HomeMy WebLinkAboutOrd. 1377-2006
ORDINANCE NO. 1377-2006
AN ORDINANCE AMENDING AND REST A TING THE
DEVELOPMENT AGREEMENT WITH ARE-EAST JAMIE
COURT LLC FOR A TWO-BUILDING RESEARCH AND
DEVELOPMENT COMPLEX ON A 6.13-ACRE SITE AT THE
INTERSECTION OF EAST JAMIE COURT AND HASKINS
WAY
WHEREAS, California Government Code ("Government Code") Sections 65864 through
65869.5 authorizes the City to enter into binding development agreements with persons having
legal or equitable interests in real property for the development of such property or on behalf of
those persons having same; and
WHEREAS, on January 11, 2006, after conducting all proceedings and making all
findings necessary for the valid adoption and execution of a development agn:ement for the
Property in accordance with Government Code Sections 65864 through 65869.5, the California
Environmental Quality Act ("!::~EQA"), and Chapter 19.60 of the Municipal Code, the City
Council adopted Ordinance No. 1365-2006, approving and adopting a development agreement
for the property at East Jamie Court ("Property"); and
WHEREAS, on March 10, 2006, East Jamie Court, LLC, and City entered into a certain
Development Agreement for the East Jamie Court Office Research and Development Project (the
"Original Agreement"), as approved and adopted by the City Council; and
WHEREAS, East Jamie Court, LLC, has submitted a Restated and Amended
Development Agreement to the City to permit the development of the Property as depicted on
the amended East Jamie Court Development Plan Set dated March 31, 2006 ("Amended Plan
Set") (a copy of such Amended Plan Set is attached hereto as Exhibit A and incorporated herein
by reference); and
WHEREAS, proper environmental documentation has been prepared in accordance with
CEQA Guidelines; and
WHEREAS, minor amendments have been included in the Development Agreement to
reflect the revised project size, but all original features remain essentially unchang1ed; and
WHEREAS, East Jamie Court, LLC, has requested that City adopt the Amended and
Restated Agreement to set forth the rights and obligations of the parties relating to the
development of the Property; and
WHEREAS, on November 16, 2006, the Planning Commission held a properly noticed
public hearing on the proposed Amendments to the East Jamie Court Development Agreement
and recommended that the City Council approve the Amended and Restated Agreement; and
NOW THEREFORE, the City Council of the City of South San Francisco does hereby
ordain as follows:
SECTION 1. Findings
A. The proposed Restated and Amended Development Agreement for the Project is
consistent with the objectives, policies, general land uses and programs specified
in the General PIan, as amended and adopted. This finding is based upon all
evidence in the record as a whole, including, but not limited to: the City Council's
independent review of these documents. The Project provides for a two-building
office and research and development complex in the Planned Industrial (P-l)
Zoning District. The proposed project complies with all zoning, subdivision and
building regulations and with the objectives, policies, general land uses and
programs specifit:d in the General Plan. The Amendment 1) increases the two-
story building to three stories (instead of one two-story and one three-story
structure), resulting in a 29,000 sq. ft. increase, and an increase in :floor area ratio
from 0.5 to 0.61; 2) maintains the requested duration of the Original Development
Agreement; 3) incorporates the City's desire to construct public improvements
with the cost paid by the developer; 4) adds public safety features such as an
emergency operations room and enhanced internal radio communieations; and 5)
clarifies the "fair share" financial contribution required for the Swift Avenue
Sewer Main and Pump Station No.3 Upgrades, estimating it to be $525,500.00.
B. The Restated and Amended Development Agreement is consistent with the P-I
Planned Industrial Zone District and the General Plan. The Planning Commission
reviewed the proposed Amendments to the Development Agreement for the East
Jamie Court Office and found that it complied with all applicable zoning,
subdivision, and building regulations and with the General Plan. The City Council
independently re:viewed the proposed Amendment to the Development, the
General Plan, Chapters 20.78 and 20.84 of the Zoning Ordinance as amended,
Chapter 19.60 of the South San Francisco Municipal Code, Title 15 of the
Municipal Code, and applicable state and federal law . This finding is based upon
all evidence in the record as a whole, including, but not limitt:d to: the City
Council's independent review of these documents and advice in the record from
City staff, including staff reports, testimony and resolutions.
C. The proposed Re:stated and Amended Development Agreement states its specific
duration. This finding is based upon all evidence in the record as a whole,
including, but not limited to: the City Council's independent review of the
proposed Development Agreement and its determination that Section 3 of the
Agreement states that the Agreement shall expire ten years from the effective date
of the Agreement, which shall expire 10 years from the original effective date and
no later than March 10, 2016.
D. The proposed Re:stated and Amended Development Agreement for the East Jamie
Court Office does not alter the permitted uses of the property subject over those
approved by the City Council on March 10, 2006. This finding is based upon all
evidence in the record as a whole, including, but not limited to: the City
Council's indeptmdent review of the proposed Amendment to the Development
Agreement for the East Jamie Court Office and its determination that Section 3 of
the Agreement, which sets forth the documents stating the permitted uses, is
unchanged by this Amendment.
E. The design and type of improvements proposed in the Restated and Amended
Development Agreement do not conflict with public easements for access through
or use of the property within the development and conform to the provisions of
the Subdivision Map Act and Chapter 19.48.080 of the South San Francisco
Municipal Code as to design, drainage, utilities, road improvements and offers of
dedication or deed. This finding is based upon all evidence in the record as a
whole, including, but not limited to the following: City Council's independent
review of the proposed Amendments and the reports of the city engineer and other
appropriate department heads.
F. The East Jamie Court office site is physically suitable for the proposed type and
density of development. This finding is based upon all evidence in the record as a
whole, including, but not limited to the following: The site is suited for the type,
density and location of commercial development in that all the mitigation
measures applicable to Planned Industrial (P-I) Zoning District. No changes to
the mitigation monitoring program are required as a result of the Amendment and
the increase in floor area ratio from 0.5 to 0.61 is accommodated by the additional
parking beneath the buildings.
G. The proposed Restated and Amended Development Agreement for the East Jamie
Court Office does not propose any dedication of land for public purposes from the
property subject thereto. This finding is based upon all evidence in the record as a
whole, including, but not limited to: the City Council's independent review ofthe
proposed Amendment to the Development Agreement for the East Jamie Court
Office.
H. The Restated and Amended Development Agreement is consistent with the
approved original development agreement. This finding is based upon the City
Council's indepl;:ndent review of the Restated and Amended Development
Agreement for the East Jamie Court Office. The proposed project continues to
comply with the goals and objectives of the City's General Plan to develop high-
quality, well-designed office and R&D developments throughout the northern
portion of the East of 101 area. The Restated and Amended Development
Agreement also complies with the development standards and requirements of the
P-I Planned Industrial Zone District. Amendments are consistent with the land
uses, development intensities and design standards approved in the Development
Agreement, as amended. Minor changes to the previous conditions of approval
have been added to address the slight changes in development.
SECTION 2.
