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2020-11-16 City Council Agenda Packet
City Council 1 MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION ONLINE ON THE CITY’S WEBSITE. Monday, November 16, 2020 Regular Meeting 6:00 PM Agenda posted according to PAMC Section 2.04.070. Supporting materials are available in the Council Chambers on the Thursday 11 days preceding the meeting. ***BY VIRTUAL TELECONFERENCE ONLY*** https://zoom.us/join Meeting ID: 362 027 238 Phone:1(669)900-6833 Pursuant to the provisions of California Governor’s Executive Order N-29-20, issued on March 17, 2020, to prevent the spread of Covid-19, this meeting will be held by virtual teleconference only, with no physical location. The meeting will be broadcast on Cable TV Channel 26, live on YouTube at https://www.youtube.com/c/cityofpaloalto, and Midpen Media Center at https://midpenmedia.org. Members of the public who wish to participate by computer or phone can find the instructions at the end of this agenda. To ensure participation in a particular item, we suggest calling in or connecting online 15 minutes before the item you wish to speak on. TIME ESTIMATES Time estimates are provided as part of the Council's effort to manage its time at Council meetings. Listed times are estimates only and are subject to change at any time, including while the meeting is in progress. The Council reserves the right to use more or less time on any item, to change the order of items and/or to continue items to another meeting. Particular items may be heard before or after the time estimated on the agenda. This may occur in order to best manage the time at a meeting or to adapt to the participation of the public. HEARINGS REQUIRED BY LAW Applicants and/or appellants may have up to ten minutes at the outset of the public discussion to make their remarks and up to three minutes for concluding remarks after other members of the public have spoken. Call to Order Agenda Changes, Additions and Deletions Oral Communications 6:00-6:15 PM Members of the public may speak to any item NOT on the agenda. Council reserves the right to limit the duration of Oral Communications period to 30 minutes. Minutes Approval 6:15-6:20 PM 1. Approval of Action Minutes for the November 02, 2020 City Council Meeting 2 November 16, 2020 MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION ONLINE ON THE CITY’S WEBSITE. . Consent Calendar 6:20-6:25 PM Items will be voted on in one motion unless removed from the calendar by three Council Members. 2.Approval of Construction Contract Number C20177933 With Automated Solutions Group, Inc. in the Amount of $313,417 for the Cubberley Building Management Systems Project, Capital Improvement Program Project (CB-19001) 3.Approval of Contract Number C20175026 With JC Decaux San Francisco, LLC in the Amount of $1,053,924 for a Five-year Term to Provide the Rental and Servicing of two Automatic Public Toilets; and Approval of a Fiscal Year 2021 Budget Amendment in the General Fund 4.Adoption of two Resolutions for the Santa Clara County Historical Heritage Grant Program: 1) Authorizing the Application and Receipt of Grant Funds by the Museum of American Heritage (MOAH) for Roof Repair/Replacement at the Williams House (351 Homer Ave); and 2) By the City of Palo Alto for the Roth Building (300 Homer Ave) Roof and Frescoes Rehabilitation 5.Adoption of a Resolution to Establish the Old Palo Alto Residential Preferential Parking(RPP) Program as a Continuing Program 6.QUASI-JUDICIAL. 2100 El Camino Real/501 Oxford (College Terrace Centre) [20PLN-00247]: Approval of a Proposed Grocery Store Pursuant to PC Ordinance Number 5069. Environmental Assessment: Exempt per California Environmental Quality Act (CEQA) Section 15301 (Existing Facilities). Zoning District: Planned Community (PC-5069) 7.SECOND READING: Adoption of an Ordinance Amending Chapters 9.64 (Regulation of Community Facilities) and 22.04 (Parks and Recreation Building Use and Regulations) of the Palo Alto Municipal Code to Open Foothills Park to the General Public and to Amend or Delete Outdated and Duplicative Code Language (FIRST READING: November 2, 2020 Passed: 5-2 Kou, Tanaka no) City Manager Comments 6:25-6:35 PM Action Items Include: Reports of Committees/Commissions, Ordinances and Resolutions, Public Hearings, Reports of Officials, Unfinished Business and Council Matters. 6:35-8:00 PM 8.Direction on the City of Palo Alto’s Race and Equity Work Including: 1) Adoption of a Mission Statement; 2) Direction on Police Data Collection, Alternative Response Resources, Use of Force Reporting, 3 November 16, 2020 MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION ONLINE ON THE CITY’S WEBSITE. . Future Labor Agreement Negotiations; 3) Citywide Workforce Assessment; and 4) Organization of Future Work 8:00-9:30 PM 9. PUBLIC HEARING / QUASI-JUDICIAL / LEGISLATIVE. 788 San Antonio Road [19PLN-00079]: The City Council Will Consider: 1) Adoption of a Resolution Certifying a Final Environmental Impact Report (EIR), Making California Environmental Quality Act (CEQA) Findings Including a Statement of Overriding Considerations, and Adopting a Mitigation Monitoring and Reporting Plan; 2) Adoption of a Resolution Amending the Comprehensive Plan; 3) Adoption of a Zoning Ordinance: a) Expanding the Housing Incentive Program to San Antonio Road, and b) Amending Definition of Gross Floor Area and Amending Retail Preservation for Housing; 4) Approval of a Tentative Map for a Condominium Subdivision; 5) Approval of a Variance to a Special Setback; and 6) Approval of Major Architectural Review for 102 Dwelling Units, a 1,800 Square Foot Commercial Space and two Basement Levels of Parking (Continued From November 9, 2020) Adjournment AMERICANS WITH DISABILITY ACT (ADA) Persons with disabilities who require auxiliary aids or services in using City facilities, services or programs or who would like information on the City’s compliance with the Americans with Disabilities Act (ADA) of 1990, may contact (650) 329-2550 (Voice) 24 hours in advance. 