting Tentative Map and as may be modified to accommodate stormwater storage if necessary. 64. Drainage runoff shall not be allowed to flow across lot lines or across subdivision boundaries onto adjacent private property without an appropriate recorded easement or an alternative legal instrument being provided for this purpose. 65. All off-site drainage facilities required by the City Engineer to accommodate the runoff from the subdivision shall be provided by the Applicant at no cost to the City. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 35 66. All building downspouts shall be connected to rigid pipe roof leaders which shall discharge into an approved drainage device or facility that meets the C3 stormwater treatment requirements of Municipal Regional Permit. 67. All storm drainage runoff shall be discharged into a pipe system or concrete gutter. Runoff shall not be surface drained into surrounding private property outside of project site area or public streets. 68. The proposed on-site storm drainage system shall not be dedicated to the City for ownership or maintenance. The storm drainage system and any storm water pollutions control devices within the subdivision shall be owned, repaired, and maintained by the property owner or owner’s association. 69. Applicant shall video inspect the storm drain mains along the project frontage in Tanforan Avenue to the nearest manholes upstream and downstream of the project point of connection both prior to construction and post construction. Video must be submitted to City Engineering for review as part of the improvement plans submittal; the Applicant will be responsible to ensure that the condition of the storm drain is in at least existing condition or better after construction is completed. Sanitary Sewer 70. As part of the future development on Lot 5 of the approved Vesting Tentative Map, the Applicant shall upgrade the existing public sanitary sewer mains indicated as current deficiencies within Table 7.1 Schedule of Improvements (West of 101) within the City of South San Francisco, City-Wide Sewer System Master Plan, dated February 2021, and as follows: a. Upgrade the existing 18-inch LO-P13 line to a 21-inch for 175 feet from 605 feet north of Browning Way to 765’ north of Browning Way. b. Upgrade the existing 18-inch LO-P14 line to a 24-inch line for 1,450 feet from Maple Avenue to Lowrie Avenue. Said public sanitary sewer upgrades as part of the future development of Lot 5 and will not be necessary to design or to provide performance bonding for as part of the Phase 1 Final Map. 71. The Applicant shall construct a new 8-inch public sanitary sewer main on Dollar Avenue from Tanforan Avenue to Lot 3 of the approved Vesting Tentative Map. Said new public sanitary sewer shall provide sewer service for Building 7 and the Parking Structure, to drain towards the sanitary sewer main on Tanforan Avenue. 72. The Applicant shall abandon in place as needed the existing public sanitary sewer main on Dollar Avenue that drains to the sewer main on South Linden. Abandonment shall conform to City Standards. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 36 73. Applicant shall video inspect the sanitary sewer mains along the project frontage to the nearest manholes upstream and downstream of the project point of connection both prior to construction and post construction. Video must be submitted to City Engineering for review as part of the improvement plans submittal and shall confirm the number of existing sewer laterals serving the site that must be abandoned. 74. The Applicant shall abandon all existing private sewer laterals from the project site connected to the public sanitary sewer system. The number of sewer laterals to be abandoned shall be shown on the demolition plans and shall be confirmed by the review of a video inspection of the private sanitary sewer main. 75. The Applicant shall install the new sewer laterals to City Standards including a cleanout in the sidewalk and a new wye connection at the main. Lateral sizes of 8-inch or larger require a manhole connection at the City sewer main. Only one sewer lateral shall be allowed per parcel. 76. Sanitary Sewer plan shall show all existing and proposed utilities. Be sure to provide minimum horizontal and vertical clearances for all existing and proposed utilities. Also include all existing and proposed manhole, catch basin and pipe invert elevations. 77. All utility crossings shall be potholed, verified and shown on the plans prior to the building permit submittal. 78. The on-site sanitary sewer system/plumbing shall be designed and installed in accordance with the Uniform Plumbing Code, as amended and adopted by the City, and in accordance with the requirements of the South San Francisco Building Division. 79. Each on-site sanitary sewer manhole and cleanout shall be accessible to maintenance personnel and equipment via pathway or driveways as appropriate. Each maintenance structure shall be surrounded by a level pad of sufficient size to provide a safe work area. 80. The on-site sanitary sewer system shall not be dedicated to the City for maintenance. The sanitary sewer facilities within the subdivision shall be repaired and maintained by the property owner Homeowner’s Association. Domestic Water 81. The Applicant shall construct new 12-inch diameter water mains along Southline Avenue and relocate the existing 12-inch and 6-inch watermains on South Maple Avenue and South Linden Avenue as shown on the Vesting Tentative Map. The required water main sizes shall be verified as part of the water main design and approval process with California Water Service. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 37 82. The Applicant shall relocate the existing 12-inch water main on Huntington Avenue as shown on the Vesting Tentative Map, subject to approval by the City of San Bruno and, as needed, California Water Service. 83. The Applicant shall install new fire hydrants as shown on the Vesting Tentative Map and as may be modified by the Fire Marshal. Installation and locations shall be in accordance with City Standards as approved by the Fire Marshal. 84. City of San Bruno requires a reservation of space in Tanforan Avenue for a future San Bruno water line. Refer to the City of San Bruno Conditions. Dry Utilities 85. All electrical and communication lines serving the property, shall be placed underground within the property being developed and to the nearest overhead facility or underground utility vault. Pull boxes, junction structures, vaults, valves, and similar devices shall not be installed within pedestrian walkway areas. 86. The applicant shall underground all the existing overhead utilities along the following streets: a. Tanforan Avenue from Huntington Avenue to Dollar Avenue, including the panel conversions of residences on the southern side of the street served by the undergrounded utilities. b. Huntington/South Maple Avenue from the south side of Tanforan Avenue to approximately 250 feet north of Southline Avenue. c. Dollar Avenue from the south side of Tanforan Avenue to Southline Avenue d. South Linden Avenue from Southline Avenue to the northern limits of the existing overhead line on the Lot 5 frontage. e. South Linden from Dollar Avenue to the easterly side of the at-grade railroad crossing to eliminate the need for an overhead utility pole and guy wire along the project frontage. 87. During the design and review process with Pacific Gas & Electric for the undergrounding design review, the Applicant shall submit the design to City of San Bruno for review and comments. On-site Improvements 88. Internal driveways shall be a minimum of 15’ wide for one-way travel and 25’ wide of for areas subject to two-way travel. One-way travel lanes within the site shall be clearly posted and marked appropriately. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 38 89. The Applicant shall submit a construction access plan that clearly identifies all areas of proposed access during the proposed development. 90. Prior to receiving a Certificate of Occupancy from the Building Division, the Applicant shall require its Civil Engineer to inspect the finished grading surrounding the building and to certify that it conforms to the approved site plan and that there is positive drainage away from the exterior of the building. The Applicant shall make any modifications to the grading, drainage, or other improvements required by the project engineer to conform to intent of his plans. 91. The Applicant shall submit a proposed workplan and intended methodologies to ensure any existing structures on or along the development’s property line are protected during proposed activities. 92. All landscaped areas are to be landscaped and irrigated and shall meet the requirements of the City’s Water Efficiency Landscape Ordinance (WELO). Submit landscape, drainage and grading plans for review and approval by the Engineering Division. 93. Any monument signs to be installed for the project shall be located completely on private property and shall not encroach into the City’s right-of-way. The Developer shall ensure that placement of the monument signs do not obstruct clear lines of sight for vehicles entering or exiting the site. Grading 94. The Applicant shall provide documentation from a qualified Industrial Hygienist that the project site is clear of all hazardous materials and groundwater to a level that is satisfactory to State and County Regulators prior to the issuance of a grading permit. 95. The recommendations contained within the geotechnical report shall be included in the Site Grading and Drainage Plan. The Site Grading and Drainage Plan shall be prepared by the developer’s civil engineer and approved by the project geotechnical engineer. 96. During grading operations, the entire project site shall be adequately sprinkled with water to prevent dust or sprayed with an effect dust palliative to prevent dust from being blown into the air and carried onto adjacent private and public property. Dust control shall be for seven days a week and 24 hours a day. Should any problems arise from dust, the developer shall hire an environmental inspector at his/her expense to ensure compliance with the grading permit. 97. Haul roads within the City of South San Francisco shall be cleaned daily, or more often, as required by the City Engineer, of all dirt and debris spilled or tracked onto City streets or private driveways. 98. Prior to placing any foundation concrete, the Applicant shall hire a licensed land surveyor or civil engineer authorized to practice land surveying to certify that the new foundation forms conform with all setbacks from confirmed property lines as shown on the Vesting Tentative Draft Conditions of Approval – Southline Phase 1 July 13, 2022 39 Map. A letter certifying the foundation forms shall be submitted to the Engineering Division for approval. 99. The applicant is required by ordinance to provide for public safety and the protection of public and private property in the vicinity of the land to be graded from the impacts of the proposed grading work. 100. All hauling and grading operations are restricted to between the hours of 8:00 a.m. to 6:00 p.m. for residential areas and 7:00 a.m. to 6:00 p.m. for industrial/commercial areas, Monday through Friday, excluding holidays, unless otherwise authorized by the City. 101. Unless approved in writing by the City Engineer, no grading in excess of 200 cubic yards shall be accomplished between November 1 and May 1 of each year. Applicant shall submit a request letter to the Engineering Division to request the City Engineer’s approval. SSF Engineering Division Contact: Jason Hallare at Jason.Hallare@ssf.net or Maurice Kaufman, WC3, at (650)-754-6353 CITY OF SAN BRUNO 102. The City of South San Francisco has received the following requirements from the City of San Bruno. These requirements are provided for informational purposes only and will be coordinated with the City of San Bruno and the Applicant as conditions for City of San Bruno approvals, permits, and agreements. a. Applicant will be responsible to coordinate and obtain necessary approvals and permits prior to the start of any work within the jurisdictional limits of the City of San Bruno. Applicant will be required to comply with all of the City of San Bruno’s permit requirements. b. For any haul route or truck route within the limits of the City of San Bruno, Applicant will be required to submit proposed haul route and truck route to the City of San Bruno City Engineer for approval. An Encroachment Permit will be issued by the City of San Bruno for haul route access over the city streets. c. Prior to SSF core & shell building permit issuance and prior to any work within the City of San Bruno, the applicant will be required to obtain an encroachment permit from the City of San Bruno for all proposed work within the City of San Bruno right- of-way. The Applicant will be required to submit an encroachment permit application, will be required to submit all required documentation, and will be required to pay all permit, plan check, inspection fees that may be needed during construction, as well as any deposits and/or bonds required to obtain said permits. Draft Conditions of Approval – Southline Phase 1 July 13, 2022 40 i. Encroachment Permit application for work in City of San Bruno may be found on the City of San Bruno website at https://www.sanbruno.ca.gov/383/Permits. ii. Applicant will be required to obtain copies of approved permits from other utilities and agencies, including BART and PG&E, prior to issuance of San Bruno encroachment permit. iii. All improvements within the City of San Bruno public right-of-way will be required to comply with City of San Bruno Standard Plans and Standard Specifications unless specifically approved by City of San Bruno City Engineer. iv. Maintenance Agreements for improvements within the city limits of the City of San Bruno as required for traffic signals, green infrastructure stormwater quality treatment facilities, and other improvements shall be executed prior to issuance of encroachment permits. Applicant will be required to be responsible for coordination with City of San Bruno and for cost of preparation of such agreements d. Prior to Building Permit issuance, the Applicant will be required to submit to the City of San Bruno a video survey of the streets located within the City of San Bruno adjacent to the Project limits of work to determine the pre-construction condition of the streets at the sole cost of the Applicant. The Applicant will be responsible to ensure that the condition of the streets and striping is in at least existing condition or better after construction is completed. e. Applicant will be required to submit design for stormwater maintenance facilities to the City of San Bruno for approval and will be required to enter into maintenance agreement with the City of San Bruno for offsite stormwater treatment areas/green infrastructure that is located within City of San Bruno right-of-way. f. The City of San Bruno Water System Master Plan has identified a new water line within street section of Tanforan Avenue to replace the existing water line located on the south side of Tanforan Avenue that serves the residential properties on south side of Tanforan Avenue. The reservation area will be required to comply with all public health and safety code requirements for clearances between sewer, storm drain, and potable water mains. DRAFT – FOR CITY COUNCIL REVIEW 4867-9363-4824.10 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) This instrument is exempt from recording fees pursuant to Government Code section 27383. Documentary Transfer Tax is $0.00 (exempt per Revenue & Taxation Code section 11922, Transfer to Municipality). DEVELOPMENT AGREEMENT BY AND BETWEEN CITY OF SOUTH SAN FRANCISCO AND LPGS (TANFORAN) LLC Southline Specific Plan Area SOUTH SAN FRANCISCO, CALIFORNIA ADOPTED BY ORDINANCE NO. ______________ OF THE CITY OF SOUTH SAN FRANCISCO CITY COUNCIL Effective Date: __________________, 2022 1 [TABLE OF CONTENTS] 1 DEVELOPMENT AGREEMENT THIS DEVELOPMENT AGREEMENT (“Agreement”) is entered into as of [________________], 2022 (“Effective Date”) by and between LPGS (Tanforan) LLC, a Delaware limited liability company (“Developer”), and the City of South San Francisco, a municipal corporation (“City”), pursuant to California Government Code (“Government Code”) sections 65864 et seq. Developer and City are sometimes collectively referred to herein as “Parties.” RECITALS A. To strengthen the public planning process, encourage private participation in comprehensive planning and reduce the economic risk of development, the Legislature of the State of California enacted California Government Code sections 65864 et seq., which authorizes City to enter into an agreement with any person having a legal or equitable interest in real property for the development of such property. B. Pursuant to Government Code section 65865, City has adopted procedures and requirements for the consideration of development agreements (South San Francisco Municipal Code (“SSFMC”) Chapter 19.60). This Agreement has been processed, considered, and executed in accordance with such procedures and requirements. C. Developer has a legal and/or equitable interest in certain real property located in the City on the approximately 28.5-acre site commonly known as the “Southline Specific Plan Area,” as more particularly described and depicted in Exhibit A (“Project Site”). Developer has requested City to enter into a development agreement and proceedings have been taken in accordance with the rules and regulations of the City with regard to Developer’s proposed Project (as defined below). D. The terms and conditions of this Agreement have undergone extensive review by Developer, City, and the City of South San Francisco City Council (“City Council”) members and have been found to be fair, just, and reasonable. E. The City Council believes that the best interests of the citizens of the City of South San Francisco and the public health, safety, and welfare will be served by entering into this Agreement. F. This Agreement and the Project (as defined in Section 1.1 of this Agreement) will be consistent with the City of South San Francisco General Plan (“General Plan”), the Southline Specific Plan (as defined in Recital [L]), and the SSFMC. G. Development (as defined in Section 1.15 of this Agreement) of the Project Site with the Project in accordance with this Agreement will provide substantial benefits to and will further important policies and goals of City. This Agreement will, among other things, benefit the City by (1) advancing the City’s economic development goals of enhancing the competitiveness of the local economy and maintaining a strong and diverse revenue and job base, (2) creating a state-of- 2 the art transit-oriented commercial campus development to advance long-standing General Plan objectives for the Lindenville area, (3) making significant investments in expanding and upgrading access to transit and multimodal circulation, (4) supporting the City’s achievement of its Climate Action Plan goals through incorporation of environmentally sensitive design and equipment, energy conservation features, water conservation measures, and other sustainability features, (5) generating construction-related benefits, including employment, economic and fiscal benefits related to new construction, and (6) generating fiscal benefits to the City and San Mateo County due to community benefits payments, taxes and other revenue sources from operations. H. In exchange of the benefits to City described in the preceding Recital, together with the other public benefits that will result from the Development of the Project, Developer will receive by this Agreement assurance that it may proceed with the Project in accordance with Applicable Law (as defined in Section 1.6 of this Agreement), and therefore desires to enter into this Agreement. I. This agreement will eliminate uncertainty in planning and provide for the orderly Development of the Project on the Project Site, facilitate progressive installation of necessary improvements, provide for public services appropriate to the Development of the Project on the Project Site, and generally serve the purposes for which development agreements under section 65864, et seq. of the California Government Code are intended. J. On June 2, 2022, following a duly noticed public hearing, the City of South San Francisco Planning Commission (“Planning Commission”) recommended that the City Council approve this Agreement and adopt the Resolutions and Ordinances described in Recitals [K] through [L]. K. On [__________], 2022, after a duly noticed public hearing, by Resolution No. [_], the City Council certified the Southline Specific Plan Environmental Impact Report (SCH# 2020050452) (“EIR”) in accordance with the California Environmental Quality Act (Public Resources Code §§ 2100 et seq. (“CEQA”)) and the CEQA Guidelines (California Code of Regulations, Title 14, §§ 15000 et seq). The EIR analyzed the potential environmental impacts of Development of the Project on the Project Site. Concurrent with its certification of the EIR, and by the same resolution, the City Council duly adopted CEQA findings of fact, a Statement of Overriding Considerations, and a Mitigation Monitoring and Reporting Program (“MMRP”) for the Project. The Statement of Overriding Considerations carefully considered each of the Project’s significant and unavoidable impacts identified in the EIR and determined that each such impact is acceptable in light of the Project’s economic, legal, social, technological and other benefits. The MMRP identifies all mitigation measures identified in the EIR that are applicable to the Project and sets forth a program for monitoring or reporting on the implementation of such mitigation measures. L. Also on [__________], 2022, after a duly noticed public hearing, the City Council duly adopted the following resolutions and introduced the following ordinances granting certain land use entitlements for Development of the Project on the Project Site: 1. Resolution No. [_], amending the General Plan to reflect adoption of the Specific Plan; 3 2. Resolution No. [_], adopting the Southline Specific Plan (“Specific Plan”); 3. Ordinance No. [_] (introduced), adopting Chapter 20.290 of the City of South San Francisco Municipal Code to add the Southline Campus Specific Plan (S-C) District zoning regulations, consistent with the Specific Plan, and amending the zoning map to reflect adoption of the S-C District (“Zoning Amendment”); 4. Ordinance No. [_] (introduced), approving and authorizing the execution of this Agreement; 5. Resolution No. [_], approving the Vesting Tentative Tract Map for the Project Site (the “VTM”); 6. Resolution No. [_], approving the Preliminary Transportation Demand Management Plan for the Southline Specific Plan (“TDM Plan”); and 7. Resolution No. [_], approving the Phase 1 Precise Plan for development within the Project Site (the “Phase 1 Precise Plan”). 8. Resolution No. [_], approving the Design Review for development within the Project Site (“Phase 1 Design Review”) The entitlements described in this Recital [L] and listed on Exhibit B, are collectively referred to herein as the “Project Approvals.” M. On [__________], 2022, the City Council, at a duly noticed public meeting, conducted a second reading of and adopted the following ordinances: 1. Ordinance No. [_], adopting the Zoning Amendment. 2. Ordinance No. [_], approving and authorizing the execution of this Agreement. N. The Project has been designed to fulfill the Development vision of the Project Approvals consistent with the City’s land use policies and regulations, and to secure Developer’s ability to achieve the Development potential of the Project Site at an appropriate level of growth. O. In adopting Ordinance No. [_], the City Council found that this Agreement is consistent with the General Plan and Title 20 of the SSFMC and has followed all necessary proceedings in accordance with the City’s rules and regulations for the approval of this Agreement. AGREEMENT NOW, THEREFORE, the Parties, pursuant to the authority contained in Government Code sections 65864 through 65869.5 and Chapter 19.60 of the South San Francisco Municipal Code in effect on the Effective Date and in consideration of the mutual covenants and agreements contained herein, agree as follows: 4 ARTICLE 1 DEFINITIONS 1.1 Project Description. As used herein, “Project” shall mean the Development on the Project Site as contemplated by the Project Approvals and, as and when they are issued, the Subsequent Approvals, including, without limitation, the permitted uses, density and intensity of uses, and maximum size and height of buildings specified in the Specific Plan and in Chapter 20.260 of Title 20 of the SSFMC, and as such Project Approvals and Subsequent Approvals may be further defined or modified pursuant to the provisions of this Agreement. Without limitation, the Project shall consist of buildings that may be used for office, R&D, accessory retail, and/or amenity uses of up to two million eight hundred thousand (2,800,000) total gross square feet across the Specific Plan area; vehicle parking at a ratio of up to 1.65 striped stalls per 1,000 square feet of commercial use area as calculated across the Specific Plan area; approximately 2.3 acres of publicly accessible open space; on-site and off-site circulation improvements for motor vehicles, bicycles, and pedestrians; and infrastructure, utility, signage, and landscaping improvements, all as set forth in the Project Approvals. 1.2 “Administrative Agreement Amendment” shall have that meaning set forth in Section [7.2] of this Agreement. 1.3 “Administrative Project Amendment” shall have that meaning set forth in Section [7.1] of this Agreement. 1.4 “Affiliate” shall have that meaning set forth in Section [8.1] of this Agreement. 1.5 “Agreement” shall mean this Development Agreement. 1.6 “Applicable Law” shall have that meaning set forth in Section [6.3] of this Agreement. 1.7 “CEQA” shall have that meaning set forth in Recital [K] of this Agreement. 1.8 “City” shall mean the City of South San Francisco. 1.9 “City Council” shall mean the City of South San Francisco City Council. 1.10 “City Law” shall have that meaning set forth in Section 6.5 of this Agreement. 1.11 “Community Benefits Payments” shall have that meaning set forth in Section [3.3] of this Agreement. 1.12 “Control,” “controlled,” and “controlling” shall have that meaning set forth in Section [8.1] of this Agreement. 1.13 “Deficiencies” shall have that meaning set forth in Section 9.2 of this Agreement. 1.14 “Developer” shall mean LPGS (Tanforan) LLC and any successors or assignees pursuant to Article 8 of this Agreement. 5 1.15 “Development” or “Develop” shall mean the division or subdivision of land into one or more parcels; the construction, reconstruction, conversion, structural alteration, relocation, improvement, maintenance, or enlargement of any structure; any excavation, fill, grading, landfill, or land disturbance; the construction of specified road, path, trail, transportation, water, sewer, electric, communications, and wastewater infrastructure directly related to the Project whether located within or outside the Project Site; the installation of landscaping and other facilities and improvements necessary or appropriate for the Project; and any use or extension of the use of land. 1.16 “Development Fees” shall have that meaning set forth in Section 3.2 of this Agreement. 1.17 “District” shall mean any assessment or financing district(s) established by City pursuant to the Community Facilities District Act of 1982 (Mello-Roos), Government Code Sections 53311 et seq., the Streets and Highways Code, Division 10 and 12, the Landscape and Lighting Act of 1972, or other similar law to finance all or part of the public improvements through the issuance of bonds and the imposition of assessments, fees, or taxes on the benefiting land, including, but not limited to, the Property. 1.18 “Effective Date” shall have that meaning set forth in the introductory paragraph to this Agreement. 1.19 “EIR” shall have that meaning set forth in Recital K of this Agreement. 1.20 “Force Majeure Delay” shall have that meaning set forth in Section 10.3 of this Agreement. 1.21 “GDP” shall have that meaning set forth in Section 10.3 of this Agreement. 1.22 “General Plan” shall have that meaning set forth in Recital F of this Agreement. 1.23 “Judgment” shall have that meaning set forth in Section 9.2 of this Agreement. 1.24 “Mortgage” shall have that meaning set forth in Section 11.10 of this Agreement. 1.25 “Mortgagee” shall mean the beneficiary of any Mortgage. 1.26 “MMRP” shall have that meaning set forth in Recital K of this Agreement. 1.27 “Parties” shall mean the Developer and City, collectively. 1.28 “Periodic Review” shall have that meaning set forth in Section 10.5 of this Agreement. 1.29 “Phase 1 Precise Plan” shall have that meaning set forth in Recital L of this Agreement. Without limitation, the Phase 1 Precise Plan allows for development of approximately [six hundred eighty-four thousand seven hundred and ten (684,710)] gross square feet of building area and one thousand ninety-five (1,095) vehicle parking stalls across approximately 12.38 acres of the Project Site. 6 1.30 “Planning Commission” shall have that meaning set forth in Recital J of this Agreement. 1.31 “Project Approvals” shall have that meaning set forth in Recital L of this Agreement. 1.32 “Project Site” shall have that meaning set forth in Recital C of this Agreement. 1.33 “Severe Economic Recession” shall have that meaning set forth in Section 10.3 of this Agreement. 1.34 “SOV” shall have that meaning set forth in Section 3.4 of this Agreement. 1.35 “Specific Plan” shall have that meaning set forth in Recital L of this Agreement. 1.36 “SSFMC” shall have the meaning set forth in Recital B of this Agreement. 1.37 “Subsequent Approvals” shall mean those certain other land use approvals, entitlements, and permits other than the Project Approvals that are necessary or desirable for the Project. In particular, for example and without limitation, the parties contemplate that Developer may, at its election, seek approvals for the following: amendments of the Project Approvals; Precise Plans; improvement agreements; grading permits; demolition permits; building permits; lot line adjustments; sewer, water, and utility connection permits; certificates of occupancy; subdivision map approvals; parcel map approvals; resubdivisions; zoning and rezoning approvals; conditional use permits; minor use permits; sign permits; any subsequent approvals required by other state or federal entities for Development and implementation of the project that are sought or agreed to in writing by Developer; and any amendments to, or repealing of, any of the foregoing. 1.38 “Tax” and “Taxes” shall not include any generally applicable City Business License Tax or locally imposed Sales Tax. 1.39 “TDM Plan” shall have that meaning set forth in Recital L of this Agreement. 1.40 “Term” shall have that meaning set forth in Section 2.2 of this Agreement. 1.41 “VTM” shall have that meaning set forth in Recital L of this Agreement. 1.42 “Zoning Amendment” shall have that meaning set forth in Recital L of this Agreement. To the extent that any defined terms contained in this Agreement are not defined above, then such terms shall have the meaning otherwise ascribed to them elsewhere in this Agreement, or if not in this Agreement, then by controlling law, including the SSFMC. 7 ARTICLE 2 EFFECTIVE DATE AND TERM 2.1 Effective Date. This Agreement is effective as of the Effective Date first set forth above. 2.2 Term. The term of this Agreement shall commence upon the Effective Date and continue (unless this Agreement is otherwise terminated or extended as provided in this Agreement) until twelve (12) years plus one (1) day after the Effective Date (“Term”). 2.3 Administrative Extension. If within five (5) years of the Effective Date, as may be extended due to any Litigation Tolling Period and/or Force Majeure Delay, Developer has obtained temporary certificates of occupancy for each of the buildings approved in connection with the Phase 1 Precise Plan, then Developer shall have the right to request an extension to the Term of up to five (5) additional years. City shall process such requested extension as a request for an Administrative Agreement Amendment pursuant to Section 7.2. ARTICLE 3 OBLIGATIONS OF DEVELOPER 3.1 Obligations of Developer Generally. The Parties acknowledge and agree that City’s agreement to perform and abide by the covenants and obligations of City set forth in this Agreement is a material consideration for Developer’s agreement to perform and abide by its long term covenants and obligations, as set forth herein. The Parties acknowledge that many of Developer’s long term obligations set forth in this Agreement are in addition to Developer’s agreement to perform all the applicable mitigation measures identified in the MMRP. Failure by Developer to make any of the payments called for in this Article 3 at the times and in the amounts specified shall constitute a default by Developer subject to the provisions of Article 10 of this Agreement. 