The City Council of the City of South San Francisco hereby approves modifications to
the Original Development Agreement (DAA06-0002) by approving the Restated and Amended
Development Agreement for the East Jamie Office, attached, and authorizes staff to make
changes to the plan consistent with the Council's approval of same.
SECTION 3. Severability.
In the event any section or portion of this ordinance shall be determined invalid or
unconstitutional, such section or portion shall be deemed severable and all other sections or
portions hereof shall remain in full force and effect.
SECTION 4. Publication and Effective Date.
Pursuant to the provisions of Government Code Section 36933, a summary of this
Ordinance shall be prepared by the City Attorney. At least five (5) days prior to the Council
meeting at which this Ordinance is scheduled to be adopted, the City Clerk shall (1) publish the
Summary, and (2) post in the City Clerk's Office a certified copy of this Ordinance. Within
fifteen (15) days after the adoption of this Ordinance, the City Clerk shall (1) publish the
summary, and (2) post in the City Clerk's Office a certified copy of the full text of this
Ordinance along with the names of those City Council members voting for and against this
Ordinance or otherwise voting. This ordinance shall become effective thirty days from and after
its adoption.
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Introduced at a regular meeting of the City Council of the City of South San Francisco,
held the 13th day of December 2006.
Adopted as an Ordinance of the City of South San Francisco at a regular meeting of the
City Council held the 27th day of December 2006, by the following vote:
AYES:
Councilmembers Mark Addiego, Joseph A. Fernekes, and Karyl Matsumoto,
Vice Mayor Pedro Gonzalez and Mayor Richard A. Garbarino
NOES: None
ABSTAIN: None
ABSENT: None
ATTEST:
(nJ7 t~
City Clerk
As Mayor of the City of South San Francisco,
Ordinance this 28th day of December 2006.
I do hereby approve the foregoing
~II~
Mayor
AMENDED AND RESTATED DEVELOPMENT AGREEMENT
East Jamie Court Office / Research and Development Project
This AMENDED AND RESTATED DEVELOPMENT AGREEMENT FOR THE EAST
JAMIE COURT OFFICE / RESEARCH AND DEVELOPMENT PROJECT is dated
, 2006 ("Restated Agreement"), between ARE-EAST JAMIE COURT, LLC, a
Delaware limited liability company ("Owner"), and the CITY OF SOUTH SAN FRANCISCO, a
municipal corporation organized and existing under the laws of the State of California ("City").
Owner and City are collectively referred to herein as "Parties."
RECITALS
A. WHEREAS, California Government Code ("Government Code") Sections 65864 through
65869.5 authorize the City to enter into binding development agreements with persons
having legal or equitable intt:rests in real property for the development of such property
or on behalf of those persons having same; and,
B. WHEREAS, pursuant to Government Code Section 65865, the City has adopted rules and
regulations, embodied in Chapter 19.60 of the South San Francisco Municipal Code
("Municipal Code"), establishing procedures and requirements for adoption and
execution of development agreements; and,
C. WHEREAS, this Restated Agreement concerns property located on a 6. 13-acre site at the
corner of Haskins Way and East Jamie Court, as shown and more particularly described
in Exhibit A attached hereto ,md incorporated herein by reference ("Property"); and,
D. WHEREAS, ARE-East Jamie Court, LLC, the Owner, has a legal interest in the Property;
and,
E. WHEREAS, on November 21,2002, City's Planning Commission approved Conditional
Use Permit P02-0042 (the "Use Permit") for the development of the Property as depicted
on the East Jamie Court Development Plan Set dated November 7, 2002, prepared by
Dowler-Gruman Architects (a copy of such Use Permit is attached hereto as Exhibit B
and incorporated herein by reference); and,
F. WHEREAS, on January 11" 2006, after conducting all proceedings and making all
findings necessary for the valid adoption and execution of a development agreement for
the Property in accordance with Government Code Sections 65864 through 65869.5, the
California Environmental Quality Act ("CEQA"), and Chapter 19.60 of the Municipal
Code, the City Council adopted Ordinance No. 1365-2006, approving and adopting a
development agreement for the Property (which Ordinance took effect on February 10,
2006); and
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G. WHEREAS, on March 10, 2006, Owner and City entered into a certain Development
Agreement for the East Jamie Court Office Research and Development Project (the
"Original Agreement"), as approved and adopted by the City Council; and,
H. WHEREAS, Owner has submitted an application to the City for modifications of the Use
Permit and the Original Agreement to permit the development of the Property as depicted
on the amended East Jamie Court Development Plan Set dated March 31, 2006, prepared
by Dowler-Gruman Architects (the "Amended Plan Set") (a copy of such Amended Plan
Set is attached hereto as Exhibit C and incorporated herein by reference); and
I. WHEREAS, Owner has requested that the City enter into this Restated Agreement to set
forth the rights and obligations of the parties relating to the development of the Property;
and,
1. WHEREAS, all proceedings necessary for the valid adoption and execution of this
Restated Agreement have taken place in accordance with Government Code
Sections 65864 through 65869.5, CEQA, and Chapter 19.60 of the Municipal Code; and,
K. WHEREAS, the City Council and the Planning Commission have found that this
Restated Agreement is consistent with the objectives, policies, general land uses and
programs specified in the South San Francisco General Plan as adopted on October 13,
1999, and as amended from time to time; and,
L. WHEREAS, on ,2006, the City Council adopted Ordinance No.
approving and adopting this Restated Agreement and the Ordinance thereafter took effect
on , 2006.
AGREEMENT
NOW, THEREFORE, the Parties, pursuant to the authority contained in Government
Code Sections 65864 through 65869.5 and Chapter 19.60 of the Municipal Code and in
consideration of the mutual covenants and agreements contained herein, agree as follows:
1. Amends and Restates Original Agreement
The Parties hereby agree that (i) this Restated Agreement amends, restates, and
supersedes the Original Agreement in its entirety, and (ii) the Original Agreement shall
have no further force or effect from and after the date this Restated Agreement becomes
effective. Notwithstanding the foregoing, any action taken by the Parties pursuant to the
Original Agreement prior to the date this Restated Agreement becomes effective shall be
and remain valid and authorized, as if such actions had been taken pursmmt to this
Restated Agreement.
2. Effective Date
Pursuant to Chapter 19.060.140, notwithstanding the fact that the City Council adopts an
ordinance approving this Restated Agreement, this Restated Agreement shall be effective
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and shall only create obligations for the Parties from and after the date that the ordinance
approving this Restated Agreement takes effect ("Effective Date").
3. Duration
This Restated Agreement shall expire on March 10, 2016. Iflitigation against the Owner
(or any of its officers, agents, employees, contractors, representatives or consultants) to
which the City also is a party should delay implementation or construction on the
Property of the "Proiect" (as defined in Section 4 below), the expiration date of this
Restated Agreement shall be extended for a period equal to the length of time from the
time the summons and compllaint is served on the defendant(s) until the judgment entered
by the court is final and not subject to appeal; provided, however, that the total amount of
time for which the expiration date shall be extended as a result of such litigation shall not
exceed five (5) years.