4 November 16, 2020 MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION ONLINE ON THE CITY’S WEBSITE. . Additional Information Informational Report Standing Committee Meetings Sp. Finance Committee Meeting November 17, 2020 Sp. City/School Meeting November 19, 2020 Schedule of Meetings Schedule of Meetings Public Letters to Council Set 1 Set 2 Set 3 Set 4 5 November 16, 2020 MATERIALS RELATED TO AN ITEM ON THIS AGENDA SUBMITTED TO THE CITY COUNCIL AFTER DISTRIBUTION OF THE AGENDA PACKET ARE AVAILABLE FOR PUBLIC INSPECTION ONLINE ON THE CITY’S WEBSITE. . Public Comment Instructions Members of the Public may provide public comments to teleconference meetings via email, teleconference, or by phone. 1. Written public comments may be submitted by email to city.council@cityofpaloalto.org. 2. Spoken public comments using a computer will be accepted through the teleconference meeting. To address the Council, click on the link below to access a Zoom-based meeting. Please read the following instructions carefully: A. You may download the Zoom client or connect to the meeting in- browser. If using your browser, make sure you are using a current, up-to-date browser: Chrome 30+, Firefox 27+, Microsoft Edge 12+, Safari 7+. Certain functionality may be disabled in older browsers including Internet Explorer. B. You may be asked to enter an email address and name. We request that you identify yourself by name as this will be visible online and will be used to notify you that it is your turn to speak. C. When you wish to speak on an Agenda Item, click on “raise hand.” The Clerk will activate and unmute speakers in turn. Speakers will be notified shortly before they are called to speak. D. When called, please limit your remarks to the time limit allotted. E. A timer will be shown on the computer to help keep track of your comments. 3. Spoken public comments using a smart phone will be accepted through the teleconference meeting. To address the Council, download the Zoom application onto your phone from the Apple App Store or Google Play Store and enter the Meeting ID below. Please follow the instructions B-E above. 4. Spoken public comments using a phone use the telephone number listed below. When you wish to speak on an agenda item hit *9 on your phone so we know that you wish to speak. You will be asked to provide your first and last name before addressing the Council. You will be advised how long you have to speak. When called please limit your remarks to the agenda item and time limit allotted. https://zoom.us/join Meeting ID: 362 027 238 Phone:1(669)900-6833 CITY OF PALO ALTO OFFICE OF THE CITY CLERK November 16, 2020 The Honorable City Council Attention: Finance Committee Palo Alto, California Approval of Action Minutes for the November 02, 2020 City Council Meeting Staff is requesting Council review and approve the attached Action Minutes. ATTACHMENTS: • Attachment A: 11-02-20 DRAFT Action Minutes (PDF) Department Head: Beth Minor, City Clerk Page 2 CITY OF PALO ALTO CITY COUNCIL DRAFT ACTION MINUTES Page 1 of 4 Regular Meeting November 2, 2020 The City Council of the City of Palo Alto met on this date in Virtual Teleconference at 6:02 P.M. Participating Remotely: Cormack, DuBois, Filseth, Fine, Kniss, Kou, Tanaka Absent: Agenda Changes, Additions and Deletions None. Minutes Approval 1. Approval of Action Minutes for the October 19, 2020 City Council Meeting. MOTION: Council Member Cormack moved, seconded by Vice Mayor DuBois to approve the Action Minutes for the October 19, 2020 City Council Meeting. MOTION PASSED: 7-0 Consent Calendar Council Member Cormack moved, seconded by Council Member Kniss, third by Mayor Fine to pull Agenda Item Number 5 to be heard later in the meeting. MOTION: Vice Mayor DuBois moved, seconded by Council Member Kou to continue Agenda Item Number 5 to a future meeting. MOTION FAILED: 3-4 DuBois, Filseth, Kou yes MOTION: Mayor Fine moved, seconded by Council Member Kniss to approve Agenda Item Numbers 2-4. 2. Approval of a Blanket Purchase Order With Graniterock in the Amount of $400,000 Annually for a Three-year Term for a Total Not-to-Exceed Amount of $1,200,000 for Asphalt Concrete Materials for Public Works and Utilities Departments. DRAFT ACTION MINUTES Page 2 of 4 City Council Meeting Draft Action Minutes: 11/02/2020 3. Accept the Staff Report on the Palo Alto Police Department (PAPD) Revised Policy 300 on Use of Force. 4. Refer the Development of Permanent Public Art on King Plaza at City Hall to the Public Art Commission. 