3.2 City Development Fees. (a) Developer shall pay those processing, building permit, inspection and plan checking fees and charges required by City for processing applications and requests for Subsequent Approvals under the applicable regulations in effect at the time such applications and requests are submitted to City. (b) Consistent with the terms of the Agreement, City shall have the right to impose only such development fees (“Development Fees”) as had been adopted by City as of the date the Project’s VTM application was determined to be complete (i.e., July 13, 2020), as set forth in Exhibit C, and except as set forth in Section 3.2(c), only at those rates of such Development Fees in effect at the time of payment of the Development Fees. The Development Fees shall be paid at the time set forth in Exhibit C except as otherwise provided in Article 3 of this Agreement. This Section 3.2(b) shall not prohibit City from imposing on Developer any fee or obligation that is imposed by a regional agency or the State of California in accordance with state or federal obligations and required to be implemented by City. 8 (c) Developer and City acknowledge that certain Development Fees applicable to the Project are no longer in effect on a City-wide basis as of the Effective Date of this Agreement, as set forth in Exhibit C. For any such Development Fees, Developer shall pay the rate in effect as of July 13, 2020 plus an increase of five percent (5%) annually, which shall be applied as of July 1 each year. Notwithstanding any City ordinance or regulation regarding allocation of Development Fees, City shall allocate Developer’s payments for such Development Fees to the then-existing impact fee fund that most closely corresponds to the purpose for which each fee has been paid, in City’s reasonable discretion. 3.3 Community Benefit Payments. In connection with construction of the Project, Developer shall pay phased “Community Benefits Payments” totaling Twenty-Five Million Dollars ($25,000,000.00), as set forth in this Section 3.3. (a) Phased Fee Payments. Developer shall pay to City Community Benefits Payments in the following amounts and at the following times, which payments City, in its sole discretion, may allocate and spend for any authorized governmental purpose: (i) Nine Million Dollars ($9,000,000.00) upon issuance of the first building permit issued for vertical construction in the Project; (ii) Nine Million Dollars ($9,000,000.00) upon issuance of the first building permit issued for vertical construction that will result in a cumulative total of more than seven hundred thousand (700,000) gross square feet of development in the Project, exclusive of structured parking; and (iii) Seven Million Dollars ($7,000,000.00) upon issuance of the first building permit issued for vertical construction that will result in a cumulative total of more than one million eight hundred thousand (1,800,000) gross square feet of development in the Project, exclusive of structured parking. Developer’s obligation to provide any Community Benefits Payment shall accrue and become effective only at the time such Community Benefits Payment is triggered by Developer’s request for issuance of building permits during the Term of this Agreement as set forth herein. By way of example, if within the Term of this Agreement Developer has duly made the first and second phased payments and the total building area is one million seven hundred thousand (1,700,000) square feet at the end of the Term (as such Term may be extended), then Developer shall have no obligation to provide the third Community Benefits Payment. For the avoidance of doubt, in the event that City issues a building permit for vertical construction of a second phase of development of the Project that includes more than one million eight hundred thousand (1,800,000) gross square feet of development, then Developer shall pay to City the Community Benefits Payments in subsections (ii) and (iii) above. 3.4 Other Developer Commitments. (a) Transportation and Circulation Improvements. Developer shall complete construction and (as applicable) dedication to City of the on-site and off-site pedestrian, bicycle, transit accessibility, and vehicular circulation improvements within the City, and shall use 9 commercially reasonable efforts to complete construction and (as applicable) dedication of the off- site pedestrian, bicycle, transit accessibility, and vehicular circulation improvements located outside of the City, all as identified in, and substantially in accordance with the phasing set forth in, the VTM and other Project Approvals. For ease of reference only, a list of these pedestrian, bicycle, transit accessibility, and vehicular circulation improvements is attached as Exhibit D. Except as set forth in the Project Approvals, Developer shall have no obligation to fund, construct, or dedicate off-site circulation improvements. (b) Transportation Demand Management Plan. Developer shall implement the TDM Plan approved by the City as described in Recital [L] to reduce the Project-related single occupancy vehicle (“SOV”) trips and to encourage the use of public transit and alternate modes of transportation. The TDM Plan is designed to ensure that at least forty-five percent (45%) of Project employee trips to the Project Site occur using non-SOV transportation modes, and shall be implemented through one or more individual TDM plans corresponding to individual Precise Plans (“Phased TDM Plans”). City agrees that the Phased TDM Plans shall allow Developer to count “remote working” arrangements (e.g., working from home) as contributing to Developer’s SOV trip reduction obligation. (c) Public Open Space. Developer shall provide publicly accessible open space on the Project Site, substantially in the size and in the locations provided in the Specific Plan, and improved with active and passive recreation amenities, as provided in the Specific Plan and any applicable Precise Plan. Nothing in this Agreement shall prohibit Developer from enacting reasonable rules and regulations for the usage of such open space, including regulations related to hours of operation, security, and conduct within such open space. (d) Centennial Way Trail Funding. Developer shall provide funding toward maintenance of the Centennial Way Trail over a period of fifteen (15) years as set forth below: (i) One Hundred Fifty Thousand Dollars ($150,000.00) upon issuance of the first Certificate of Occupancy for tenant improvements in any office/R&D building identified in the Phase 1 Precise Plan; and (ii) One Hundred Fifty Thousand Dollars ($150,000.00) plus an increase of five percent (5%) annually for fourteen years, prior to the anniversary of the initial payment described in Section [3.4(d)(i)], or such other date as may be agreed to in writing by the parties. City agrees to separately account for and allocate such funds solely toward improvements, maintenance, and repair of the Centennial Way Trail, which may include without limitation improvements to and services affecting the trail surface, benches, recreational facilities, waste receptacles, signage, lighting, and/or landscaping. Subject to the foregoing, City shall have sole discretion to manage and prioritize the use of such Centennial Way Trail funding. (e) Community Center. Developer shall provide within the “Amenities Building” in the first phase of the Project approximately one thousand five hundred (1,500) square feet of space for the benefit of the community, including offices for non-profit organizations, after school/youth oriented programming, public meeting space, or similar uses free of charge (the 10 “Community Center”). Developer or a property manager reporting to Developer or owner of the first phase of the Project shall be responsible for managing the Community Center for the Term of this Agreement. (f) Sustainability Commitments. Developer shall implement the sustainability features identified in the Specific Plan and other Project Approvals. For ease of reference only, a list of these sustainability features is attached as Exhibit E. (g) Mitigation Measures. Developer shall comply with the Mitigation Measures identified and approved in the EIR for the Project, in accordance with CEQA or other law as identified and as set forth on the MMRP. (h) Utility Relocation and Replacement. Developer, at is sole cost, shall be responsible for all on-site work to relocate and upgrade required utilities and infrastructure on the Property. As each phase of utilities infrastructure is built, it is anticipated that the constructed public infrastructure will be dedicated to and accepted by the City, as set forth in the Project Approvals. ARTICLE 4 OBLIGATIONS OF CITY 4.1 Obligations of City Generally. The Parties acknowledge and agree that Developer’s agreement to perform and abide by its covenants and obligations set forth in this Agreement, including Developer’s decision to site the Project in the City, is a material consideration for City’s agreement to perform and abide by the long term covenants and obligations of City, as set forth herein. 4.2 Protection of Vested Rights. City acknowledges that the vested rights provided to Developer by this Agreement might prevent some City Law from applying to the Project Site or prevailing over all or any part of this Agreement. City further acknowledges that Developer’s vested rights to Develop the Project Site include the rights provided by the Project Approvals or the Subsequent Approvals, which may not be diminished by the enactment or adoption of City Law. City shall cooperate with Developer and shall consider undertaking actions mutually agreed by the Parties as necessary to ensure that this Agreement remains in full force and effect. 4.3 Availability of Public Services. To the maximum extent permitted by law and consistent with its authority, City shall assist Developer in reserving such capacity for sewer and water services as may be necessary to serve the Project. 4.4 Developer’s Right to Rebuild. City agrees that, during the Term of this Agreement, Developer may renovate or rebuild all or any part of the Project should it become necessary due to damage or destruction, or if any buildings become functionally outdated, within Developer’s sole discretion. Any such renovation or rebuilding shall be subject to the square footage and height limitations vested by this Agreement, and shall comply with the Project Approvals, the building codes existing at the time of such rebuilding or reconstruction, and the requirements of CEQA. 11 4.5 Expedited Plan Check Process. City agrees to provide an expedited plan check process for the approval of Project drawings consistent with its existing practices for expedited plan checks. Developer agrees to pay City’s established fees for expedited plan check services. City shall use reasonable efforts to provide such plan checks within three (3) weeks of a submittal that meets the requirements of Section 5.2. City acknowledges that City’s timely processing of Subsequent Approvals and plan checks is essential to the successful and complete Development of the Project. 4.6 Project Coordination. City shall perform those obligations of City set forth in this Agreement, which the City acknowledges are essential for the Developer to perform its obligations in Article 3. City and Developer shall use good faith and diligent efforts to communicate, cooperate and coordinate with each other during Development of the Project. 4.7 Estoppel Certificates. Developer may at any time, and from time to time, deliver to City notice requesting that City certify to Developer, a potential transferee pursuant to Article 8, a potential lender to Developer, or a Mortgagee in writing: (i) that this Agreement is in full force and effect and creates binding obligations on the Parties; (ii) that this Agreement has not been amended or modified, or if so amended or modified, identifying such amendments or modifications; (iii) that Developer is not in Default in the performance of its obligations under this Agreement, or if in Default, identifying the nature, extent and status of any such Default; and (iv) the findings of the City with respect to the most recent Periodic Review performed pursuant to Section [10.5] of this Agreement. The City Manager or his or her designee, acting on behalf of City, shall execute and return such certificate within thirty (30) calendar days after receipt of the request. ARTICLE 5 COOPERATION – IMPLEMENTATION 5.1 Processing Application for Subsequent Approvals. By approving the Project Approvals, City has made a final policy decision that the Project is in the best interests of the public health, safety and general welfare of the City. Accordingly, in considering any application for a Subsequent Approval, to the maximum extent permitted by law, City shall not use its discretionary authority to revisit, frustrate, or change the policy decisions or material terms reflected by the Project Approvals, or otherwise to prevent or delay Development of the Project. Instead, the Subsequent Approvals shall be deemed to be tools to implement those final policy decisions. 5.2 Timely Submittals By Developer. Developer acknowledges that City cannot expedite processing Subsequent Approvals until Developer submits complete applications on a timely basis. Developer shall use its best efforts to (i) provide to City in a timely manner any and all documents, applications, plans, and other information necessary for City to carry out its obligations hereunder; and (ii) cause Developer’s planners, engineers, and all other consultants to provide to City in a timely manner all such documents, applications, plans and other necessary required materials as set forth in the Applicable Law. It is the express intent of Developer and City to cooperate and diligently work to obtain any and all Subsequent Approvals. 12 5.3 Timely Processing By City. Upon submission by Developer of all appropriate applications and processing fees for any Subsequent Approval, City shall, to the maximum extent permitted by law, promptly and diligently commence and complete all steps necessary to act on the Subsequent Approval application including, without limitation: (i) providing at Developer’s expense and subject to Developer’s request and prior approval, reasonable overtime staff assistance and/or staff consultants for planning and processing of each Subsequent Approval application; (ii) if legally required, providing notice and holding public hearings; and (iii) acting on any such Subsequent Approval application. City shall ensure that adequate staff is available, and shall authorize overtime staff assistance as may be necessary, to timely process any such Subsequent Approval application. 5.4 Denial of Subsequent Approval Application. City may deny an application for a Subsequent Approval only if such application does not comply with this Agreement or Applicable Law or with any state or federal law, regulations, plans, or policies as set forth in Section 6.10. 5.5 Other Government Permits. At Developer’s sole discretion and in accordance with Developer’s construction schedule, Developer shall apply for such other permits and approvals as may be required by other governmental or quasi-governmental entities in connection with the Development of, or the provision of services to, the Project. City, at Developer’s expense, shall cooperate with Developer in its efforts to obtain such permits and approvals and shall, from time to time, at the request of Developer, use its reasonable efforts to assist Developer to ensure the timely availability of such permits and approvals. 