4. Proiect Description; Development Standards For Proiect
The project to be developed on the Property pursuant to this Restated Agreement (the
"Proiect") shall consist of (i) two (2) office/research and development buildings, each
with three (3) floors, containing an aggregate of approximately 162,000 square feet,
(ii) parking below each building that will accommodate up to 139 parking spaces,
(iii) surface parking that wi1l accommodate up to 320 parking spaces, and (iv) related
improvements, all as provided in the Amended Plan Set and as approved by the City
Council.
(a) The permitted uses, the density and intensity of uses, the maximurn heights,
locations and total area of the proposed buildings, the development schedule, the
provisions for vehicular access and parking, any reservation or dedication of land,
any public improvements, facilities and services, and all environmental impact
mitigation measures imposed as approval conditions for the Project shall be
exclusively those provided in the Amended Plan Set, the Use Permit (and any
addenda thereto in e1Iect as of the Effective Date) (the "Operative Use Permit"),
the Development Plan, the Mitigated Negative Declaration (and any addenda
thereto in effect as of the Effective Date), this Restated Agreement (as approved
by the City Council), and the applicable ordinances in effect as of the Effective
Date (including, but not limited to, the applicable provisions of the Municipal
Code in effect on the Effective Date), except as modified in this Restated
Agreement.
(b) Subject to Owner's fulfillment of its obligations under this Restated Agreement,
upon the Effective Date of this Restated Agreement, the City hereby grants to
Owner a vested right to develop and construct on the Property all the
improvements for the Project authorized by, and in accordance with, the terms of
this Restated Agreement, the Amended Plan Set (as approved by the City
Council), and the applicable ordinances in effect as of the Effective Date.
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(c) Upon such grant of right, no future amendments to the City General Plan, the City
Zoning Code, the Municipal Code, or other City ordinances, policies or
regulations in effect as of the Effective Date shall apply to the Project, except
such future modifications that are not in conflict with and do not prevent the
development proposed in the Amended Plan Set (as approved by the City
Council); provided, however, that nothing in this Restated Agreement shall
prevent or preclude the City from adopting any land use regulations or
amendments expressly permitted herein or otherwise required by State or Federal
Law.
(d) The Operative Use Permit shall not require an extension during the term of this
Restated Agreement provided Owner is not in material breach of the terms of this
Restated Agreement or the Conditions of Approval for said Operative Use Permit.
5. Permits For Project
If the Project is to be built in phases, Owner shall submit a Development Plan for
development of the Project within sixty (60) days of applying for a grading pennit for the
first phase of the Project. The Development Plan shall address, at a minimum, the
landscaping and common improvements required for each phase of the Project.
For each phase, City shall issue building permits and certificates of occupancy only after
the City has reviewed and approved Owner's applications therefor. City staff review of
applications for permits, certificates, approvals, or other entitlements shall be limited to
determining whether the following conditions are met:
(a) The application is complete; and,
(b) Owner has complied with the conditions of the City Council's approval of the
Project, all applicable Uniform Codes, the Municipal Code, CEQA requirements
(including any required mitigation measures) governing issuance of such permits
or certificates, and Federal and State Laws; and,
(c) All applicable processing, administrative and legal fees have been paid subject to
the provisions of this Restated Agreement; and,
(d) For certificates of occupancy only, City has approved the landscaping and
common improvements for the applicable phase of the Project.
6. Vesting of Approvals
Upon the City's approval of this Restated Agreement, such approvals shall vest in Owner
and its successors and assigns for the term of this Restated Agreement, provided that the
successors and assigns comply with the terms and conditions of this Restated Agreement,
including, but not limited to, submission of insurance certificates and bonds for the
grading of the Property and construction of improvements.
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7. Cooperation Between Parties in Implementation of Restated Agreement
It is the Parties' express intent to cooperate with one another and diligently work to
implement all land use and building approvals for development of the Property in
accordance with the terms of this Restated Agreement. Accordingly, Owner and City
shall proceed in a reasonable and timely manner, in compliance with the deadlines
mandated by applicable agreements, statutes or ordinances, to complete all steps
necessary for implementation of this Restated Agreement and development of the
Property in accordance with the terms of this Restated Agreement. City shall proceed in
an expeditious manner to complete all actions required for the development of the
Project, including but not limited to the following:
(a) Scheduling all required public hearings by the City Council and City Planning
Commission; and
(b) Processing and checking all maps, plans, permits, building plans and specifications
and other plans relating to development of the Property filed by O\\rner or its
nominee, successor or assign as necessary for development of the Property, and
inspecting and providing acceptance of or comments on work by Owner that
requires acceptance or approval by the City.
Owner, in a timely manner, shall provide City with all documents, applications" plans and
other information necessary for City to carry out its obligations hereunder and to cause its
planners, engineers and all other consultants to submit in a timely manner all necessary
materials and documents.
8. Acquisition of Other Property; Eminent Domain
In order to facilitate and insure development of the Project in accordance: with the
Amended Plan Set and the City Council's approval, City may assist Owner, at Owner's
request and at Owner's sole cost and expense, in acquiring any easements or properties
necessary for the satisfaction and completion of any off-site components of the Project
required by the City Council to be constructed or obtained by Owner in the Council's
approval of the Project and the Amended Plan Set, in the event Owner is unable to
acquire such easements or properties or is unable to secure the necessary agreements with
the applicable property owners for such easements or properties. Owner expressly
acknowledges that City is under no obligation to use its power of eminent domain.
9. Maintenance Obligations on Property
All of the Property subject to this Restated Agreement shall be maintained by Owner or
its successors in perpetuity in accordance with City requirements to prevent acc:umulation
of litter and trash, to keep weeds abated, and to provide erosion control, and to comply
with other requirements set D)rth in the Municipal Code, subject to City approval.
(a) If Owner subdivides the property or otherwise transfers ownership of a parcel or
building in the Projeet to any person or entity such that the Property is no longer
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under single ownership, Owner shall first establish an Owner's Association and
submit Conditions, Covenants and Restrictions ("CC&Rs") to the City for review
and approval by the City Attorney. Said CC&Rs shall satisfy the requirements of
Section 19.36.040 of the Municipal Code.
(b) Any provisions of said CC&Rs governing the Project relating to the maintenance
obligations under this section shall be enforceable by the City.
10. Fees
(a) Owner shall not be responsible for any fees imposed by the City in connection
with the development and construction of the Project, except as otherwise set
forth in this Restated Agreement.
(b) No fee requirements (other than those identified herein) imposed by the City on or
after the Effective Date and no changes to existing fee requirements (other than
those currently subje:et to periodic adjustments as specified in the adopting or
implementing resolutions and ordinances) that occur on or after the Effective
Date, shall apply to the Project.
(c) Any existing application, processing, administrative, legal and inspection fees that
are revised during tht: term of this Restated Agreement shall apply to the Project,
provided that (1) such fees have general applicability; (2) the application of such
fees to the Property is prospective; and (3) the application of such fees would not
prevent development in accordance with this Restated Agreement.