5. Approve and Authorize the Extension of the Fall 2020 Board and Commission Recruitment for Positions on the Architectural Review Board, Planning Transportation Commission, Historic Resources Board, and Parks and Recreation Commission for an Additional six Weeks, With an Application Deadline of December 16, 2020. MOTION PASSED FOR AGENDA ITEM NUMBERS 2-4: 7-0 Action Items 6. Adoption of an Ordinance Amending the Municipal Code to Rename Foothills Park to Foothills Nature Preserve and Open it to the General Public by Removing Limits on Non-residents, While Maintaining the Maximum Capacity of 1,000 Persons and Providing Residents First Access to Reservations for Towle Campground and Oak Grove Group Picnic Area. Council took a break at 8:00 P.M. and returned at 8:19 P.M. MOTION: Mayor Fine moved, seconded by Vice Mayor DuBois to adopt an Ordinance to: A. Open Foothills Park to the general public by removing limits on nonresidents, while maintaining the maximum capacity of 1,000 persons and providing residents first access to reservations for all facilities; B. Amend or delete outdated and duplicative code language; C. For the first 90 days, temporarily limit the capacity to 750 people at any one time; and D. Return to City Council and the Parks and Recreation Commission with proposals for fee, capacity, and park management/environmental integrity studies. AMENDMENT: Vice Mayor DuBois moved, seconded by Council Member Kou to direct Staff to use the renaming process to consider renaming Foothills Park to Foothills Nature Preserve. DRAFT ACTION MINUTES Page 3 of 4 City Council Meeting Draft Action Minutes: 11/02/2020 AMENDMENT PASSED: 7-0 AMENDMENT: Vice Mayor DuBois moved, seconded by Council Member Kou to direct Staff to not agree to a permanent injunction. AMENDMENT FAILED: 3-4 DuBois, Kou, Tanaka yes AMENDMENT: Council Member Tanaka moved, seconded by Council Member Kou to defer parts A., B. and C. to give the City Attorney time to get a second opinion. AMENDMENT FAILED: 2-5 Kou, Tanaka yes MOTION AS AMENDED RESTATED: Mayor Fine moved, seconded by Vice Mayor DuBois to adopt an Ordinance to: A. Open Foothills Park to the general public by removing limits on nonresidents, while maintaining the maximum capacity of 1,000 persons and providing residents first access to reservations for all facilities; B. Amend or delete outdated and duplicative code language; C. For the first 90 days, temporarily limit the capacity to 750 people at any one time; D. Return to City Council and the Parks and Recreation Commission with proposals for fee, capacity, and park management/environmental integrity studies; and E. Direct Staff to use the renaming process to consider renaming Foothills Park to Foothills Nature Preserve. MOTION SPLIT FOR THE PURPOSE OF VOTING MOTION AS AMENDED PARTS A, B, and C PASSED: 5-2 Kou, Tanaka no MOTION AS AMENDED PARTS D and E PASSED: 7-0 Council took at break at 10:11 P.M. and returned at 10:21 P.M. 7. Approval of a Surveillance Policy for the use of Construction Cameras at the California Avenue Parking Garage and Highway 101 Pedestrian/Bicycle Overpass Construction Projects, and of a Surveillance Policy for the use of a Parking Guidance System, in DRAFT ACTION MINUTES Page 4 of 4 City Council Meeting Draft Action Minutes: 11/02/2020 Accordance With the Surveillance and Privacy Protection Ordinance (Continued From September 21, 2020). MOTION: Vice Mayor DuBois moved, seconded by Council Member Kniss to: A. Approve the surveillance policy and use of the construction video cameras for the California Avenue Parking Garage and Highway 101 Pedestrian/Bicycle Overpass construction projects, which will be used to share progress on the construction with staff and residents and create a time-lapse video at the end of each project; and B. Approve the surveillance policy and use of a Parking Guidance System (PGS) for the California Avenue Parking Garage and future installations at other City-owned parking garages and lots. MOTION PASSED: 7-0 8. (Former Agenda Item Number 5) Approve and Authorize the Extension of the Fall 2020 Board and Commission Recruitment for Positions on the Architectural Review Board, Planning Transportation Commission, Historic Resources Board, and Parks and Recreation Commission for an Additional six Weeks, With an Application Deadline of December 16, 2020. MOTION: Council Member Kniss moved, seconded by Council Member Cormack to: A. Extend the Fall 2020 recruitment for positions on the Planning and Transportation Commission and Historic Resources Board; and B. Accept the Architectural Review Board and Parks and Recreation Commission applications; and C. Proceed with interviews for positions on all four Boards/Commissions with the intent of completing all interviews by December 7, 2020 and voting on the appointments on December 14, 2020. MOTION PASSED 4-3: DuBois, Filseth, Kou no Adjournment: The meeting was adjourned at 11:03 P.M. City of Palo Alto (ID # 11203) City Council Staff Report Report Type: Consent Calendar Meeting Date: 11/16/2020 City of Palo Alto Page 1 Summary Title: Cubberley Building Management System Title: Approval of Construction Contract Number C20177933 With Automated Solutions Group, Inc., in the Amount of $313,417 for the Cubberley Building Management Systems Project, Capital Improvement Program Project (CB- 19001) From: City Manager Lead Department: Public Works Recommendation Staff recommends that Council: 1. Approve and authorize the City Manager or his designee to execute construction contract C20177933 with Automated Solutions Group, Inc. (Attachment A) in the amount of $313,417 for the replacement of the Building Management Systems (BMS) for the Pavilion, Theatre, Wing I, Gyms A and B, Wings C and K, and Auditorium at the Cubberley Community Center for the Cubberley Building Management Systems project, Capital Improvement Program Project (CB-19001); and 2. Authorize the City Manager or his designee to negotiate and execute one or more change orders to the construction contract with Automated Solutions Group, Inc. for related additional but unforeseen work that may develop during the Project, the total value of which shall not exceed $31,341. Background There are currently two