5.6 Assessment Districts or Other Funding Mechanisms. (a) Existing Fees. As set forth in Section 3.2, above, the Parties understand and agree that as of the Effective Date the fees, exactions, and payments listed in Exhibit C are the only City fees and exactions that apply to the Project, subject to the credits and exemptions set forth in Article 3 of this Agreement or identified on Exhibit C. Except as otherwise listed in Exhibit C, City is unaware of any pending efforts to initiate, or consider applications for new or increased fees, exactions, or assessments covering the Project Site, or any portion thereof that would apply to the Project prior to the Effective Date. (b) Potential Southline Specific Plan Area CFD. Developer shall have the right, but not the obligation, to seek establishment of one or more Community Facilities Districts (“CFD”) to levy special taxes within the Project Site to fund construction and/or maintenance of on-site and off-site public facilities and/or services, and upon the filing of a petition by Developer pursuant to Government Code Section 53318(c), City shall cooperate with Developer in its efforts to form such CFD(s). Without limitation, City Council shall consider adoption of a resolution of intention to establish the CFD(s), and following adoption, City shall use good faith and diligent efforts, in compliance with Government Code Section 53318 et seq., to establish and implement the CFD(s) pursuant to the terms of this Agreement, including noticing and conducting necessary public hearings, adoption of resolutions, and, as appropriate, levying special taxes and providing for issuance of CFD bonds. Developer shall advance to City the estimated out-of-pocket costs associated with CFD formation, to be reimbursed from proceeds of the sale of CFD bonds. 13 (c) Future Taxes and Assessments. City understands that long term assurances by City concerning fees, taxes and assessments are a material consideration for Developer agreeing to enter this Agreement and to pay long term fees, taxes and assessments described in this Agreement. City shall retain the ability to initiate or process applications for the formation of new assessment districts or tax districts or citywide assessments or taxes covering all or any portion of the Project Site. In the event an assessment district or tax district is lawfully formed to provide funding for services, improvements, maintenance, or facilities which are substantially the same as those services, improvements, maintenance, or facilities being funding by the fees or assessments to be paid by Developer under the Project Approvals or this Agreement, such fees or assessments to be paid by Developer shall be subject to reduction/credit in an amount equal to Developer’s new or increased assessment under the assessment district. Alternatively, the new assessment district shall reduce/credit Developer’s new assessment in an amount equal to such fees or assessments to be paid by Developer under the Project Approvals or this Agreement. Except as provided for in Section [5.6(b)], Developer retains, and this Agreement shall not restrict or limit, its right to oppose or challenge the formation or proposed adoption of any new assessment district or tax district increased assessment. (d) Application of Fees Imposed by Outside Agencies. City agrees to exempt Developer from any and all fees, including but not limited to, development impact fees, which other public agencies request City to impose at City’s discretion on the Project or Project Site after the Effective Date through the expiration of the Term. Notwithstanding the previous sentence, in the event that another public agency requests that City impose a fee, including a development impact fee on all new development and land use projects on a citywide basis, then any such fee duly adopted by City shall apply to the Project. This Section 5.6(d) shall not prohibit City from imposing on Developer any fee or obligation that is imposed by a regional agency in accordance with state or federal obligations implemented by City in cooperation with such regional agency, or that is imposed by the State of California. ARTICLE 6 STANDARDS, LAWS AND PROCEDURES GOVERNING THE PROJECT 6.1 Vested Right to Develop. Developer shall have a vested right to Develop the Project on the Project Site in accordance with the terms and conditions of this Agreement, the Project Approvals, the Subsequent Approvals (as and when they are issued), and Applicable Law, provided, however, that this Agreement shall not supersede, diminish, or impinge upon vested rights secured pursuant to other Applicable Laws, including without limitation, vested rights secured in connection with a vesting tentative subdivision map pursuant to the California Subdivision Map Act (Gov’t. Code §§ 66410 et seq.). Nothing in this section shall be deemed to eliminate or diminish the requirement of Developer to obtain any required Subsequent Approvals, or to eliminate or diminish Developer’s right to have its applications for any Subsequent Approval timely processed by City in accordance with this Agreement and Applicable Law. 6.2 Permitted Uses Vested by This Agreement. The vested permitted uses of the Project Site; the vested density and intensity of use of the Project Site; the vested maximum height, bulk, and size of proposed buildings; vested provisions for reservation or dedication of land for public purposes and the location of public improvements; the general location of public utilities; and other vested terms and conditions of Development applicable to the Project, shall be as set 14 forth in the vested Project Approvals and, as and when they are issued (but not in limitation of any right to Development as set forth in the Project Approvals) the vested Subsequent Approvals. The vested permitted uses for the Project shall include those uses listed as “permitted” in the Project Approvals, as they may be amended from time to time in accordance with this Agreement. 6.3 Applicable Law. The rules, regulations, official policies, standards and specifications applicable to the Project (the “Applicable Law”) shall be those set forth in this Agreement and the Project Approvals, and, with respect to matters not addressed by this Agreement or the Project Approvals, those rules, regulations, official policies, standards and specifications (including City ordinances and resolutions) governing permitted uses, building locations, timing of construction, densities, design, heights, fees, exactions, and taxes in force and effect on the Effective Date of this Agreement. A list of Applicable Law is provided in Exhibit F. 6.4 Uniform Codes. City may apply to the Project Site, at any time during the Term, then current Uniform Building Code and other uniform construction codes, and City’s then current design and construction standards for road and storm drain facilities, provided any such uniform code or standard has been adopted and uniformly applied by City on a citywide basis and provided that no such code or standard is adopted for the purpose of preventing or otherwise limiting Development of all or any part of the Project. Notwithstanding the foregoing, with respect to any local “reach codes” adopted by City after the Effective Date (including, without limitation, any local measures to restrict use of natural gas or require on-site renewable energy generation, or to require energy efficiency measures beyond Title 24 requirements), (i) Developer shall be excused from compliance with such reach codes for the first phase of the Project as set forth in the Phase 1 Precise Plan and (ii) regardless of whether Developer has submitted a complete Precise Plan application for a phase of the Project prior to the effective date of any reach codes, City may, at any time, excuse Developer from compliance with such reach codes on the basis of a written good faith assessment by Developer that compliance will not be feasible, including for technological or financial reasons, or that compliance would frustrate the goals of the Project Approvals or this Agreement. Prior to submitting a written good faith assessment of reach code feasibility to City, Developer shall confer in good faith with Peninsula Clean Energy, or a qualified third-party consultant with subject matter expertise as reasonably identified by City, regarding feasibility of both full and partial compliance with the reach code, including technological and financial feasibility, and shall include the feasibility assessment of Peninsula Clean Energy or the other consultant identified by City. 6.5 No Conflicting Enactments. Developer’s vested right to Develop the Project shall not be diminished by City approval (whether by action of the City Council or by initiative, referendum or other means) of any ordinance, resolution, rule, regulation, standard, directive, condition or other measure (each individually, a “City Law”) that is in conflict with Applicable Law or this Agreement or that reduces the rights or assurances provided by this Agreement. Without limiting the generality of the foregoing, any City Law shall be deemed to conflict with Applicable Law or this Agreement or reduce the Development rights provided hereby if it would accomplish any of the following results, either by specific reference to the Project or as part of a general enactment which applies to or affects the Project: (a) Change any land use designation or permitted use of the Project Site; 15 (b) Limit or control the availability of public utilities, services, or facilities, or any privileges or rights to public utilities, services, or facilities (for example, water rights, water connections or sewage capacity rights, sewer connections, etc.) for the Project, provided that Developer has complied with all applicable requirements for receiving or using public utilities, services, or facilities; (c) Limit or control the location of buildings, structures, grading, or other improvements of the Project in a manner that is inconsistent with or more restrictive than the limitations included in the Project Approvals or the Subsequent Approvals (as and when they are issued); (d) Limit or control the rate, timing, phasing, or sequencing of the Development of all or any part of the Project in any manner; (e) Result in Developer having to substantially delay Development of the Project or require the issuance of additional permits or approvals by City other than those required by Applicable Law; (f) Establish, enact, increase, or impose against the Project or Project Site any fees, taxes (including without limitation general, special and excise taxes but excluding any increased local (city or county) sales tax or increases city business license tax), assessments, liens or other monetary obligations (including generating demolition permit fees, encroachment permit and grading permit fees) other than those specifically permitted by this Agreement or other connection fees imposed by third party utilities; (g) Impose against the Project any condition, dedication or other exaction not specifically authorized by Applicable Law; or (h) Limit the processing or procuring of applications and approvals of Subsequent Approvals. 6.6 Initiatives and Referenda; Other City Actions Related to Project. (a) If any City Law is enacted or imposed by initiative or referendum, or by the City Council directly or indirectly in connection with any proposed initiative or referendum, which City Law would conflict with Applicable Law or this Agreement or reduce the Development rights provided by this Agreement, such Law shall only apply to the Project to the extent it would not diminish Developer’s vested rights to Develop the Project. (b) Except as authorized in Section 6.10, without limiting the generality of any of the foregoing, no moratorium or other limitation (whether relating to the rate, timing, phasing or sequencing of Development) affecting subdivision maps, building permits or other entitlements to use that are approved or to be approved, issued or granted within the City, or portions of the City, shall diminish Developer’s vested rights to Develop the Project. (c) To the maximum extent permitted by law, City shall cooperate with Developer and shall undertake such actions as may be necessary to ensure this Agreement remains in full force and effect. 16 (d) Developer reserves the right to challenge in court any City Law that would reduce the Development rights provided by this Agreement. 6.7 Environmental Review and Mitigation. The Parties understand that the EIR and MMRP were intended to be used in connection with each of the Project Approvals and Subsequent Approvals needed for the Project. Consistent with the CEQA policies and requirements applicable to the EIR, City agrees to use the EIR and MMRP in connection with the processing of any Subsequent Approval to the maximum extent allowed by law and not to impose on the Project any mitigation measures other than those specifically imposed by the Project Approvals, EIR, and MMRP, or specifically required by CEQA or other Applicable Law, except as provided for in this Section 6.7. Without limitation of the foregoing, the Parties acknowledge that Subsequent Approvals may be eligible for one or more statutory or categorical exemptions under CEQA, including the exemption established by Public Resources Code section 21155.4. The Parties agree that this Agreement shall not limit or expand the operation or scope of CEQA, including Public Resources Code section 21166 and California Code of Regulations, title 14, section 15162, with respect to City’s consideration of any Subsequent Approval. Consistent with CEQA, a future, additional CEQA document may be prepared for any Subsequent Approval only to the extent required by Public Resources Code section 21166 and California Code of Regulations, title 14, section 15162, unless otherwise requested in writing by Developer. Developer specifically acknowledges and agrees that, under Public Resources Code section 21166 and California Code of Regulations, title 14, section 15162, City as lead agency is responsible and retains sole discretion to determine whether an additional CEQA document must be prepared, which discretion City agrees it shall not exercise unreasonably or delay. 