11. New Taxes
Any subsequently enacted City-wide taxes shall apply to the Property, provided that:
(1) the application of such taxes to the Property is prospective; and (2) the application of
such taxes would not prevent development in accordance with this Restated Agreement.
12. Assessments
Nothing herein shall be construed to relieve the Property from common benefit
assessments levied against it and similarly situated properties by the City pursuant to and
in accordance with any statutory procedure for the assessment of property to pay for
infrastructure and/or services which benefit the Property.
13. Additional Conditions
Owner shall comply with all of the following requirements:
(a) Sewer Main Improvements: City has constructed a new swift sewer main (the
"Sewer Main") between the boundary of Slough Estates Britannia East Grand
Project (the "Britannia East Grand Proiect") and City's pump station at the
intersection of Swift A venue and Kimball Way. The current estimate of the total
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actual costs incur reel in connection with the construction of the Sewer Main
improvements is Three Million Fifty-Five Thousand Dollars ($3,055,000.00).
The City Engineer has determined that Owner should contribute 17.2% of this
total estimated cost, or Five Hundred Twenty-Five Thousand Four Hundred Sixty
Dollars ($525,460.00), as a proportional share reflecting the benefits to the
Property from the Sewer Main improvements, calculated according to projected
estimated sewer flows within the Sewer Main. Substantially concum:ntly with,
but not later than, the issuance of a building permit for any building within the
Project, Owner shall pay City the amount of Five Hundred Twenty-Five
Thousand Four Hundred Sixty Dollars ($525,460.00). To ensure that
contributions toward construction of the Sewer Main improvements are fairly
apportioned among the parties who receive the benefits of the Sewer Main, City
shall reimburse Slough, LLC, in its capacity as developer of the Britannia East
Grand Proj ect, for the difference between the total actual costs incurred in
connection with the <construction of the Sewer Main improvements and the sum
total of the contributions made by Slough, LLC, and Owner, which difference is
currently estimated to be Dollars
($ .00). No later than January 31, 2007, the City Engineer shall
present Owner with a final accounting of the actual costs incurred in connection
with the construction of the Sewer Main improvements. If this figure exceeds
Three Million Fifty-Five Thousand Dollars ($3,055,000.00), Owner shall pay City
a supplemental contribution equal to 17.2% of the difference. If this figure is less
than Three Million Fifty-Five Thousand Dollars ($3,055,000.00), City shall pay
Owner an amount equal to 17.2% of the difference.
(b) East of 101 Traffic Impact Fees: Substantially concurrently with, but no later
than, the issuance of a building permit for any building within the Project, Owner
shall pay the East of 101 Traffic Impact Fee as established by Resolution of the
City Council dated September 26,2001 and as updated by Resolution of the City
Council dated August 24, 2005, or as the fee may be updated and revised by the
City Council in accordance with Section 1 O(b) above. Presently, the fee
calculation would reflect the result of multiplying 162,000 square feet by the
current total fee applicable to General Office or Research and Development uses
of $2.11 per square foot, or Three Hundred Forty-One Thousand Eight Hundred
Twenty Dollars ($341,820.00). As noted above, however, the actual fee paid
depends on the fee schedule for the East of 101 Traffic Impact Fee in effect at the
time of fee payment.
(c) Public Art Contribution: Owner shall install and provide artwork for public
display at the Project. Said artwork shall cost, in the aggregate, no less than One
Hundred Sixty-Two Thousand Dollars ($162,000.00). Owner may satisfy a
portion of this condition by installing a portion of the artwork within the "Bay
Trail" to be installed by Owner at the Project in accordance with the permit (the
"BCDC Permit") issued by the San Francisco Bay Conservation and Development
Commission (the "BCDC"). The required artwork shall be installed at the Project
no later than the date: on which the certificate of occupancy is issued DDr the first
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building within the Project. The location of the artwork and the artwork to be
installed by Owner shall be subject to the reasonable approval ofthe City prior to
installation; provided, however, the location of any artwork to be installed within
the "Bay Trail" and the artwork to be so installed also shall be subject to the
reasonable approval of the BCDC prior to installation. Artwork installed pursuant
to this Section shall be maintained by Owner or, in the event Owner's interest in
the Property is conveyed or subdivided, by Owner's successors, or, if applicable,
by the Owner's Association for the Project. If an association of owners is created,
said maintenance obligations and a budget related thereto shall be included in the
CC&Rs for the Project. The cost of the artwork to be installed pursuant to this
Section shall be adjusted on each anniversary of the Effective Date in an amount
equal to the lesser of (i) the percentage increase in the Engineering News Record
Construction Cost index for the San Francisco Bay Area, and (ii) three percent
(3%).
(d) Public Safety. Owner shall provide access for public safety personnel, including
Fire and Police, to a multi-use facility room to be located on the grourld floor of
one of the two buildings in the Project. At a minimum, this room shall include a
storage closet approximately three (3) by five (5) feet in dimension with double
doors, a phone jack, some sort of shelving units, and two (2) standard electrical
outlets. Additionally, Owner shall, prior to issuance of a building permit, conduct
or arrange to have conducted an emergency radio communications study to
determine internal emergency radio communication need based on the individual
building types in the Project. Owner shall furnish the Fire Chief with a copy of
the results of this s1udy. If the study reveals that the Project's intt::rnal radio
communications are deficient, Owner shall, at its sole cost and expense,
incorporate appropriate mitigation measures into the project design. Such
mitigation measures could include, but shall not be limited to, internal
communications wiring, signal boosting, and the installation of antennae and
other related equipment.
(e) Lower Portion of Bay Trail: Owner shall install all of the improvements
constituting the lower portion of the "Bay Trail" no later than the second
anniversary of the Effective Date. All such improvements shall be installed in
accordance with the BCDC Permit. For purposes of this Restated Agreement, the
lower portion of the "Bay Trail" shall mean the portion of the "Bay Trail"
highlighted on the site plan attached hereto as Exhibit D and incorporated herein
by reference.
14. Indemnity
Owner agrees to indemnify, defend (with counsel selected by City subject to the
reasonable approval of Owner) and hold harmless City, and its elected and appointed
councils, boards, commissions, officers, agents, employees, and representatives from any
and all claims, costs (including legal fees and costs) and liability for any personal injury
or property damage which may arise directly or indirectly as a result of any actions or
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inactions by Owner, or any actions or inactions of Owner's contractors, subcontractors,
agents, or employees, in connection with the construction, improvement, operation, or
maintenance of the Project, provided that Owner shall have no indemnification obligation
with respect to gross negligence or willful misconduct of City, its contractors,
subcontractors, agents or employees or with respect to the maintenance, use or condition
of any public improvement after the time it has been dedicated to and accepted by the
City or another public entity (except as provided in an improvement agreement or
maintenance bond).
15. Interests of Other Owners
Owner has no knowledge of any reason why Owner, and any other persons holding legal
or equitable interests in the Property as of the Effective Date, will not be bound by this
Restated Agreement.