separate Building Management Systems (BMS) controlling the mechanical systems in the buildings at the Cubberley Community Center. The server for one of the systems is running on Windows XP, which is no longer supported. The other system is a standalone system that does not have a computer interface. Most of the parts for these systems are no longer available and the systems are no longer supported by most vendors. Failure of these systems would cause a loss of climate control in these buildings, resulting in customer dissatisfaction and probable loss of revenue, as well as inefficiencies, lead-time, and expense for emergency repairs. Replacing these outdated systems is a short-term, significant need. City of Palo Alto Page 2 Discussion The new BMS controls will be updated to Automated Logic Controls (ALC), which is the current City Standard. Project Description The scope of work to be performed under this contract will include replacing the old Building Management Systems with the City Standard, ALC BMS, and integrating it into the existing City of Palo Alto WebCRTL server. This is a networked system, which can be accessed from offsite City computers. The specific buildings where this work will occur are the Pavilion, Theatre, Wing I, Gyms A and B, Wings C and K, and Auditorium. The new ALC system is supported by several local vendors with service and parts easily obtainable. ALC is the City Standard BMS and in-house Facilities staff are proficient with its operation and use. The new ALC system will allow for improved mechanical systems scheduling, increased energy efficiencies, and better climate control. Summary of Bid Process On February 11, 2020, an Invitation for Bids (IFB) for the Cubberley Building Management Systems Upgrade project was posted on the City’s eProcurement system and notices were sent to the Bay Area’s three ALC licensed contractors. The bidding period was 29 calendar days. One bid was received on March 10, 2020 from one of the qualified contractors. Bid Name/Number Cubberley Building Management Systems Upgrade IFB # 177933 Proposed Length of Project 90 days Number of Packages Downloaded by Builder’s Exchanges 10 Number of Bid Packages Downloaded by Contractors 3 Total Days to Respond to Bid 29 Pre-bid Meeting Date February 25, 2020 – Not Mandatory Number of Bids Received 1 Base Bid Price Range $313,417 Staff reviewed the bid submitted and recommends the bid of $313,417 submitted by Automated Solutions Group, Inc. (ASG) be accepted, and that ASG be declared the lowest responsible bidder. The low bid is 11 percent lower than the engineer’s estimate of $350,000. Staff reviewed other similar projects performed by the lowest responsible bidder, ASG, and did not find any significant complaints with their previous work. Staff has also checked with the Contractor’s State License Board and confirmed the contractor has an active license on file. City of Palo Alto Page 3 This contract is on the City’s construction contract template, which permits the City to terminate without cause/for convenience by providing written notice to the contractor. In the event the City finds itself facing a challenging budget situation, and it is determined that City resources need to be refocused elsewhere, the City can terminate for convenience. Other options include termination due to non-appropriation of funds or amending the contract to reduce the cost, for example, by reducing the scope of work. Timeline Pending Council approval of this contract, the project is expected to begin in December 2020 and be completed by February 2021. Resource Impact Funding for this contract is available in the Capital Improvement Program project, Cubberley Building Management Systems (CB-19001), which is funded through the Cubberley Property Infrastructure Fund. The work in Building I, which is now occupied by the Palo Alto Unified School District (PAUSD) under the new Cubberley lease, is being funded along with the City- occupied buildings using this funding source, as the budgeting and bidding of the project took place prior to negotiation of the new Cubberley lease. Stakeholder Engagement This project has been coordinated with PAUSD. Given the nature of this work, the primary stakeholders are contractors. Outreach and engagement were managed through the IFB solicitation process described above. Staff will also coordinate with Cubberley tenants, PAUSD, and users as the work proceeds. Policy Implications This recommendation does not represent any change to existing City policies. Environmental Review This project is categorically exempt from the provisions of the California Environmental Quality Act (CEQA) under Sections 15301 and 15302 of the CEQA Guidelines as repair, maintenance and alteration of an existing facility and no further environmental review is necessary. Attachments: • Attachment A: Contract C20177933 Automated Solution Invitation for Bid (IFB) Package 1 Rev. March 17, 2017 CONSTRUCTION CONTRACT CONSTRUCTION CONTRACT Contract No. C20177933 City of Palo Alto Cubberley Building Management Systems Upgrade Project Invitation for Bid (IFB) Package 2 Rev. March 17, 2017 CONSTRUCTION CONTRACT CONSTRUCTION CONTRACT TABLE OF CONTENTS SECTION 1 INCORPORATION OF RECITALS AND DEFINITIONS…………………………………….