6.8 Future Legislative Actions. (a) The Parties acknowledge that, as of the Effective Date, City is in the process of preparing a comprehensive update (the “General Plan Update”) to the General Plan that is in effect on the Effective Date (the “Vested General Plan”). In the event that, following the Effective Date, City adopts a General Plan Update that is consistent with the Project Approvals, then notwithstanding the Developer’s rights pursuant to the Vested General Plan and this Agreement, Developer and City may mutually elect for the Project to be governed by the General Plan Update following its adoption, which election shall not require an amendment to this Agreement and which may be memorialized by City and Developer in a letter. For the purpose of this subsection (a), “for the project to be governed by the General Plan Update” means that the General Plan Update’s processes and standards shall apply to applications for Subsequent Approvals, to the extent that the General Plan Update prescribes a process or standard that applies to a Subsequent Approval. (b) In the event that, following the Effective Date, City amends or otherwise updates the Vested General Plan in a manner that would increase or expand the permitted uses, the maximum floor area ratio (or any other land use density or intensity metric), or the maximum height, bulk, and size of proposed buildings applicable to any land area that the land use element or land use map of the Vested General Plan designates as “Office,” City shall also consider making conforming General Plan amendments and updates applicable to that land area that comprises the Project Site and which is designated as “Office” under the Vested General Plan. 17 (c) In the event that, following the Effective Date, City revises, modifies, updates, or amends the land use designation(s) of the Vested General Plan, that are applicable to the Project Site, or the zoning designation(s) applicable to the Project Site and in effect on the Effective Date, such updates or amendments shall not diminish Developer’s vested rights to Develop the Project or the Project Site, but no provision of this Agreement shall limit Developer’s right to apply for any land use entitlement(s) for the Project Site that are consistent with, or authorized by, such update(s) or amendment(s). Developer acknowledges, however, that the amended or updated policies identified in the immediately preceding sentence might include requirements for permitted development that would be in addition to any obligations of Developer under this Agreement, and that those additional requirements would apply to Developer if Developer applies for any land use entitlement(s) for the Project Site that are consistent with, or authorized by, any revision, modification, update, or amendment contemplated by this subsection (b) of Section 6.8 of this Agreement. No provision of this Agreement shall limit or restrain in any way Developer’s full participation in any and all public processes undertaken by City that are in any way related to revisions, modifications, amendments, or updates to the General Plan or the City of South San Francisco Municipal Code. (d) Developer acknowledges that, if it applies for any land use entitlement(s) for the Project Site that are consistent with, or authorized by, any revision, modification, update, or amendment contemplated by subsection (c) of this Section 6.8 of this Agreement, and that would allow development of the subject parcel(s) in a manner that is inconsistent with, or not authorized by, the Project Approvals, then City may be required to conduct additional CEQA review with respect to such application in accordance with Section 6.7 of this Agreement, and, if such application is finally approved by City and becomes effective, such approval shall automatically be vested under this Agreement only to the extent such approval is consistent with, or authorized by, the Project Approvals. By way of example, if (following any required CEQA compliance) such effective approval were to authorize Development of a structure with a floor area ratio of 2.0, but the Project Approvals would only authorize Development of a structure with a floor area ratio of 1.0, then Developer would automatically have the vested right to Develop said structure with a floor area ratio of 1.0, and would automatically have the non-vested right to Develop that same structure with a floor area ratio of 2.0 (unless, following such approval, this Agreement is amended to vest Developer’s right to Develop such structure with a floor area ratio of 2.0). (e) City agrees that, if Developer applies for any land use entitlement(s) for the Project Site that are inconsistent with, or not authorized by, the Project Approvals, then: (i) such event shall not be a basis for amending or revisiting the terms of the Agreement, unless Developer also applies for an amendment of this Agreement pursuant to subsection (b) of Section 7.2 of this Agreement (i.e., a non-Administrative Agreement Amendment), and shall not be a basis for imposing new exactions, mitigation requirements, conditions of approval, or any other requirement of, or precondition to, Developer’s exercise of its Development rights vested under this Agreement; and (ii) the only exactions, mitigation requirements, or conditions of approval City may impose on such land use entitlement shall be limited to those exactions, mitigation requirements, or conditions of approval authorized under federal, state, or local laws in effect at the time such application is deemed complete, and shall only be imposed with respect to 18 those uses, densities, intensities, and other Development standards applicable to the subject parcel(s) that are inconsistent with, or not authorized by, the Project Approvals. 6.9 Life of Subdivision Maps, Development Approvals, and Permits. The term of any subdivision map or any other map, permit, rezoning, or other land use entitlement approved as a Project Approval or Subsequent Approval shall automatically be extended for the longer of the Term (including any extensions) or the term otherwise applicable to such Project Approval or Subsequent Approval if this Agreement is no longer in effect. The Term of this Agreement and the term of any subdivision map or other Project Approval or Subsequent Approval shall not include any period of time during which a Development moratorium (including, but not limited to, a water or sewer moratorium or water and sewer moratorium) or the actions of other public agencies that regulate land use, Development or the provision of services to the land, prevents, prohibits or delays the construction of the Project or a lawsuit involving any such Development approvals or permits is pending. 6.10 State and Federal Law. As provided in Government Code section 65869.5, this Agreement shall not preclude the application to the Project of changes in laws, regulations, plans or policies, to the extent that such changes are specifically mandated and required by changes in state or federal laws or regulations. Not in limitation of the foregoing, nothing in this Agreement shall preclude City from imposing on Developer any fee specifically mandated and required by state or federal laws and regulations. In the event of any changes required by state or federal laws or regulations, the Developer and City shall meet and confer in good faith to determine what, if any, modifications to this Agreement and/or the Project Approvals would allow the Project and City to comply with such state or federal law or regulation while preserving to the maximum extent feasible the spirit and intent of the Parties in this Agreement and the Project Approvals. 6.11 Timing and Review of Project Construction and Completion. Except as expressly provided in the Project Approvals, Developer shall have the vested right to Develop the Project in such order, at such rate and at such times as the Developer deems appropriate in the exercise of its sole business judgment. In particular, and not in any limitation of any of the foregoing, since the California Supreme Court held in Pardee Construction Co. v. City of Camarillo, 37 Cal.3d 465 (1984), that the failure of the parties therein to consider, and expressly provide for, the timing of Development resulted in a later-adopted initiative restricting the timing of Development to prevail over such Parties’ agreement, it is the desire of the Parties hereto to avoid that result. The Parties acknowledge that, except as otherwise provided for in the Project Approvals, Developer shall have the vested right to Develop the Project on the Project Site in such order and at such rate and at such times as the Developer deems appropriate in the exercise of its business judgment. Nothing in this Agreement shall create any obligation for Developer to complete development of the Project, or any portion thereof, except and to the extent set forth in the Project Approvals. 19 ARTICLE 7 AMENDMENT 7.1 Project Amendments. To the extent permitted by state and federal law, any Project Approval or Subsequent Approval may, from time to time, be amended or modified in the following manner: (a) Administrative Project Amendments. Upon the written request of Developer for an amendment or modification to a Project Approval or Subsequent Approval, City’s Chief Planner or his/her designee shall determine: (i) whether the requested amendment or modification is minor when considered in light of the Project as a whole; and (ii) whether the requested amendment or modification is consistent with this Agreement and Applicable Law. If the Chief Planner or his/her designee finds that the proposed amendment or modification is minor, consistent with this Agreement and Applicable Law, and will result in no new significant impacts not addressed and mitigated in the EIR, the amendment shall be determined to be an “Administrative Project Amendment” and the Chief Planner or his/her designee may, except to the extent otherwise required by law, approve the Administrative Project Amendment without notice and public hearing. Without limiting the generality of the foregoing, lot line adjustments, minor alterations in vehicle circulation patterns or vehicle access points, location of parking stalls on the site, number of required parking stalls if City development standards allow, substitutions of comparable landscaping for any landscaping shown on any final development plan or landscape plan, variations in the location of structures that do not substantially alter the design concepts of the Project, location or installation of utilities and other infrastructure connections or facilities that do not substantially alter the design concepts of the Project, and minor adjustments to the Project Site diagram or Project Site legal description shall be treated as Administrative Project Amendments. Any requested amendment seeking modification of or deviation from the performance or development standards contained in the Municipal Code and which would otherwise require a discretionary approval by the City Council, Planning Commission, or other formal approval body shall not be treated as an Administrative Project Amendment. (b) Non-Administrative Project Amendments. Any request by Developer for an amendment or modification to a Project Approval or Subsequent Approval which is determined not to be an Administrative Project Amendment as set forth above shall be subject to review, consideration and action pursuant to the Applicable Law and this Agreement. 7.2 Amendment of this Agreement. This Agreement may be amended from time to time, in whole or in part, by mutual written consent of the Parties hereto or their successors in interest, as follows: (a) Administrative Agreement Amendments. Any amendment to this Agreement which does not substantially affect (i) the Term, (ii) permitted uses of the Project Site, (iii) provisions for the reservation or dedication of land, (iv) conditions, terms, restrictions, or requirements for subsequent discretionary actions, (v) the density or intensity of use of the Project Site or the maximum height or size of proposed buildings or (vi) monetary contributions by Developer, shall be considered an “Administrative Agreement Amendment” and shall not, except to the extent otherwise required by law, require notice or public hearing before the parties may execute an amendment hereto. Without limitation of the foregoing, in the event that City 20 approves any amendment to the Specific Plan to incorporate one or more additional properties contiguous to the Project Site, in a manner consistent with Specific Plan policies, and which does not result in additional development capacity beyond two million eight hundred thousand (2,800,000) gross square feet, City may grant an Administrative Agreement Amendment to apply the vested rights provided by this Agreement to such Specific Plan amendment. Administrative Agreement Amendments may be approved by the City Manager or, in the sole discretion of the City Manager, the City Manager may refer any proposed Administrative Agreement Amendment to the City Council for consideration and approval or denial. (b) Other Agreement Amendments. Any amendment to this Agreement other than an Administrative Agreement Amendment shall be subject to recommendation by the Planning Commission (by advisory resolution) and approval by the City Council (by ordinance) following a duly noticed public hearing before the Planning Commission and City Council, consistent with Government Code sections 65867 and 65867.5. (c) Amendment Exemptions. No amendment of a Project Approval or Subsequent Approval, or a Subsequent Approval shall require an amendment to this Agreement. Instead, any such matter automatically shall be deemed to be incorporated into the Project and vested under this Agreement. ARTICLE 8 ASSIGNMENT AND TRANSFER 8.1 Assignment and Transfer. (a) Developer may transfer or assign all or any portion of its interests, rights, or obligations under the Agreement and the Project approvals to third parties acquiring an interest or estate in the Project or the Project Site or any portions thereof including, without limitation, purchasers or lessees of lots, parcels, or facilities. Prior to any such transfer or assignment, Developer will seek City’s prior written consent thereof, which consent will not be unreasonably withheld or delayed. City may refuse to give consent only if, in light of the proposed transferee’s reputation and financial resources, such transferee would not, in City’s reasonable opinion, be able to perform the obligations proposed to be assumed by such transferee. To assist the City Manager in determining whether to provide consent to a transfer or assignment, the City Manager may request from the transferee (directly or through Developer) reasonable documentation of transferee’s understanding of and ability and plan to perform the obligations proposed to be assumed by transferee, including without limitation obligations specifically identified in this Agreement, the Project Approvals, the EIR and MMRP, the General Plan, and the TDM Plan. To assist the City Manager in determining whether to consent to a transfer or assignment, the City Manager may also require one or more representatives of the transferee to meet in person to demonstrate to the City Manager’s reasonable satisfaction that the transferee understands and intends and has the ability to perform the obligations intended to be assumed, including without limitation the obligations identified in the immediately preceding sentence. Such determination will be made by the City Manager and will be appealable by Developer to the City Council. For 21 any transfer of all or any portion of the Property, the Developer and assignee shall enter into an assignment and assumption agreement in substantially the form set forth in Exhibit G. (b) Notwithstanding any other provision of this Agreement to the contrary, each of following Transfers are permitted and shall not require City consent under this Section 8.1: (i) Any transfer for financing purposes to secure the funds necessary for construction and/or permanent financing of the Project; (ii) An assignment of this Agreement to an Affiliate; (iii) Transfers of common area to a property owners association; (iv) Dedications and grants of easements and rights of way required in accordance with the Project Approvals; or (v) Any leasing activity. (c) For the purposes of this Section 8.1, “Affiliate” means an entity or person that is directly or indirectly controlling, controlled by, or under common control or management of or with Developer. For the purposes of this definition, “control” means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of an entity or a person, whether through the ownership of voting securities, by contract, or otherwise, and the terms “controlling” and “controlled” have the meanings correlative to the foregoing. ARTICLE 9 COOPERATION IN THE EVENT OF LEGAL CHALLENGE 9.1 Cooperation. In the event of any administrative, legal, or equitable action or other proceeding instituted by any person not a party to the Agreement challenging the validity of any provision of the Agreement, or any Project Approval or Subsequent Approval (“Legal Challenge”), the Parties will cooperate in defending such action or proceeding. City shall promptly (within five business days) notify Developer of any such Legal Challenge against City. If City fails promptly to notify Developer of any Legal Challenge against City or if City fails to cooperate in the defense, Developer will not thereafter be responsible for City’s defense. The Parties will use best efforts to select mutually agreeable legal counsel to defend such Legal Challenge, and Developer will pay compensation for such legal counsel (including City Attorney time and overhead for the defense of such action), but will exclude other City staff overhead costs and normal day-to-day business expenses incurred by City. Developer’s obligation to pay for legal counsel will extend to attorneys’ fees incurred on appeal. In the event City and Developer are unable to select mutually agreeable legal counsel to defend such Legal Challenge, each party may select its own legal counsel and Developer will pay its and City’s attorneys’ fees and costs. Developer shall reimburse City for all reasonable court costs and attorneys’ fees expended by City in defense of any such Legal Challenge or payable to any prevailing plaintiff/petitioner. 