16. Assignment
(a) Right to Assign. Owner may at any time or from time to time transfer its right,
title or interest in or to all or any portion of the Property. In accordance with
Government Code Section 65868.5, the burdens of this Restated Agreement shall
be binding upon, and the benefits of this Restated Agreement shall inure to, all
successors in interest to Owner. As a condition precedent to any such transfer,
Owner shall require the transferee to acknowledge in writing that such transferee
has been informed, understands and agrees that the burdens and benefits under
this Restated Agreement relating to such transferred property shall be binding
upon and inure to the benefit of the transferee.
(b) Notice of Assignment or Transfer. No transfer, sale or assignment of Owner's
rights, interests and obligations under this Restated Agreement shall occur
without the prior written notice to City and approval by the City Manager, which
approval shall not be unreasonably withheld or delayed. The City Marlager shall
consider and decide the matter within ten (10) days after Owner's notice, provided
all necessary documents, certifications and other information are provided to the
City Manager.
(c) Exception for Notice~ Notwithstanding Section 16(b), Owner may at any time,
upon notice to City but without the necessity of any approval by the City, transfer
the Property or any part thereof and all or any part of Owner's rights, interests and
obligations under this Restated Agreement to: (i) any subsidiary, affiliate, parent
or other entity which controls, is controlled by or is under common control with
Owner, (ii) any member or partner of Owner or any subsidiary, parent or affiliate
of any such member or partner, or (iii) any successor or successors to Owner by
merger, consolidation, non-bankruptcy reorganization or government action. As
used in this subsection, "control" shall mean the possession, directly or indirectly,
of the power to direct or cause the direction of management or policies, whether
through the ownership of voting securities, partnership interest, contracts (other
Page 9 of 25
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than those that transfer Owner's interest in the property to a third party not
specifically identified in this subsection ( c)) or otherwise.
(d) Release Upon Transfer. Upon the transfer, sale, or assignment of all of Owner's
rights, interests and obligations under this Restated Agreement pursuant to
Section 16( a), Section 16(b ), or Section 16( c) of this Restated Agreement, Owner
shall be released from the obligations under this Restated Agreement, with respect
to the Property transferred, sold, or assigned, arising subsequent to the date of the
City Manager's approval of such transfer, sale, or assignment or the effective date
of such transfer, sale or assignment, whichever occurs later; provided, however,
that if any transferee, purchaser or assignee approved by the City Manager
expressly assumes any right, interest or obligation of Owner under this Restated
Agreement, Owner shall be released with respect to such rights, interests and
assumed obligations. In any event, the transferee, purchaser or assignee shall be
subject to all the provisions hereof and shall provide all necessary documents,
certifications and other necessary information prior to the City Manager's
approval.
(e) Owner's Right to Retain Specified Rights or Obligations. Notwithstanding
Section 16(a) and Section 16(c), Owner may withhold from a sale, transfer or
assignment of this Rt~stated Agreement certain rights, interests and/or obligations
which Owner shall retain, provided that Owner specifies such rights, interests
and/or obligations in a written document to be appended to or maintained with
this Restated Agreement and recorded with the San Mateo County Recorder prior
to or concurrently with the sale, transfer or assignment of the Property. Owner's
purchaser, transferee or assignee shall then have no interest or obligations for
such retained rights, interests and obligations and this Restated Agreement shall
remain applicable to Owner with respect to such retained rights, interests and/or
obligations.
(f) Time for Notice. Within ten (10) days of the date escrow closes on any such
transfer, Owner shall. notify the City in writing of the name and address of the
transferee. Said notice shall include a statement as to the obligations, including
any mitigation measures, fees, improvements or other conditions of approval,
assumed by the transferee. Any transfer which does not comply with the notice
requirements of this Section and Section 16(b) shall not release the Ovmer from
its obligations to the City under this Restated Agreement until such time as the
City is provided notice in accordance with Section 16(b ).
17. Insurance
(a) Public Liability and Property Damage Insurance. During the term of this Restated
Agreement, Owner shall maintain in effect a policy of comprehensive general
liability insurance with a per-occurrence combined single limit of not less than ten
million dollars ($10,000,000.00) and a deductible of not more than ten thousand
dollars ($10,000.00) per claim. The policy so maintained by Owner shall name
Page 10 of25
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the City as an additional insured and shall include either a severability of interest
clause or cross-liability endorsement.
(b) Workers Compensation Insurance. During the term of this Restated Agreement,
Owner shall maintain Worker's Compensation insurance for all persons employed
by Owner for work at the Project site. Owner shall require each contractor and
subcontractor similarly to provide Worker's Compensation insurance for its
respective employees. Owner agrees to indemnify the City for any damage
resulting from Owner"s failure to maintain any such required insurance.
(c) Evidence of Insurarlce. Prior to City Council approval of this Restated
Agreement, Owner shall furnish City satisfactory evidence of the insurance
required in subsections (a) and (b) and evidence that the carrier will provide the
City at least ten (10) days prior written notice of any cancellation or reduction in
coverage of a policy if the reduction results in coverage less than that required by
this Restated Agreement.
1. In the event of a reduction (below the limits required in this Restated
Agreement) or cancellation in coverage, or change in insurance carriers or
policies, Owner shall, prior to such reduction, cancellation or change,
provide at least ten (10) days prior written notice to City, regardless of any
notification by the applicable insurer. If the City discovers that the
policies have been cancelled or reduced below the limits required in this
Restated Agreement and no notice has been provided by either insurer or
Owner, said failure shall constitute a material breach of this. Restated
Agreement.
2. In the event of a reduction (below the limits required by this Restated
Agreement) or cancellation in coverage, Owner shall have five (5) days in
which to provide evidence of the required coverage during which time no
persons shall enter the Property to construct improvements thereon,
including construction activities related to the landscaping and common
improvements. Additionally, no persons not employed by existing tenants
shall enter the: Property to perform such works until such time as the City
receives evidence of substitute coverage.
3. If Owner fails to obtain substitute coverage within five (5) days" City may
obtain, but is not required to obtain, substitute coverage and charge Owner
the cost of such coverage plus an administrative fee equal to tl;:n percent
(10%) of the premium for said coverage.
(d) The insurance shall include the City, its elective and appointive boards,
commissions, officers, agents, employees and representatives as additional
insureds on the policy.
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18. Covenants Run With The Land
The terms of this Restated Agreement are legislative in nature, and apply to the Property
as regulatory ordinances. During the term of this Restated Agreement, all of the
provisions, agreements, rights, powers, standards, terms, covenants and obligations
contained in this Restated Agreement shall run with the land and shall be binding upon
the Parties and their respective heirs, successors (by merger, consolidation or otherwise)
and assigns, devisees, administrators, representatives, lessees and all other persons or
entities acquiring the Property, any lot, parcel or any portion thereof, and any interest
therein, whether by sale, operation of law or other manner, and they shall inure to the
benefit of the Parties and their respective successors.