…………..6 1.1 Recitals…………………………………………………………………………………………………………………….6 1.2 Definitions……………………………………………………………………………………………………………….6 SECTION 2 THE PROJECT………………………………………………………………………………………………………...6 SECTION 3 THE CONTRACT DOCUMENTS………………………………………………………………………………..7 3.1 List of Documents…………………………………………………………………………………………….........7 3.2 Order of Precedence……………………………………………………………………………………………......7 SECTION 4 CONTRACTOR’S DUTY…………………………………………………………………………………………..8 4.1 Contractor's Duties…………………………………………………………………………………………………..8 SECTION 5 PROJECT TEAM……………………………………………………………………………………………………..8 5.1 Contractor's Co-operation………………………………………………………………………………………..8 SECTION 6 TIME OF COMPLETION…………………………………………………………………………………….......8 6.1 Time Is of Essence…………………………………………………………………………………………………….8 6.2 Commencement of Work…………………………………………………………………………………………8 6.3 Contract Time…………………………………………………………………………………………………………..8 6.4 Liquidated Damages…………………………………………………………………………………………………8 6.4.1 Other Remedies……………………………………………………………………………………………………..9 6.5 Adjustments to Contract Time………………………………………………………………………………….9 SECTION 7 COMPENSATION TO CONTRACTOR……………………………………………………………………….9 7.1 Contract Sum……………………………………………………………………………………………………………9 7.2 Full Compensation……………………………………………………………………………………………………9 SECTION 8 STANDARD OF CARE……………………………………………………………………………………………..9 8.1 Standard of Care…………………………………………………………………………………..…………………9 SECTION 9 INDEMNIFICATION…………………………………………………………………………………………..…10 9.1 Hold Harmless……………………………………………………………………………………………………….10 9.2 Survival…………………………………………………………………………………………………………………10 SECTION 10 NON-DISCRIMINATION……..………………………………………………………………………………10 10.1 Municipal Code Requirement…………….………………………………..……………………………….10 SECTION 11 INSURANCE AND BONDS.…………………………………………………………………………………10 Invitation for Bid (IFB) Package 3 Rev. March 17, 2017 CONSTRUCTION CONTRACT 11.1 Evidence of Coverage…………………………………………………………………………………………..10 SECTION 12 PROHIBITION AGAINST TRANSFERS…………………………………………………………….…11 12.1 Assignment………………………………………………………………………………………………………….11 12.2 Assignment by Law.………………………………………………………………………………………………11 SECTION 13 NOTICES …………………………………………………………………………………………………………….11 13.1 Method of Notice …………………………………………………………………………………………………11 13.2 Notice Recipents ………………………………………………………………………………………………….11 13.3 Change of Address……………………………………………………………………………………………….12 SECTION 14 DEFAULT…………………………………………………………………………………………………………...12 14.1 Notice of Default………………………………………………………………………………………………….12 14.2 Opportunity to Cure Default…………………………………………………………………………………12 SECTION 15 CITY'S RIGHTS AND REMEDIES…………………………………………………………………………..12 15.1 Remedies Upon Default……………………………………………………………………………………….12 15.1.1 Delete Certain Services…………………………………………………………………………………….13 15.1.2 Perform and Withhold……………………………………………………………………………………..13 15.1.3 Suspend The Construction Contract…………………………………………………………………13 15.1.4 Terminate the Construction Contract for Default………………………………………………13 15.1.5 Invoke the Performance Bond………………………………………………………………………….13 15.1.6 Additional Provisions……………………………………………………………………………………….13 15.2 Delays by Sureties……………………………………………………………………………………………….13 15.3 Damages to City…………………………………………………………………………………………………..14 15.3.1 For Contractor's Default…………………………………………………………………………………..14 15.3.2 Compensation for Losses…………………………………………………………………………………14 15.4 Suspension by City……………………………………………………………………………………………….14 15.4.1 Suspension for Convenience……………………………………………………………………………..14 15.4.2 Suspension for Cause………………………………………………………………………………………..14 15.5 Termination Without Cause…………………………………………………………………………………14 15.5.1 Compensation………………………………………………………………………………………………….14 15.5.2 Subcontractors………………………………………………………………………………………………..15 15.6 Contractor’s Duties Upon Termination………………………………………………………………...15 SECTION 16 CONTRACTOR'S RIGHTS AND REMEDIES……………………………………………………………16 16.1 Contractor’s Remedies……………………………………..………………………………..………………….16 Invitation for Bid (IFB) Package 4 Rev. March 17, 2017 CONSTRUCTION CONTRACT 16.1.1 For Work Stoppage……………………………………………………………………………………………16 16.1.2 For City's Non-Payment…………………………………………………………………………………….16 16.2 Damages to Contractor………………………………………………………………………………………..16 SECTION 17 ACCOUNTING RECORDS………………………………………………………………………………….…16 17.1 Financial Management and City Access………………………………………………………………..16 17.2 Compliance with City Requests…………………………………………………………………………….17 SECTION 18 INDEPENDENT PARTIES……………………………………………………………………………………..17 18.1 Status of Parties……………………………………………………………………………………………………17 SECTION 19 NUISANCE……………………………………………………………………………………………………….…17 19.1 Nuisance Prohibited……………………………………………………………………………………………..17 SECTION 20 PERMITS AND LICENSES…………………………………………………………………………………….17 20.1 Payment of Fees…………………………………………………………………………………………………..17 SECTION 21 WAIVER…………………………………………………………………………………………………………….17 21.1 Waiver………………………………………………………………………………………………………………….17 SECTION 22 GOVERNING LAW AND VENUE; COMPLIANCE WITH LAWS……………………………….18 22.1 Governing Law…………………………………………………………………………………………………….18 22.2 Compliance with Laws…………………………………………………………………………………………18 22.2.1 Palo Alto Minimum Wage Ordinance…………….………………………………………………….18 SECTION 23 COMPLETE AGREEMENT……………………………………………………………………………………18 23.1 Integration………………………………………………………………………………………………………….18 SECTION 24 SURVIVAL OF CONTRACT…………………………………………………………………………………..18 24.1 Survival of Provisions……………………………………………………………………………………………18 SECTION 25 PREVAILING WAGES………………………………………………………………………………………….18 SECTION 26 NON-APPROPRIATION……………………………………………………………………………………….19 26.1 Appropriation………………………………………………………………………………………………………19 SECTION 27 AUTHORITY……………………………………………………………………………………………………….19 27.1 Representation of Parties…………………………………………………………………………………….19 SECTION 28 COUNTERPARTS………………………………………………………………………………………………..19 28.1 Multiple Counterparts………………………………………………………………………………………….19 SECTION 29 SEVERABILITY……………………………………………………………………………………………………19 29.1 Severability………………………………………………………………………………………………………….19 SECTION 30 STATUTORY AND REGULATORY REFERENCES …………………………………………………..19 Invitation for Bid (IFB) Package 5 Rev. March 17, 2017 CONSTRUCTION CONTRACT 30.1 Amendments of Laws…………………………………………………………………………………………..19 SECTION 31 WORKERS’ COMPENSATION CERTIFICATION………………………………………………….