22 9.2 Reapproval. (a) If, as a result of any Legal Challenge, all or any portion of the Agreement or the Project Approvals are set aside or otherwise made ineffective by any judgment in such action or proceeding (“Judgment”), based on procedural, substantive or other deficiencies (“Deficiencies”), the Parties will use their respective best efforts to sustain and reenact or readopt the Agreement, and/or the Project approvals, that the Deficiencies related to, as follows, unless the Parties mutually agree in writing to act otherwise: (i) If any Judgment requires reconsideration or consideration by City of the Agreement or any Project approval, then City will consider or reconsider that matter in a manner consistent with the intent of the Agreement and with Applicable Law. If any such Judgment invalidates or otherwise makes ineffective all or any portion of the Agreement or Project approval, then the Parties will cooperate and will cure any Deficiencies identified in the Judgment or upon which the Judgment is based in a manner consistent with the intent of the Agreement and with Applicable Law. City will then consider readopting or reenacting the Agreement, or the Project approval, or any portion thereof, to which the Deficiencies related. (ii) Acting in a manner consistent with the intent of the Agreement includes, but is not limited to, recognizing that the Parties intend that Developer may undertake and complete Development of the Project as described in the Agreement, and adopting such ordinances, resolutions, and other enactments as are necessary to readopt or reenact all or any portion of the Agreement or Project approvals without contravening the Judgment. (b) The Parties agree that this Section 9.2 shall constitute a separate agreement entered into concurrently, and that if any other provision of this Agreement, or the Agreement as a whole, is invalidated, rendered null, or set aside by a court of competent jurisdiction, the Parties agree to be bound by the terms of this Section 9.2, which shall survive invalidation, nullification, or setting aside. 9.3 Extension Due to Legal Challenge. In the event that any Legal Challenge has the direct or indirect effect of setting aside or modifying the Project Approvals, or preventing or delaying development of the Project as set forth herein, the Term of this Agreement shall be automatically extended for a period equal to the number of days from the commencement of litigation to its conclusion (“Litigation Tolling Period”); provided, however, that the total Litigation Tolling Period shall not exceed five (5) years. ARTICLE 10 DEFAULT; REMEDIES; TERMINATION 10.1 Defaults. Any failure by either Party to perform any term or provision of the Agreement, which failure continues uncured for a period of thirty (30) days following written notice of such failure from the other Party (unless such period is extended by mutual written consent), will constitute a default under the Agreement. Any notice given will specify the nature of the alleged failure and, where appropriate, the manner in which said failure satisfactorily may be cured. If the nature of the alleged failure is such that it cannot reasonably be cured within such 30-day period, then the commencement of the cure within such time period, and the diligent 23 prosecution to completion of the cure thereafter, will be deemed to be a cure within such 30-day period. Upon the occurrence of a default under the Agreement, the non-defaulting party may institute legal proceedings to enforce the terms of the Agreement or, in the event of a material default, terminate the Agreement. If the default is cured, then no default will exist and the noticing party shall take no further action. 10.2 Termination. If City elects to consider terminating the Agreement due to a material default of Developer, then City will give a notice of intent to terminate the Agreement and the matter will be scheduled for consideration and review by the City Council at a duly noticed and conducted public hearing. Developer will have the right to offer written and oral evidence prior to or at the time of said public hearings. If the City Council determines that a material default has occurred and is continuing, and elects to terminate the Agreement, City will give written notice of termination of the Agreement to Developer by certified mail and the Agreement will thereby be terminated sixty (60) days thereafter. 10.3 Enforced Delay; Extension of Time of Performance. Subject to the limitations set forth below, performance by either party hereunder shall not be deemed to be in default, and all performance and other dates specified in this Agreement shall be extended, where delays are due to: war; insurrection; strikes and labor disputes; lockouts; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; terrorism; epidemics or pandemics; quarantine or shelter-in-place restrictions; freight embargoes; governmental restrictions or priority; litigation and arbitration, including court delays; legal challenges to this Agreement, the Project Approvals, Subsequent Approvals, or any other approval required for the Project or any initiatives or referenda regarding the same; environmental conditions that have not been previously disclosed or discovered or that could not have been discovered with reasonable diligence that delays the construction or Development of the Property or any portion thereof; unusually severe weather but only to the extent that such weather or its effects (including, without limitation, dry out time) result in delays that cumulatively exceed thirty (30) days for every winter season occurring after commencement of construction of the Project; acts or omissions of the other party; or acts or failures to act of any public or governmental agency or entity (except that acts or failures to act of City shall not excuse performance by City); moratorium; or a Severe Economic Recession (each a “Force Majeure Delay”). An extension of time for any such cause shall be for the period of the enforced delay and shall commence to run from the time of the commencement of the cause, if Notice by the party claiming such extension is sent to the other party within sixty (60) days of the commencement of the cause. If Notice is sent after such sixty (60) day period, then the extension shall commence to run no sooner than sixty (60) days prior to the giving of such Notice. Times of performance under this Agreement may also be extended in writing by the mutual agreement of City and Developer. Developer’s inability or failure to obtain financing or otherwise timely satisfy shall not be deemed to be a cause outside the reasonable control of the Developer and shall not be the basis for an excused delay unless such inability, failure or delay is a direct result of a Severe Economic Recession. “Severe Economic Recession” means a decline in the monetary value of all finished goods and services produced in the United States, as measured by initial quarterly estimates of United States Gross Domestic Product (“GDP”) published by the United States Department of Commerce Bureau of Economic Analysis (and not subsequent monthly revisions), lasting more than four (4) consecutive calendar quarters. Any quarter of flat or positive GDP growth shall end the period of such Severe Economic Recession. 24 10.4 Legal Action. Either Party may institute legal action to cure, correct, or remedy any default, enforce any covenant or agreement in the Agreement, enjoin any threatened or attempted violation thereof, and enforce by specific performance or declaratory relief the obligations and rights of the Parties thereto. Except as provided in Section 10.1, the sole and exclusive remedies for any default or violation of the Agreement will be specific performance or declaratory relief. In any proceeding brought to enforce the Agreement, the prevailing Party will be entitled to recover from the unsuccessful Party all costs, expenses and reasonable attorneys’ fees incurred by the prevailing party in the enforcement proceeding. 10.5 Periodic Review. (a) Conducting the Periodic Review. Throughout the Term, at least once every twelve (12) months following the Effective Date of this Agreement, City shall review the extent of good-faith compliance by Developer with the terms of this Agreement. This review (“Periodic Review”) shall be conducted by the Chief Planner or his/her designee and shall be limited in scope to compliance with the terms of this Agreement pursuant to Government Code section 65865.1. At least ten (10) days prior to the Periodic Review, and in the manner prescribed in Section 11.9 of this Agreement, City shall deposit in the mail or transmit electronically to Developer a copy of any staff report and documents to be relied upon in conducting the Periodic Review and, to the extent practical, related exhibits concerning Developer’s performance hereunder. (b) Developer Submission of Periodic Review Report. Annually commencing one year from the Effective Date and continuing through termination of this Agreement, Developer shall submit a report to the Chief Planner stating the Developer’s good faith compliance with terms of the Agreement. (c) Good Faith Compliance Review. During the Periodic Review, the Chief Planner shall set a meeting to consider the Developer’s good-faith compliance with the terms of this Agreement. Developer shall be permitted an opportunity to respond to City’s evaluation of Developer’s performance, either orally at the meeting or in a supplemental written statement, at Developer’s election. Such response shall be made to the Chief Planner. At the conclusion of the Periodic Review, the Chief Planner shall make written findings and determinations, on the basis of substantial evidence, as to whether or not Developer has complied in good faith with the terms and conditions of this Agreement. The decision of the Chief Planner shall be appealable to the City Council. If the Chief Planner finds and determines that Developer has not complied with such terms and conditions, the Chief Planner may recommend to the City Council that it terminate or modify this Agreement by giving notice of its intention to do so, in the manner set forth in Government Code sections 65867 and 65868. The costs incurred by City in connection with the Periodic Review process described herein shall be borne by Developer. (d) Failure to Properly Conduct Periodic Review. If City fails, during any calendar year, to either: (i) conduct the Periodic Review or (ii) notify Developer in writing of City’s determination, pursuant to a Periodic Review, as to Developer’s compliance with the terms of this Agreement and such failure remains uncured as of December 31 of any year during the Term, such failure shall be conclusively deemed an approval by City of Developer’s compliance with the terms of this Agreement for the period of time since the last Periodic Review. 25 (e) Written Notice of Compliance. With respect to any year for which Developer has been determined or deemed to have complied with this Agreement, City shall, within thirty (30) days following request by Developer, execute and deliver to Developer (or to any party requested by Developer) a written “Notice of Compliance,” in recordable form, duly executed and acknowledged by City, that certifies: (i) The Agreement is unmodified and in full force and effect, or if there have been modifications hereto, that this Agreement is in full force and effect as modified and stating the date and nature of such modifications; (ii) That there are no current uncured defaults under this Agreement or specifying the dates and nature of any such default; (iii) Any other information reasonably requested by Developer. City’s failure to deliver to Developer such a Notice of Compliance within such time shall constitute a conclusive presumption against City that this Agreement is in full force and effect without modification, except as may be represented by Developer, and that there are no uncured defaults in the performance of Developer, except as may be represented by Developer. Developer shall have the right, in Developer’s sole discretion, to record such Notice of Compliance. 10.6 California Law. This Agreement shall be construed and enforced in accordance with the laws of the State of California. Any action to enforce or interpret this Agreement shall be filed and heard in the Superior Court of San Mateo County, California. 10.7 Resolution of Disputes. With regard to any dispute involving Development of the Project, the resolution of which is not provided for by this Agreement or Applicable Law, Developer shall, at City’s request, meet with City. The parties to any such meetings shall attempt in good faith to resolve any such disputes. Nothing in this Section 10.7 shall in any way be interpreted as requiring that Developer and City and/or City’s designee reach agreement with regard to those matters being addressed, nor shall the outcome of these meetings be binding in any way on City or Developer unless expressly agreed to by the parties to such meetings. 10.8 Attorneys’ Fees. In any legal action or other proceeding brought by either Party to enforce or interpret a provision of this Agreement, the prevailing party is entitled to reasonable attorneys’ fees and any other costs incurred in that proceeding in addition to any other relief to which it is entitled. 10.9 Hold Harmless. Developer shall hold City and its elected and appointed officers, agents, employees, and representatives harmless from claims, costs, and liabilities for any personal injury, death, or property damage which is a result of, or alleged to be the result of, the construction of the Project, or of operations performed under this Agreement by Developer or by Developer’s contractors, subcontractors, agents or employees, whether such operations were performed by Developer or any of Developer’s contractors, subcontractors, agents or employees. Nothing in this Section 10.9 shall be construed to mean that Developer shall hold City harmless from any claims of personal injury, death or property damage arising from, or alleged to arise from, any gross negligence or willful misconduct on the part of City, its elected and appointed representatives, offices, agents and employees. 26 ARTICLE 11 MISCELLANEOUS 11.1 Incorporation of Recitals and Introductory Paragraph. The Recitals contained in this Agreement, and the introductory paragraph preceding the Recitals, are hereby incorporated into this Agreement as if fully set forth herein. 11.2 No Agency. It is specifically understood and agreed to by and between the Parties hereto that: (i) the subject Project is a private development; (ii) City has no interest or responsibilities for, or duty to, third parties concerning any improvements until such time, and only until such time, that City accepts the same pursuant to the provisions of this Agreement or in connection with the various Project Approvals or Subsequent Approvals; (iii) Developer shall have full power over and exclusive control of the Project herein described, subject only to the limitations and obligations of Developer under this Agreement, the Project Approvals, Subsequent Approvals, and Applicable Law; and (iv) City and Developer hereby renounce the existence of any form of agency relationship, joint venture or partnership between City and Developer and agree that nothing contained herein or in any document executed in connection herewith shall be construed as creating any such relationship between City and Developer. 11.3 Enforceability. City and Developer agree that unless this Agreement is amended or terminated pursuant to the provisions of this Agreement, this Agreement shall be enforceable by any party hereto notwithstanding any change hereafter enacted or adopted (whether by ordinance, resolution, initiative, or any other means) in any applicable general plan, specific plan, zoning ordinance, subdivision ordinance, or any other land use ordinance or building ordinance, resolution or other rule, regulation or policy adopted by City that changes, alters or amends the rules, regulations, and policies applicable to the Development of the Project Site at the time of the approval of this Agreement as provided by Government Code section 65866. 11.4 Severability. If any term or provision of this Agreement, or the application of any term or provision of this Agreement to a particular situation, is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining terms and provisions of this Agreement, or the application of this Agreement to other situations, shall continue in full force and effect unless amended or modified by mutual consent of the parties. Notwithstanding the foregoing, if any material provision of this Agreement, or the application of such provision to a particular situation, is held to be invalid, void or unenforceable, either City or Developer may (in their sole and absolute discretion) terminate this Agreement by providing written notice of such termination to the other party. 