19. Conflict With State or Federal Law
In the event that State or Federal laws or regulations, enacted after the Effeetive Date,
prevent or preclude compliance with one or more provisions of this Restated Agreement,
such provisions of this Restated Agreement shall be modified (in accordance with
Section 20 set forth below) or suspended as may be necessary to comply with such State
or Federal laws or regulations. Notwithstanding the foregoing, Owner shall have the
right to challenge, at its sole cost, in a court of competent jurisdiction, the law or
regulation preventing compliance with the terms of this Restated Agreement and, if the
challenge in a court of competent jurisdiction is successful, this Restated Agreement shall
remain unmodified and in fun force and effect.
20. Procedure for Modification Because of Conflict With State or Federal Laws.
In the event that State or Federal laws or regulations enacted after the Effective Date
prevent or preclude compliance with one or more provisions of this Restated Agreement
or require changes in plans, maps or permits approved by the City, the Parties shall meet
and confer in good faith in a reasonable attempt to modify this Restated Agreement to
comply with such State or Federal law or regulation. Any such amendment or suspension
of this Restated Agreement shall be approved by the City Council in accordance with
Chapter 19.60 of the Municipal Code.
21. Periodic Review
(a) During the term of this Restated Agreement, the City shall conduct "annual"
and/or "special" reviews of Owner's good faith compliance with the terms and
conditions of this Restated Agreement in accordance with the procedures set forth
in Chapter 19.60 of the Municipal Code. City may recover reasonable costs
incurred in conducting said review, including staff time expended and attorneys'
fees.
(b) At least five (5) calendar days prior to any hearing on any annual or special
review, City shall mail Owner a copy of all staff reports and, to the extent
practical, related exhibits. Owner shall be permitted an opportunity to be heard
orally or in writing regarding its performance under this Restated Agreement
Page 12 of 25
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before the City Councilor, if the matter is referred to the Planning Commission,
then before said Commission. Following completion of any armual or special
review, City shall give Owner a written Notice of Action, which Notice shall
include a determination, based upon information known or made known to the
City Councilor City's Plarming Director as of the date of such review, whether
Owner is in default under this Restated Agreement and, if so, the alleged nature of
the default, a reasonable period to cure such default, and suggested or potential
actions that City may take if such default is not cured by Owner.
22. Amendment or Cancellation of Restated Agreement
This Restated Agreement may be further amended or terminated only in writing and in
the manner set forth in Government Code Sections 65865.1, 65867.5, 65868, 65868.5 and
Chapter 19.60 of the Municipal Code.
23. Restated Agreement is Entire Agreement.
This Restated Agreement and all exhibits attached hereto or incorporated herein contain
the sole and entire agreement between the Parties concerning Owner's entitlements to
develop the Property. The Parties acknowledge and agree that neither of them has made
any representation with respect to the subject matter of this Restated Agreement or any
representations inducing the execution and delivery hereof, except representations set
forth herein, and each Party acknowledges that it has relied on its own judgment in
entering into this Restated Agreement. The Parties further acknowledge that all
statements or representations that heretofore may have been made by either of them to the
other are void and of no effect, and that neither of them has relied thereon in its dealings
with the other.
24. Events of Default
Owner shall be in default under this Restated Agreement upon the happening of one or
more of the following events::
(a) If a warranty, representation or statement made or furnished by Owner to the City
is false or proves to have been false in any material respect when it was made; or
(b) A finding and determination by the City made following an annual or special
review under the procedure provided for in Government Code Section 65865.1
and Chapter 19.60 of the Municipal Code that, upon the basis of substantial
evidence, Owner has not complied in good faith with the terms and conditions of
this Restated Agreement; or,
(c) Owner fails to fulfill any of its obligations set forth in this Restated Agreement
and such failure continues beyond any applicable cure period provided in this
Restated Agreement. This provision shall not be interpreted to create a cure
period for any event of default where such cure period is not specifically provided
for in this Restated Agreement.
Page 13 of 25
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25. Procedure Upon Default
(a) Upon the occurrence of an event of default, City may terminate or modify this
Restated Agreement in accordance with the provisions of Government Code
Section 65865.1 and of Chapter 19.60 of the Municipal Code.
(b) The City shall not be deemed to have waived any claim of defect in Owner's
performance if, on annual or special review, the City does not propose to
terminate this Restated Agreement.
(c) No waiver or failure by the City or Owner to enforce any provision of this
Restated Agreement shall be deemed to be a waiver of any provision of this
Restated Agreement or of any subsequent breach of the same or any other
provISIOn.
(d) Any actions for breach of this Restated Agreement shall be decided in accordance
with California law. The remedy for breach of this Restated Agreement shall be
limited to specific performance.
(e) The City shall give Owner written notice of any default under this Restated
Agreement, and Owner shall have thirty (30) days after the date of the notice to
cure the default or to reasonably commence the procedures or actions needed to
cure the default; provided, however, that if such default is not capable of being
cured within such thirty (30) day period, Owner shall have such additional time to
cure as is reasonably necessary.
26. Attorneys' Fees and Costs
(a) Action By Party. If legal action by either Party is brought because of breach of
this Restated Agreement or to enforce a provision of this Restated Agreement, the
prevailing Party is entitled to reasonable attorney's fees and court costs.
(b) Action By Third Pam. If any person or entity not a party to this Restated
Agreement initiates an action at law or in equity to challenge the validity of any
provision of this Restated Agreement or the Project approvals, the Parties shall
cooperate in defending such action. Owner shall bear its own costs of defense as
a real party in interest in any such action, and shall reimburse City for all
reasonable court costs and attorneys' fees expended by City in defense of any such
action or other proceeding.
27. Severability
If any material term or condition of this Restated Agreement is for any reason held by a
final judgment of a court of competent jurisdiction to be invalid, and if the same
constitutes a material change in the consideration for this Restated Agreement, then either
Party may elect in writing to invalidate this entire Restated Agreement, and this entire
Page 14 of25
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Restated Agreement shall be deemed null and void and of no further force or effect
following such election.
28. No Third Parties Benefited
No person other than City, Owner, or their respective successors is intended to. or shall
have any right or claim under this Restated Agreement, this Restated Agreement being
for the sole benefit and protection of the Parties and their respective successors.
Similarly, no amendment or waiver of any provision of this Restated Agreement shall
require the consent or acknowledgment of any person not a party or successor to this
Restated Agreement.
29. Binding Effect of Restated Agreement
The provisions of this Restated Agreement shall bind and inure to the benefit of the
Parties originally named herein and their respective successors and assigns.
30. Relationship of Parties
It is understood that this Restated Agreement is a contract that has been negotiated and
voluntarily entered into by City and Owner and that the Owner is not an agent of City.
The Parties do not intend to create a partnership, joint venture or any other joint business
relationship by this Restated Agreement. City and Owner hereby renounce the existence
of any form of joint venture or partnership between them, and agree that nothing
contained herein or in any document executed in connection herewith shall be construed
as making the City and Owner joint venturers or partners. Neither Owner nor any of
Owner's agents or contractors are or shall be considered to be agents of City in
connection with the performance of Owner's obligations under this Restated Agreement.
31. Bankruptcy
The obligations of this Restated Agreement shall not be dischargeable in bankmptcy.