….19 31.1 Workers Compensation…………………………………………………………………………………….19 SECTION 32 DIR REGISTRATION AND OTHER SB 854 REQUIREMENTS………………………………..…20 32.1 General Notice to Contractor…………………………………………………………………………….20 32.2 Labor Code section 1771.1(a)…………………………………………………………………………….20 32.3 DIR Registration Required…………………………………………………………………………………20 32.4 Posting of Job Site Notices…………………………………………………………………………………20 32.5 Payroll Records…………………………………………………………………………………………………20 Invitation for Bid (IFB) Package 6 Rev. March 17, 2017 CONSTRUCTION CONTRACT CONSTRUCTION CONTRACT THIS CONSTRUCTION CONTRACT entered into on (“Execution Date”) by and between the CITY OF PALO ALTO, a California chartered municipal corporation ("City"), and AUTOMATED SOLUTION GROUP ("Contractor"), is made with reference to the following: R E C I T A L S: A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. Contractor is a corporation duly organized and in good standing in the State of California, Contractor’s License Number 979330 and Department of Industrial Relations Registration Number 1000036038. Contractor represents that it is duly licensed by the State of California and has the background, knowledge, experience and expertise to perform the obligations set forth in this Construction Contract. C. On February 11, 2020, City issued an Invitation for Bids (IFB) to contractors for the (“Project”). In response to the IFB, Contractor submitted a Bid. D. City and Contractor desire to enter into this Construction Contract for the Project, and other services as identified in the Contract Documents for the Project upon the following terms and conditions. NOW THEREFORE, in consideration of the Cubberley Building Management Systems Upgrade mutual promises and undertakings hereinafter set forth and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, it is mutually agreed by and between the undersigned parties as follows: SECTION 1 INCORPORATION OF RECITALS AND DEFINITIONS. 1.1 Recitals. All of the recitals are incorporated herein by reference. 1.2 Definitions. Capitalized terms shall have the meanings set forth in this Construction Contract and/or in the General Conditions. If there is a conflict between the definitions in this Construction Contract and in the General Conditions, the definitions in this Construction Contract shall prevail. SECTION 2 THE PROJECT. The Project is the Cubberley Building Management Systems Upgrade Project, located at 4000 Middlefield, Palo Alto, CA. 94306("Project"). Invitation for Bid (IFB) Package 7 Rev. March 17, 2017 CONSTRUCTION CONTRACT SECTION 3 THE CONTRACT DOCUMENTS. 3.1 List of Documents. The Contract Documents (sometimes collectively referred to as “Agreement” or “Bid Documents”) consist of the following documents which are on file with the Purchasing Division and are hereby incorporated by reference. 1) Change Orders 2) Field Orders 3) Contract 4) Bidding Addenda 5) Special Provisions 6) General Conditions 7) Project Plans and Drawings 8) Technical Specifications 9) Instructions to Bidders 10) Invitation for Bids 11) Contractor's Bid/Non-Collusion Declaration 12) Reports listed in the Contract Documents 13) Public Works Department’s Standard Drawings and Specifications (most current version at time of Bid) 14) Utilities Department’s Water, Gas, Wastewater, Electric Utilities Standards (most current version at time of Bid) 15) City of Palo Alto Traffic Control Requirements 16) City of Palo Alto Truck Route Map and Regulations 17) Notice Inviting Pre-Qualification Statements, Pre-Qualification Statement, and Pre- Qualification Checklist (if applicable) 18) Performance and Payment Bonds 3.2 Order of Precedence. For the purposes of construing, interpreting and resolving inconsistencies between and among the provisions of this Contract, the Contract Documents shall have the order of precedence as set forth in the preceding section. If a claimed inconsistency cannot be resolved through the order of precedence, the City shall have the sole power to decide which document or provision shall govern as may be in the best interests of the City. Invitation for Bid (IFB) Package 8 Rev. March 17, 2017 CONSTRUCTION CONTRACT SECTION 4 CONTRACTOR’S DUTY. 4.1 Contractor’s Duties Contractor agrees to perform all of the Work required for the Project, as specified in the Contract Documents, all of which are fully incorporated herein. Contractor shall provide, furnish, and supply all things necessary and incidental for the timely performance and completion of the Work, including, but not limited to, provision of all necessary labor, materials, equipment, transportation, and utilities, unless otherwise specified in the Contract Documents. Contractor also agrees to use its best efforts to complete the Work in a professional and expeditious manner and to meet or exceed the performance standards required by the Contract Documents. SECTION 5 PROJECT TEAM. 5.1 Contractor’s Co-operation. In addition to Contractor, City has retained, or may retain, consultants and contractors to provide professional and technical consultation for the design and construction of the Project. The Contract requires that Contractor operate efficiently, effectively and cooperatively with City as well as all other members of the Project Team and other contractors retained by City to construct other portions of the Project. SECTION 6 TIME OF COMPLETION. 