11.5 Other Necessary Acts and City Approvals. Each party shall execute and deliver to the other all such other further instruments and documents as may be reasonably necessary to carry out the Project Approvals, Subsequent Approvals and this Agreement and to provide and secure to the other party the full and complete enjoyment of its rights and privileges hereunder. Whenever a reference is made herein to an action or approval to be undertaken by City, the City Manager or his or her designee is authorized to act on behalf of City, unless specifically provided otherwise by this Agreement or Applicable Law. 27 11.6 Construction. Each reference in this Agreement or any of the Project Approvals or Subsequent Approvals shall be deemed to refer to the Agreement, Project Approval, or Subsequent Approval as it may be amended from time to time, whether or not the particular reference refers to such possible amendment. This Agreement has been reviewed and revised by legal counsel for both City and Developer, and no presumption or rule that ambiguities shall be construed against the drafting party shall apply to the interpretation or enforcement of this Agreement. 11.7 Other Miscellaneous Terms. The singular shall include the plural; the masculine gender shall include the feminine; “shall” is mandatory; “may” is permissive. If there is more than one signer of this Agreement, the signer obligations are joint and several. 11.8 Covenants Running with the Land. All of the provisions contained in this Agreement shall be binding upon the Parties and their respective heirs, successors and assigns, representatives, lessees, and all other persons acquiring all or a portion of the Project, or any interest therein, whether by operation of law or in any manner whatsoever. All of the provisions contained in this Agreement shall be enforceable as equitable servitudes and shall constitute covenants running with the land pursuant to California law including, without limitation, Civil Code section 1468. Each covenant herein to act or refrain from acting is for the benefit of or a burden upon the Project, as appropriate, runs with the Project Site, and is binding upon the owner of all or a portion of the Project Site and each successive owner during its ownership of such property. 11.9 Notices. Any notice or communication required hereunder between City or Developer must be in writing, and may be given either personally, by email (with original forwarded by regular U.S. Mail), by registered or certified mail (return receipt requested), or by Federal Express or other similar courier promising overnight delivery. If personally delivered, a notice shall be deemed to have been given when delivered to the party to whom it is addressed. If delivered by email, a notice shall be deemed given upon verification of receipt if received before 5:00 p.m. on a regular business day, or else on the next business day. If given by registered or certified mail, such notice or communication shall be deemed to have been given and received on the first to occur of: (i) actual receipt by any of the addressees designated below as the party to whom notices are to be sent, or (ii) five (5) days after a registered or certified letter containing such notice, properly addressed, with postage prepaid, is deposited in the United States mail. If given by Federal Express or similar courier, a notice or communication shall be deemed to have been given and received on the date delivered as shown on a receipt issued by the courier. Such notices or communications shall be given to the parties at their addresses set forth below: If to City, to: City of South San Francisco Attn: City Manager 400 Grand Avenue South San Francisco, CA 94080 Phone: (650) 877-8500 Email: mike.futrell@ssf.net 28 With a Copy to: Meyers Nave Attn: Sky Woodruff 1999 Harrison Street, 9th Floor Oakland, CA 94612 Phone: (510) 808-2000 Email: sky@meyersnave.com If to Developer, to: LPGS (Tanforan) LLC Attn: Marcus Gilmour 644 Menlo Avenue, 2nd Floor Menlo Park, CA 94025 Phone: (650) 838-0100 Email: marcus@lane-partners.com With Copies to: Coblentz Patch Duffy & Bass LLP Attn: Megan Jennings One Montgomery Street, Suite 3000 San Francisco, CA 94104 Phone: (415) 391-4800 Email: mjennings@coblentzlaw.com Any party hereto may at any time, by giving ten (10) days written notice to the other party hereto, designate any other address in substitution of the address to which such notice or communication shall be given. 11.10 Mortgagee Protection. The Parties agree that this Agreement shall not prevent or limit Developer, in any manner, at Developer’s sole discretion, from encumbering the Project Site or any portion thereof or any improvement thereon by any lien of mortgage, deed of trust, or other security device securing financing with respect to the Project or the Project Site (“Mortgage”). City acknowledges that the lenders providing such financing may require, in addition to estoppel certificates as set forth in Section 4.7, certain Agreement interpretations and modifications and agrees upon request, from time to time, to meet with Developer and representatives of such lenders to negotiate in good faith any such request for interpretation or modification provided such interpretation or modification is consistent with the intent and purpose of this Agreement. Any Mortgagee of the Project Site shall be entitled to the following rights and privileges: (a) Neither entering into this Agreement nor a breach of this Agreement shall defeat, render invalid, diminish, or impair the lien of any Mortgage on the Project Site made in good faith and for value, unless otherwise required by law. (b) If City timely receives a request from a Mortgagee requesting a copy of any notice of default given to Developer under this Agreement, City shall provide a copy of that notice to the Mortgagee within ten (10) days of sending the notice of default to Developer or within ten (10) days of receiving a request, if a Mortgagee has not provided a request prior to the City sending a notice of default to Developer. The Mortgagee shall have the right, but not the obligation, to cure the default during the remaining cure period allowed such Party under this Agreement. 29 (c) Any Mortgagee who comes into possession of the Project Site, or any portion thereof, pursuant to foreclosure of the Mortgage or deed in lieu of such foreclosure, shall take the Project Site, or portion thereof, subject to the terms of this Agreement. Notwithstanding any provision of this Agreement to the contrary, no Mortgagee shall have an obligation or duty under this Agreement to perform any of Developer’s obligations or other affirmative covenants of Developer hereunder, or to guarantee such performance; provided, however, that to the extent that any covenant to be performed by Developer is a condition precedent to the performance of a covenant by City, the performance thereof shall continue to be condition precedent to City’s performance hereunder, and further provided that any sales, transfer, or assignment by any Mortgagee in possession shall be subject to the provisions of Section 8.1 of this Agreement. 11.12 Entire Agreement, Counterparts And Exhibits. This Agreement is executed in two (2) duplicate counterparts, each of which is deemed to be an original. This Agreement consists of [35] pages, exclusive of signature pages, and seven (7) exhibits which constitute in full, the final and exclusive understanding and agreement of the parties and supersedes all negotiations or previous agreements of the parties with respect to all or any part of the subject matter hereof. All waivers of the provisions of this Agreement shall be in writing and signed by the appropriate authorities of City and the Developer. The following exhibits are attached to this Agreement and incorporated herein for all purposes: Exhibit A: Description and Diagram of Project Site Exhibit B: List of Project Approvals Exhibit C: City Development Fees and Exactions Exhibit D: Circulation and Transportation Improvements Exhibit E: Sustainability Features Exhibit F: Applicable Laws Exhibit G: Form of Assignment and Assumption Agreement 11.13 No Third Party Beneficiaries. This Agreement is intended for the benefit of the Parties hereto and their respective permitted successors and assigns, and is not for the benefit of, nor may any express or implied provision hereof be enforced by, any other person, except as otherwise set forth in Section 11.10. 11.14 Recordation Of Development Agreement. Pursuant to Government Code section 65868.5, no later than ten (10) days after City enters into this Agreement, the City Clerk shall record an executed copy of this Agreement in the Official Records of the County of San Mateo. IN WITNESS WHEREOF, this Agreement has been entered into by and between Developer and City as of the day and year first above written. [Signatures to follow on subsequent pages.] 30 31 SIGNATURE PAGE FOR DEVELOPMENT AGREEMENT BY AND BETWEEN CITY OF SOUTH SAN FRANCISCO LPGS (TANFORAN) LLC CITY: CITY OF SOUTH SAN FRANCISCO, a California municipal corporation By:________________________________ Date: ______________________________ Name: Charles Michael Futrell Its: City Manager ATTEST: By:________________________________ City Clerk APPROVED AS TO FORM: By:_________________________________ City Attorney [Insert Notary Acknowledgment] 32 SIGNATURE PAGE FOR DEVELOPMENT AGREEMENT BY AND BETWEEN CITY OF SOUTH SAN FRANCISCO AND LPGS (TANFORAN) LLC DEVELOPER: LPGS (TANFORAN) LLC, a Delaware limited liability company By:________________________________ Date: ______________________________ Name: Its: By:________________________________ Date: ______________________________ Name: Its: [Insert Notary Acknowledgment] A-1 DEVELOPMENT AGREEMENT BY AND BETWEEN CITY OF SOUTH SAN FRANCISCO AND LPGS (TANFORAN) LLC Exhibit A Description and Diagram of Project Site (Starts on Next Page) A-2 EXHIBIT A1 – LEGAL DESCRIPTION PARCEL 1 PARCEL 2 PARCEL 3 EXHIBIT A1 LEGAL DESCRIPTION OF PROJECT SITE Real property in the City of South San Francisco, County of San Mateo, State of California,described as follows: A-3 PARCEL 4 PARCEL 5 PARCEL 6 6A: 6B: A-4 6C: 6D: PARCEL 7 PARCEL 8 PARCEL 9 PARCEL 1, AS SHOWN ON MAP RECORDED IN VOLUME 56 OF PARCEL MAPS AT PAGES 66-67, OFFICIAL RECORDS OF SAN MATEO COUNTY, CALIFORNIA, FILED IN THE OFFICE OF THE RECORDER OF THE COUNTY OF SAN MATEO, STATE OF CALIFORNIA ON NOVEMBER 7, 1986 IN BOOK 115 OF MAPS AT PAGES 59 AND 60. A-5 A-6 EXHIBIT A2 – DIAGRAM OF PROJECT SITE – EXISTING PARCELS 1 2 3 8 4 5 6A 6B 6C 6D 7 9 EXHIBIT A2 DIAGRAM OF PROJECT SITE(;,67,1*3$5&(/6 A-7 A-8 EXHIBIT A3 – DIAGRAM OF PROJECT SITE – PROPOSED PARCELS 1 2 3 4 5 EXHIBIT A3 DIAGRAM OF PROJECT SITE - PROPOSED PARCELS A-9 B-1 DEVELOPMENT AGREEMENT BY AND BETWEEN CITY OF SOUTH SAN FRANCISCO AND LPGS (TANFORAN) LLC Exhibit B: List of Project Approvals as of Effective Date 1. Resolution to Certify the Draft and Final Environmental Impact Report and Adopt the Mitigation Monitoring and Reporting Program and Statement of Overriding Considerations and associated CEQA Findings, approved by the City Council on _____________, 2022 by Resolution No. _______; 2. Resolution to Adopt the General Plan Amendment, approved by the City Council on _____________, 2022 by Resolution No. _______; 3. Resolution to Adopt the Southline Specific Plan, approved by the City Council on _____________, 2022 by Resolution No. _______; 4. Ordinance No. ___________ to add Chapter 20.___ (“Southline Campus (S-C) Zoning District”) of the South San Francisco Municipal Code and amending the zoning map to reflect adoption of the S-C District, introduced by the City Council on ___________, 2022 and adopted by the City Council on ___________, 2022; 5.Ordinance No. _______ adopting Development Agreement by and between the City of South San Francisco and LPGS (Tanforan) LLC, introduced by the City Council on ___________, 2022 and adopted by the City Council on ___________, 2022; 6. Resolution to Approve Design Review approved by the City Council on_____________, 2022 by Resolution No. _______; 7. Resolution to Approve Vesting Tentative Map approved by the City Council on _____________, 2022 by Resolution No. _______; 8. Resolution to approve Preliminary TDM Plan approved by the City Council on _____________, 2022 by Resolution No. _______; 9. Resolution to Approve Phase 1 Precise Plan approved by the City Council on _____________, 2022 by Resolution No. _______. C-1 DEVELOPMENT AGREEMENT BY AND BETWEEN CITY OF SOUTH SAN FRANCISCO AND LPGS (TANFORAN) LLC Exhibit C City Fees, Exactions, and Payments Subject to the terms of Sections 3.2 and 5.6 of this Agreement, Developer agrees that Developer shall be responsible for the payment of the following fees, charges, exactions, and assessments (collectively, “City Fees”). Nothing herein shall be construed to relieve the Property from common benefit assessments or district taxes 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. As authorized by this Agreement, the amount paid for a particular City Fee shall be as specified below. 1. Administrative/Processing Fees. The Developer shall pay the applicable application, processing, administrative, legal and inspection fees and charges, as then currently adopted pursuant to City’s Master Fee Schedule and required by City for processing of land use entitlements, including without limitation, General Plan amendments, zoning changes, Precise Plans, development agreements, conditional use permits, variances, transportation demand management plans, tentative subdivision maps, parcel maps, lot line adjustments, general plan maintenance fee, demolition permits, and building permits. 