32. Mortgagee Protection: Certain Rights of Cure
(a) Mortgagee Protection. This Restated Agreement shall be superior and senior to
all liens placed upon the Property or any portion thereof after the date on which
this Restated Agreement or a memorandum of this Restated Agreement is
recorded with the San Mateo County Recorder, including the lien of any deed of
trust or mortgage ("Mortgage"). Notwithstanding the foregoing, no breach hereof
shall defeat, invalidate, diminish or impair the lien of any Mortgage made in good
faith and for value, but all of the terms and conditions contained in thi.s Restated
Agreement shall be binding upon and effective against all persons and entities,
including all deed of trust beneficiaries or mortgagees ("Mortgagees") who
acquire title to the Property or any portion thereof by foreclosure, trustee's sale,
deed in lieu of foreclosure or otherwise.
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(b) Mortgagee Not Obligated. No foreclosing Mortgagee shall have any obligation or
duty under this Restated Agreement to construct or complete the construction of
any improvements required by this Restated Agreement, or to pay for or
guarantee construction or completion thereof. City, upon receipt of a written
request therefor from a foreclosing Mortgagee, shall permit the Mortgagee to
succeed to the rights and obligations of Owner under this Restated Agreement,
provided that all defaults by Owner hereunder that are reasonably susceptible of
being cured are cured by the Mortgagee as soon as is reasonably possible. The
foreclosing Mortgagee thereafter shall comply with all of the provisions of this
Restated Agreement.
(c) Notice of Default to Mortgagee. If City receIves notice from a Mortgagee
requesting a copy of any notice of default given to Owner herelmder and
specifying the address for service thereof, City shall deliver to the Mortgagee
concurrently with service thereof to Owner, all notices given to Owner describing
all claims by the City that Owner has defaulted hereunder. If City determines that
Owner is in noncompliance with this Restated Agreement, City also shall serve
notice of noncompliance on the Mortgagee, concurrently with service thereof on
Owner. Until such time as the lien of the Mortgage has been extinguished, City
shall:
(i) Take no action to terminate this Restated Agreement or exercise any other
remedy under this Restated Agreement, unless the Mortgagee shall fail,
within thirty (30) days of receipt of the notice of default or notice of
noncompliance, to cure or remedy or commence to cure or remedy such
default or noncompliance; provided, however, that if such default or
noncompliance is of a nature that cannot be remedied by the Mortgagee or
is of a nature that can only be remedied by the Mortgagee after such
Mortgagee has obtained possession of and title to the Property, by deed-in-
lieu of foreclosure or by foreclosure or other appropriate proceedings, then
such default or noncompliance shall be deemed to be remedied by the
Mortgagee if, within ninety (90) days after receiving the notice of default
or notice of noncompliance from City, (A) the Mortgagee shall have
acquired title to and possession of the Property, by deed..in-lieu of
foreclosure, or shall have commenced foreclosure or other appropriate
proceedings, and (B) the Mortgagee diligently prosecutes any such
foreclosure or other proceedings to completion.
(ii) If the Mortgagee is prohibited from commencing or prosecuting
foreclosure or other appropriate proceedings by reason of any process or
injunction issued by any court or by reason of any action taken by any
court having jurisdiction over any bankruptcy or insolvency proceeding
involving Owner, then the times specified above for commencing or
prosecuting such foreclosure or other proceedings shall be extended for
the period of such prohibition.
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(d) Performance By Mortgagee. Each Mortgagee shall have the right, but not the
obligation, at any time prior to termination of this Restated Agreement, to do any
act or thing required of Owner under this Restated Agreement, and to do any act
or thing not in violation of this Restated Agreement, that may be necessary or
proper in order to prevent termination of this Restated Agreement. All things so
done and performed by a Mortgagee shall be as effective to prevent a termination
of this Restated Agreement as the same would have been if done and performed
by Owner instead of by the Mortgagee. No action or inaction by a Mortgagee
pursuant to this Restated Agreement shall relieve Owner of its obligations under
this Restated Agreement.
(e) Mortgagee's Consent to Modifications. Subject to the sentence immediately
following, City shall not consent to any amendment or modification of this
Restated Agreement unless Owner provides City with written evidence of each
Mortgagee's consent, which consent shall not be unreasonably withheld, to the
amendment or modification of this Restated Agreement being sought. Each
Mortgagee shall be deemed to have consented to such amendment or modification
if it does not object to City by written notice given to City within thirty (30) days
from the date written notice of such amendment or modification is given by City
or Owner to the Mortgagee, reasonable evidence of the delivery of which notice
shall be provided to City if given only by Owner.
33. Estoppel Certificate
Either-Party--fmm. time-t0-time-may-cleliver-writtennotiee-tothe-other-Party-requesting .----
written certification that, to the knowledge of the certifying Party (i) this Restated
Agreement is in full force and effect and constitutes a binding obligation of the Parties;
(ii) this Restated Agreement has not been amended or modified either orally or in writing,
or, if it has been amended or modified, specifying the nature of the amendments or
modifications; and (iii) the requesting Party is not in default in the perform,mce of its
obligations under this Restated Agreement, or if in default, describing therein the nature
and monetary amount, if any, of the default. A Party receiving a request hereunder shall
endeavor to execute and return the certificate within ten (10) days after receipt thereof,
and shall in all events execute and return the certificate within thirty (30) days after
receipt thereof. However, a failure to return a certificate within ten (10) days shall not be
deemed a default of the Party's obligations under this Restated Agreement and no cause
of action shall arise based on the failure of a Party to execute such certificate within
ten (10) days. The City Manager shall have the right to execute the certificates requested
by Owner hereunder provided the certificate is requested within six (6) months of the
annual or special review. City acknowledges that a certificate hereunder may be relied
upon by permitted transferees and Mortgagees. At the request of Owner, the certificates
provided by City establishing the status of this Restated Agreement with respect to any
lot or parcel shall be in recordable form, and Owner shall have the right to record the
certificate for the affected portion of the Property at its cost.
Page 17 of25
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34. Force Maieure
Notwithstanding anything to the contrary contained herein, either Party shall be excused
for the period of any delay in the performance of any of its obligations hereunder, except
the payment of money, when prevented or delayed from so doing by certain causes
beyond its control, including, and limited to, major weather differences from the normal
weather conditions for the South San Francisco area, war, acts of God or of the public
enemy, fires, explosions, floods, earthquakes, invasions by non-United States armed
forces, failure of transportation due to no fault of the Parties, unavailability of equipment,
supplies, materials or labor when such unavailability occurs despite the applicable Party's
good faith efforts to obtain same (good faith includes the present and actual ability to pay
market rates for said equipment, materials, supplies and labor), strikes of employees other
than Owner's, freight embargoes, sabotage, riots, acts of terrorism and aGts of the
government. The Party claiming such extension of time to perform shall send written
notice of the claimed extension to the other Party within thirty (30) days from the
commencement of the cause entitling the Party to the extension.
35. Rules of Construction and Miscellaneous Terms
(a) The singular includes the plural; the masculine gender includes the feminine;
"shall" is mandatory, "may" is permissive.