6.1 Time Is of Essence. Time is of the essence with respect to all time limits set forth in the Contract Documents. 6.2 Commencement of Work. Contractor shall commence the Work on the date specified in City’s Notice to Proceed. 6.3 Contract Time. Work hereunder shall begin on the date specified on the City’s Notice to Proceed and shall be completed within 90 calendar days () after the commencement date specified in City’s Notice to Proceed. By executing this Construction Contract, Contractor expressly waives any claim for delayed early completion. 6.4 Liquidated Damages. Pursuant to Government Code Section 53069.85, if Contractor fails to achieve Substantial Completion of the entire Work within the Contract Time, including any approved extensions thereto, City may assess liquidated damages on a daily basis for each day of Unexcused Delay in achieving Substantial Completion, based on the amount of zero dollars ($0.00) per day, or as otherwise specified in the Special Provisions. Liquidated damages may also be separately assessed for failure to meet milestones specified elsewhere in the Contract Documents, regardless of impact on the time for achieving Substantial Completion. The assessment of liquidated damages is not a penalty but considered to be a reasonable estimate of the amount of damages City will suffer by delay in completion of the Work. The City is entitled to setoff the amount of liquidated damages assessed against any payments otherwise due to Contractor, including, but not limited to, setoff against release of retention. If the total amount of liquidated damages assessed Invitation for Bid (IFB) Package 9 Rev. March 17, 2017 CONSTRUCTION CONTRACT exceeds the amount of unreleased retention, City is entitled to recover the balance from Contractor or its sureties. Occupancy or use of the Project in whole or in part prior to Substantial Completion, shall not operate as a waiver of City’s right to assess liquidated damages. 6.4.1 Other Remedies. City is entitled to any and all available legal and equitable remedies City may have where City’s Losses are caused by any reason other than Contractor’s failure to achieve Substantial Completion of the entire Work within the Contract Time. 6.5 Adjustments to Contract Time. The Contract Time may only be adjusted for time extensions approved by City and memorialized in a Change Order approved in accordance with the requirements of the Contract Documents. SECTION 7 COMPENSATION TO CONTRACTOR. 7.1 Contract Sum. Contractor shall be compensated for satisfactory completion of the Work in compliance with the Contract Documents the Contract Sum of Three Hundred Thirteen Thousand Four Hundred Seventeen Dollars ($313,417.00). [This amount includes the Base Bid and Additive Alternates (1 – 3) for Wing C, Wing K and Auditorium.] 7.2 Full Compensation. The Contract Sum shall be full compensation to Contractor for all Work provided by Contractor and, except as otherwise expressly permitted by the terms of the Contract Documents, shall cover all Losses arising out of the nature of the Work or from the acts of the elements or any unforeseen difficulties or obstructions which may arise or be encountered in performance of the Work until its Acceptance by City, all risks connected with the Work, and any and all expenses incurred due to suspension or discontinuance of the Work, except as expressly provided herein. The Contract Sum may only be adjusted for Change Orders approved in accordance with the requirements of the Contract Documents. SECTION 8 STANDARD OF CARE. 8.1 Standard of Care. Contractor agrees that the Work shall be performed by qualified, experienced and well-supervised personnel. All services performed in connection with this Construction Contract shall be performed in a manner consistent with the standard of care under California law applicable to those who specialize in providing such services for projects of the type, scope and complexity of the Project. Invitation for Bid (IFB) Package 10 Rev. March 17, 2017 CONSTRUCTION CONTRACT SECTION 9 INDEMNIFICATION. 9.1 Hold Harmless. To the fullest extent allowed by law, Contractor will defend, indemnify, and hold harmless City, its City Council, boards and commissions, officers, agents, employees, representatives and volunteers (hereinafter individually referred to as an “Indemnitee” and collectively referred to as "Indemnitees"), through legal counsel acceptable to City, from and against any and liability, loss, damage, claims, expenses (including, without limitation, attorney fees, expert witness fees, paralegal fees, and fees and costs of litigation or arbitration) (collectively, “Liability”) of every nature arising out of or in connection with the acts or omissions of Contractor, its employees, Subcontractors, representatives, or agents, in performing the Work or its failure to comply with any of its obligations under the Contract, except such Liability caused by the active negligence, sole negligence, or willful misconduct of an Indemnitee. Contractor shall pay City for any costs City incurs to enforce this provision. Except as provided in Section 9.2 below, nothing in the Contract Documents shall be construed to give rise to any implied right of indemnity in favor of Contractor against City or any other Indemnitee. Pursuant to Public Contract Code Section 9201, City shall timely notify Contractor upon receipt of any third-party claim relating to the Contract. 