2. Vested Development Fees. Except as set forth in Section 3.2(c) of this Agreement, only the Development Fees in effect as of July 13, 2020 (the “Vesting Date”), as set forth in Table 1 below, shall be paid for net new square footage (after consideration of any credits for replacement of existing square footage) at the earlier of (i) issuance of certificate of occupancy or (ii) the times prescribed in the resolution(s) or ordinance(s) adopting and implementing the fees. For any Development Fees no longer in effect as of the date such Development Fees are due and payable, Developer shall pay the rate in effect as of the Vesting Date, as set forth in the table below, plus an increase of five percent (5%) annually, which shall be applied as of July 1 each year. City shall allocate Developer’s payments for such Development Fees to the then-existing impact fee fund that most closely corresponds to the purpose for which each fee has been paid, in City’s reasonable discretion. Table 1 identifies each applicable Development Fee. For reference purposes only, Table 1 also identifies whether each such Development Fee remains in effect as of the Effective Date of this Agreement, and the rate of each such Development Fee as of the Vesting Date. C-2 Table 1: Vested Development Fees* Applicable Development Fee In Effect as of Effective Date? Timing for Payment Rate as of July 13, 2020 – Office/R&D Cost per Square Foot Rate as of July 13, 2020 – Retail Cost per Square Foot Park and Recreation Impact Fee (SSFMC Ch. 8.67) Yes Issuance of Building Permit per building $1.12 $1.26 Childcare Impact Fee (SSFMC Ch. 20.310) Yes Issuance of Building Permit per building $0.57 $0.68 Public Safety Impact Fee (Reso. 97-2012) No – Superseded by Reso. 123-2020 Issuance of Building Permit per building $0.44 $0.44 Bicycle and Pedestrian Impact Fee (SSFMC Ch. 8.68) No – Superseded by Reso. 120-2020 First of Final Inspection or Certificate of Occupancy per building $0.09 $0.36 Commercial Linkage Fee (SSFMC Ch. 8.69) Yes Issuance of Building Permit per building $15.00 $2.50 Sewer Capacity Fee (Reso. 56-2017) Yes Issuance of Building Permit per building Calculated per Reso. 56-2017 Calculated per Reso. 56-2017 * South San Francisco Unified School District Fees are not vested by this Agreement. For reference purposes only, as of the Effective Date of the Agreement, this fee is $0.61 per square foot of Commercial/Industrial space. D-1 DEVELOPMENT AGREEMENT BY AND BETWEEN CITY OF SOUTH SAN FRANCISCO AND LPGS (TANFORAN) LLC Exhibit D Circulation and Transportation Improvements The Southline Specific Plan, Chapter 3, describes the Project’s proposed transportation and circulation improvements in detail. Such improvements are summarized as follows for ease of reference only. As described in the Southline Specific Plan, some of these improvements are outside of the Specific Plan area and will require review and/or approvals or actions by other agencies or entities. Phase 1 Improvements • Development of the new Southline Avenue connection west to east through the Specific Plan area between Huntington Avenue and South Linden Avenue. • Realignment of Dollar Avenue and South Linden Avenue. • Reconfiguration of the existing at-grade rail crossing at South Linden Avenue. • Roadway and pedestrian improvements along Tanforan Avenue. • Roadway and pedestrian improvements along Huntington Avenue from Southline Avenue southward to the San Bruno BART garage intersection. • Upgrade to the existing signalized intersection at Huntington Avenue / BART garage entry. • Synchronizing signals at the rail crossing and the signals along Southline Avenue (Huntington Avenue, project entrance, South Linden Avenue) to support safe vehicular circulation. • Construction of new signalized intersections at: o Huntington Avenue / Southline Avenue o Sneath Lane / Huntington Avenue o Southline Avenue /Main Campus Entry o South Linden Avenue / Dollar Avenue/ Southline Avenue Future Phase Improvements • Widening of and street frontage improvements along portions of South Maple Avenue. Figures The following figures, among others, in the Southline Specific Plan depict the conceptual locations of these proposed improvements. • Figure 3-1: Conceptual Specific Plan Area Vehicular Circulation Improvements D-2 • Figure 3-3: Conceptual Specific Plan Area Pedestrian Connectivity Plan • Figure 3-4: Conceptual Specific Plan Area Bicycle Connectivity Plan • Figure 3-5: Conceptual Off-Site Signal and Pedestrian Crosswalk Improvements • Figure 3-6a: Conceptual Improvements – Huntington Avenue (Site Plan) • Figure 3-7: Tanforan Avenue Improvements E-1 DEVELOPMENT AGREEMENT BY AND BETWEEN CITY OF SOUTH SAN FRANCISCO AND LPGS (TANFORAN) LLC Exhibit E Sustainability Features The Southline Specific Plan, Chapter 5, describes the Project’s proposed sustainability features in detail. Such improvements are summarized as follows for ease of reference only. Transportation • Promote a safe and inviting pedestrian environment, taking advantage of the Specific Plan area’s proximity to the San Bruno BART station and San Bruno Caltrain station. • Achieve an alternative mode-shift reduction of 45 percent through the implementation of a TDM program. • Provide mobility hubs designed to accommodate shuttles and ride-share pickup and drop off zones that promote shared-transit options such as shuttles, car share, rideshare, and/or other alternative-mobility options. • Provide Class II and III bike lanes and routes within the Specific Plan area that are also connected to existing and planned off-site bicycle networks. • Provide electric vehicle charging infrastructure in parking structures and surface parking for at minimum ten percent of the parking spaces. • Provide parking in below- and above-ground structures in lieu of surface parking, thereby minimizing heat island impacts associated with surface asphalt parking. Energy / Greenhouse Gas Emissions • Achieve at minimum LEED Silver (version 4) or equivalent performance, and CalGreen compliance. • Prioritize and integrate responsive design strategies that compliment a climate-responsive design. • Achieve at least 10% reduction over American Society of Heating Refrigerating and Air Conditioning Engineers (ASHRAE) 90.1-2010 requirements to reduce energy-related GHG emissions for each building by implementing energy-efficient measures. • Require 100% carbon-free electricity be purchased for all electricity consumption. • Evaluate options to reduce on-site emissions from construction equipment during the construction phase. Options include using Tier 4 engines where commercially available, using grid electric power instead of diesel generators, and enforcing idling time restrictions for vehicles on the project site. E-2 • As part of ongoing tenant operations, utilize exterior electrical power infrastructure that support reduced emissions from maintenance equipment. Waste Reduction • Maximize diversion of construction and demolition waste, targeting a 75% diversion rate, consistent with 2025 targets as required by SB 1383. • As part of ongoing tenant operations, incorporate extensive recycling and composting facilities to divert organic materials away from landfills and incorporate dedicated space and waste collection infrastructure for batteries, mercury-containing lighting fixtures, and electronic waste. Water Conservation • Comply with state and local requirements regarding efficient water usage for landscaping, including the City’s adopted Water Efficient Landscape Ordinance. • Utilize native/adaptive and drought-tolerant landscaping to reduce overall exterior water needs. • Install weather-based irrigation controls, drip irrigation, rotary spray, targeted hydrozoning, and other efficient methods for delivering landscape water to reduce potable water use. • Install high-efficiency water fixtures for toilets, urinals, showerheads and lavatories. Design for Employee and Community Wellness • Prioritize wellness as part of the design, development, and operations of Southline. • Improve the health of tenants, visitors, and the surrounding community. • Integrate the best management design and operations strategies that optimize health. • Provide passive open space and public spaces that provide opportunities for tenant and community recreation and gatherings. • Provide on-site health and fitness and recreation amenities for use by building tenants. • Utilize the Southline Commons as a place for employee and public entertainment, events and programs. • Create flexible and intimate outdoor spaces that provide personal and small group gatherings for eating and socializing (e.g. Southline Commons, Southline Retail Plaza). • Provide a fruit and vegetable garden as part of the Tanforan Avenue Community Parklet. • Strive to achieve employee wellness Fitwel certification, or equivalent. F-1 DEVELOPMENT AGREEMENT BY AND BETWEEN CITY OF SOUTH SAN FRANCISCO AND LPGS (TANFORAN) LLC Exhibit F Applicable Laws Developer shall comply with the following City regulations and provisions applicable to the Property as of the Effective Date of this Agreement (except as modified by this Agreement and the Project Approvals). 1. South San Francisco General Plan, as adopted on October 13, 1999 and as amended from time to time prior to the Effective Date. 2. Southline Specific Plan, as adopted prior to the Effective Date. 3. City of South San Francisco Municipal Code, as amended from time to time prior to the Effective Date, including Chapter 20.290, Southline Campus (S-C) Zoning District. 4. South San Francisco Zoning Map, as amended from time to time prior to the Effective Date. 5. City Fees as set forth in Exhibit C. G-1 DEVELOPMENT AGREEMENT BY AND BETWEEN CITY OF SOUTH SAN FRANCISCO AND LPGS (TANFORAN) LLC Exhibit G Form of Assignment and Assumption Agreement (Starts on Next Page) G-2 WHEN RECORDED MAIL TO: City of South San Francisco Attn: City Clerk 400 Grand Avenue South San Francisco, CA 94080 ______________________________________________________________________________ Space Above for Recorder’s Use Exempt from Recording Fees per Cal. Gov. Code § 6103 ASSIGNMENT AND ASSUMPTION AGREEMENT This Assignment and Assumption Agreement (“Assignment Agreement”) is entered into to be effective on ______, 202_, by and between LPGS (Tanforan) LLC, a Delaware limited liability company (“Assignor”), and ___________________, a _______________ (“Assignee”), and the City of South San Francisco, a municipal corporation (“City”). Assignor and Assignee are sometimes referred to herein as a “Party” and collectively as the “Parties.” RECITALS A. Assignor and City have previously entered into that certain Development Agreement between City and Assignor dated ________, 2022, approved by the City of South San Francisco City Council by Ordinance No. ________ on _________, 2022, to be effective on ________________, 2022, and recorded on ______________, 2022 as Document No. ______________, San Mateo County Official Records (“Development Agreement”) to facilitate the development and redevelopment of that certain real property consisting of approximately ____ acres with the City of South San Francisco, California, which is legally described in Exhibit A of the Development Agreement (“Property”). A true and complete copy of the Development Agreement is attached hereto as Exhibit 1. B. Assignor is the fee owner of the Property, and Assignor desires to convey its interest in the developable, approximately [_] acre portion of the Property and more particularly described on Exhibit 2 attached hereto (“Assigned Property”) to Assignee concurrently with execution of this Assignment Agreement; and Assignee desires to so acquire such interest in the Assigned Property from the Assignor. C. Section 8.1 of the Development Agreement (“Agreement and Transfer” therein) refers to Assignor as “Developer” and provides in part that: Developer may transfer or assign all or any portion of its interests, rights, or obligations under the Agreement and the Project approvals to third parties acquiring an interest or estate in the Project or any portion thereof including, without limitation, purchasers or lessees of lots, parcels, or facilities. Prior to the issuance of the first certificate of occupancy for the Project Site, Developer will seek City’s prior written consent to any transfer, which consent will not be unreasonably G-3 withheld or delayed. City may refuse to give consent only if, in light of the proposed transferee’s reputation and financial resources, such transferee would not, in City’s reasonable opinion, be able to perform the obligations proposed to be assumed by such transferee. Such determination will be made by the City Manager and will be appealable by Developer to the City Council. For any transfer of all or any portion of the Property, the Developer and assignee shall enter into an assignment and assumption agreement in substantially the form set forth in Exhibit G. D. The Parties desire to enter into this Assignment Agreement in order to satisfy and fulfill their respective obligations under Section 8.1 of the Development Agreement. AGREEMENT NOW, THEREFORE, in consideration of the above recitals and the mutual covenants hereinafter contained and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows: 1. Assignment by Assignor. Assignor hereby assigns, transfers and grants to Assignee, and its successors and assigns, all of Assignor’s rights, title and interest and obligations, duties, responsibilities, conditions and restrictions under the Development Agreement with respect to the Assigned Property and only to the extent accruing or arising on and after the Effective Date (collectively, the “Assigned Rights and Obligations”). 2. Acknowledgement and Assumption of Obligations by Assignee. Assignee, for itself and its successor and assigns, hereby acknowledges that it has reviewed, is aware of and intends to honor its Assigned Rights and Obligations with respect to its Development of the Assigned Property pursuant to the terms of the Development Agreement, and additionally expressly and unconditionally assumes all of the Assigned Rights and Obligations. Assignee agrees, expressly for the benefit of Assignor and City, to comply with, perform, and execute all of the Assigned Rights and Obligations. 3. Release of Assignor. Assignee and City hereby fully release Assignor from all Assigned Rights and Obligations. Both Assignor and Assignee acknowledge that this Assignment Agreement is intended to fully assign all of the Assigned Rights and Obligations to Assignee, and it is expressly understood that Assignor shall continue to be obligated under the Development Agreement only with respect to those portions of the Project Site retained by Assignor. 4. Substitution of Assignor. Assignee hereinafter shall be substituted for and replace Assignor in the Development Agreement with respect to the Assigned Property. Whenever the term “Developer” appears in the Development Agreement, it shall hereinafter include Assignee with respect to the Assigned Property. 5. Development Agreement in Full Force and Effect. Except as specifically provided herein with respect to the assignment and assumption, all the terms, covenants, conditions and provisions of the Development Agreement are hereby ratified and shall remain in full force and effect. G-4 6. Recording. Assignor shall cause this Assignment Agreement to be recorded in the Official Records of San Mateo County, California, and shall promptly provide conformed copies of the recorded Assignment Agreement to Assignee and City. 7. Successors and Assigns. All of the terms, covenants, conditions and provisions of this Assignment Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, successors and assigns. 8. Applicable Law/Venue. This Assignment Agreement shall be construed and enforced in accordance with the laws of the State of California, without reference to choice of law provisions. Any legal actions under this Assignment Agreement shall be brought only in the Superior Court of the County of San Mateo, State of California. 9. Applicable Law/Venue. This Assignment Agreement shall be construed and enforced in accordance with the laws of the State of California, without reference to choice of law provisions. Any legal actions under this Assignment Agreement shall be brought only in the Superior Court of the County of San Mateo, State of California. 10. Interpretation. All parties have been represented by counsel in the preparation and negotiation of this Assignment Agreement, and this Assignment Agreement shall be construed according to the fair meaning of its language. The rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be employed in interpreting this Assignment Agreement. Unless the context clearly requires otherwise: (a) the plural and singular numbers shall each be deemed to include the other; (b) the masculine, feminine, and neuter genders shall each be deemed to include the others; (c) “shall,” “will,” or “agrees” are mandatory, and “may” is permissive; (d) “or” is not exclusive; and (e) “includes” and “including” are not limiting. 11. Severability. Except as otherwise provided herein, if any provision(s) of this Assignment Agreement is (are) held invalid, the remainder of this Assignment Agreement shall not be affected, except as necessarily required by the invalid provisions, and shall remain in full force and effect unless amended or modified by mutual consent of the parties. 12. Counterparts. This Assignment Agreement may be executed in one or more counterparts, each of which shall be deemed to constitute an original, but all of which, when taken together, shall constitute one and the same instrument, with the same effect as if all of the parties to this Assignment Agreement had executed the same counterpart. 13. City Consent. City is executing this Assignment Agreement for the limited purpose of consenting to the assignment and assumption and clarifying that there is privity of contract between City and Assignee with respect to the Development Agreement. 14. Effective Date. The Effective Date of this Assignment Agreement shall be the date upon which Assignee obtains fee title to the Assigned Property by duly recorded deed (“Effective Date”). IN WITNESS WHEREOF, Assignor, Assignee and City have entered into this Assignment Agreement as of the date first written above. G-5 ASSIGNOR: LPGS (TANFORAN) LLC, a Delaware limited liability company By: Signature of Person executing the Agreement on behalf of Assignor Name: Title: ASSIGNEE: [INSERT NAME OF ASSIGNEE] By: Signature of Person executing the Agreement on behalf of Assignee Name: Title: CITY: CITY OF SOUTH SAN FRANCISCO, a Municipal Corporation By: Signature of Person executing the Agreement on behalf of City Name: Title: City Manager Approved as to form by: By: Signature of Person approving form of the Agreement on behalf of City Name: Title: City Attorney