(b) Time is and shall be of the essence in this Restated Agreement.
(c) Where a Party consists of more than one person, each such person shall be jointly
and severally liable for the performance of such Party's obligation hereunder.
(d) The captions in this Restated Agreement are for convenience only, are not a part
of this Restated Agreement and do not in any way limit or amplify the provisions
thereof.
(e) This Restated Agreement shall be interpreted and enforced in accordance with the
laws of the State of California in effect on the date thereof.
36. Exhibits
Exhibit A - Legal Description and Map of Property
Exhibit B - Original Use Permit
Exhibit C - Amended Plan Set
Exhibit D - Site Plan (Depicting Lower Portion of "Bay Trail")
Page 18 of 25
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37. Notices
All notices required or provided for under this Restated Agreement shall be :in writing
and delivered in person (to include delivery by courier) or sent by certified mail, postage
prepaid, return receipt requested or by overnight delivery service. Notices to the City
shall be addressed as follow:
City Clerk
P.O. Box 711,400 Grand Avenue
South San Francisco, CA 94080
Notices to Owner shall be addressed as follows:
ARE-East Jamie Court, LLC
c/o Alexandria Real Estate Equities, Inc.
385 E. Colorado Boulevard, Suite 299
Pasadena, CA 911 0 1
Fax: (626) 578-7318
Attn: Corporate Secretary
A Party may change its address for notice by giving notice in writing to the other Party
and thereafter notices shall be addressed and transmitted to the new address.
* * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * * *
Page 19 of 25
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IN WITNESS WHEREOF this Restated Agreement has been executed by the parties on the
day and year first above written.
CITY OF SOUTH SAN FRANCISCO
By:
Barry M. Nagel, City Manager
ATTEST:
City Clerk
APPROVED AS TO FORM
Steven T. Mattas, City Attorney
OWNER
ARE-EAST JAMIE COURT, LLC,
a Delaware limited liability company
By: Alexandria Real Estate Equities, L.P.,
a Delaware Limited Partnership,
Managing Member
By: ARE-QRS, Corp.,
a Maryland Corporation,
General Partner
By:
Print Name:
Print Title:
Page 20 of 25
East Jamie Court Restated DA
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EXHIBIT A
PROPERTY DESCRIPTION
All that certain real property in the City of South San Francisco, County of San Mateo,
State of California, more particularly described as follows:
LEGAL DESCRIPTION
PARCEL 2, AS DESIGNATED ON THE MAP ENTITLED "PARCEL MAP, BEING A
RESUBDIVISION OF PARCEL 5, AS SAID PARCEL IS DELINEATED AND SO
DESIGNATED UPON THAT CERTAIN PARCEL MAP RECORDED IN BOOK 47 OF
PARCEL MAPS AT PAGES 4 & 5, SAN MATEO CO. RECORDS, SOUTH SAN
FRANCISCO, SAN MATEO CO., CALIFORNIA", WHICH MAP WAS FILED IN THE
OFFICE OF THE RECORDER OF THE COUNTY OF SAN MATEO, STATE OF
CALIFORNIA, ON OCTOBER 23,1981, IN BOOK 51 OF MAPS AT PAGES 96 AND 97.
EXCEPTING THEREFROM, WATER RIGHTS AS LIE BENEATH THE SURFACE OF THE
EARTH, WITH NO RIGHT OF SURFACE ENTRY, AS CONTAINED n~ THAT
QUITCLAIM DEED FROM ARTHUR S. HASKINS, JR., TO CALIFORNIA WATER
SERVICE COMPANY, A CALIFORNIA CORPORATION, DATED OCTOBER 2, 1981,
AND RECORDED OCTOBER 30, 1981, UNDER INSTRUMENT NO. 2299-AT, RECORDS
OF SAN MATEO COUNTY.
ASSESSOR'S PARCEL NO. 015-102-120
JOINT PLANT NO. 015-010-102-25A
METES AND BOUNDS DESCRIPTION
PARCEL 2, AS DESIGNATED ON THE MAP ENTITLED "PARCEL MAP, BEING A
RESUBDIVISION OF PARCEL 5, AS SAID PARCEL IS DELINEATED AND SO
DESIGNATED UPON THAT CERTAIN PARCEL MAP RECORDED IN BOOK 47 OF
PARCEL MAPS AT PAGES 4 & 5, SAN MATEO CO. RECORDS, SOUTH SAN
FRANCISCO, SAN MATEO CO., CALIFORNIA", WHICH MAP WAS FILED IN THE
OFFICE OF THE RECORDER OF THE COUNTY OF SAN MATEO, STATE OF
CALIFORNIA, ON OCTOBER 23,1981, IN BOOK 51 OF MAPS AT PAGES 96 AND 97.
BEGINNING AT THE SOUTHWEST CORNER OF PARCEL 2, THENCE ALONG THE
WESTERL Y LINE OF SAID PARCEL 2, NORTH, 115.08 FEET; THENCE WEST, 20.78
FEET; THENCE NORTH, 201.65 FEET; THENCE EASTERLY ALONGTHE ARC OF A
NON-TANGENT CURVE TO THE RIGHT, THE RADIUS POINT OF WHICH BEARS
SOUTH 43050'30" EAST, 30.00 FEET THROUGH A CENTRAL ANGLE OF 47000'48", AN
ARC DISTANCE OF 24.62 FEET; THENCE SOUTH 86049'42" EAST, 874.36 FEET;
THENCE SOUTH 275.50 FEET; THENCE SOUTH 89055'25" WEST, 874.68 FEET; TO THE
POINT OF BEGINNING, CONTAINING 6.13 ACRES, MORE OR LESS.
Page 21 of25
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East Jamie Court Restated DA
EXHIBIT A
(Cont'd.)
PROPERTY MAP
[ See Following Page]
Page 22 of 25
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October 13,2006
East Jamie Court Restated DA
EXHIBIT B
ORIGINAL USE PERMIT
[ See Following Pages]
Page 23 of 25
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October 13,2006
East Jamie Court Restated DA
EXHIBIT C
AMENDED PLAN SET
[ See Following Pages]
Page 24 of 25
-33-
October 13,2006
EXHIBIT D
SITE PLAN (DEPICTING LOWER PORTION OF "BAY TRAIL")
[ See Following Page]
Page 25 of 25
East Jamie Court Restated DA
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October 13,2006
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GROUND LEVEL
SECOND LEVEL
THIRD LEVEL
TOTAL EAST BUILDING
162,000 SF I 267,023 SF = .61
24,800 GSF
25,250 GSF
25,250 GSF
75,300 GSF
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GROUND LEVEL
SECOND LEVEL
THIRD LEVEL
TOTAL WEST BUILDING
SITE I BUILDING DATA
PRINCIPAL PROPERTY AREA: 6.13 ACRES (267,023 SF)
PARCEL MAP: PARCEL 2 (BK 51 P.M. PG97)
ASSESSOR'S PARCEL NUMBER: APN-015-102-250
28,700 GSF
29,000 GSF
29,000 GSF
86,700 GSF
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