9.2 Survival. The provisions of Section 9 shall survive the termination of this Construction Contract. SECTION 10 NON-DISCRIMINATION. 10.1 Municipal Code Requirement. As set forth in Palo Alto Municipal Code section 2.30.510, Contractor certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person. Contractor acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof, and will comply with all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. SECTION 11 INSURANCE AND BONDS. 11.1 Evidence of coverage. Within ten (10) business days following issuance of the Notice of Award, Contractor shall provide City with evidence that it has obtained insurance and shall submit Performance and Payment Bonds satisfying all requirements in Article 11 of the General Conditions. Invitation for Bid (IFB) Package 11 Rev. March 17, 2017 CONSTRUCTION CONTRACT SECTION 12 PROHIBITION AGAINST TRANSFERS. 12.1 Assignment. City is entering into this Construction Contract in reliance upon the stated experience and qualifications of the Contractor and its Subcontractors set forth in Contractor’s Bid. Accordingly, Contractor shall not assign, hypothecate or transfer this Construction Contract or any interest therein directly or indirectly, by operation of law or otherwise without the prior written consent of City. Any assignment, hypothecation or transfer without said consent shall be null and void, and shall be deemed a substantial breach of contract and grounds for default in addition to any other legal or equitable remedy available to the City. 12.2 Assignment by Law. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Contractor or of any general partner or joint venturer or syndicate member of Contractor, if the Contractor is a partnership or joint venture or syndicate or co-tenancy shall result in changing the control of Contractor, shall be construed as an assignment of this Construction Contract. Control means more than fifty percent (50%) of the voting power of the corporation or other entity. SECTION 13 NOTICES. 13.1 Method of Notice. All notices, demands, requests or approvals to be given under this Construction Contract shall be given in writing and shall be deemed served on the earlier of the following: (i) On the date delivered if delivered personally; (ii) On the third business day after the deposit thereof in the United States mail, postage prepaid, and addressed as hereinafter provided; (iii) On the date sent if sent by facsimile transmission; (iv) On the date sent if delivered by electronic mail; or (v) On the date it is accepted or rejected if sent by certified mail. 13.2 Notice to Recipients. All notices, demands or requests (including, without limitation, Change Order Requests and Claims) from Contractor to City shall include the Project name and the number of this Construction Contract and shall be addressed to City at: To City: City of Palo Alto City Clerk 250 Hamilton Avenue P.O. Box 10250 Palo Alto, CA 94303 Copy to: City of Palo Alto Public Works Administration 250 Hamilton Avenue Palo Alto, CA 94301 Attn: Dennis Huebner Invitation for Bid (IFB) Package 12 Rev. March 17, 2017 CONSTRUCTION CONTRACT In addition, copies of all Claims by Contractor under this Construction Contract shall be provided to the following: Palo Alto City Attorney’s Office 250 Hamilton Avenue P.O. Box 10250 Palo Alto, California 94303 All Claims shall be sent by registered mail or certified mail with return receipt requested. All notices, demands, requests or approvals from City to Contractor shall be addressed to: Automated Solutions Group 2150 Bering Drive, San Jose, CA 95131 Attn: Craig Farnell 13.3 Change of Address. In advance of any change of address, Contractor shall notify City of the change of address in writing. Each party may, by written notice only, add, delete or replace any individuals to whom and addresses to which notice shall be provided. SECTION 14 DEFAULT. 14.1 Notice of Default. In the event that City determines, in its sole discretion, that Contractor has failed or refused to perform any of the obligations set forth in the Contract Documents, or is in breach of any provision of the Contract Documents, City may give written notice of default to Contractor in the manner specified for the giving of notices in the Construction Contract, with a copy to Contractor’s performance bond surety. 14.2 Opportunity to Cure Default. Except for emergencies, Contractor shall cure any default in performance of its obligations under the Contract Documents within two (2) Days (or such shorter time as City may reasonably require) after receipt of written notice. However, if the breach cannot be reasonably cured within such time, Contractor will commence to cure the breach within two (2) Days (or such shorter time as City may reasonably require) and will diligently and continuously prosecute such cure to completion within a reasonable time, which shall in no event be later than ten (10) Days after receipt of such written notice. SECTION 15 CITY'S RIGHTS AND REMEDIES. 15.1 Remedies Upon Default. If Contractor fails to cure any default of this Construction Contract within the time period set forth above in Section 14, then City may pursue any remedies available under law or equity, including, without limitation, the following: Invitation for Bid (IFB) Package 13 Rev. March 17, 2017 CONSTRUCTION CONTRACT 15.1.1 Delete Certain Services. City may, without terminating the Construction Contract, delete certain portions of the Work, reserving to itself all rights to Losses related thereto. 15.1.2 Perform and Withhold. City may, without terminating the Construction Contract, engage others to perform the Work or portion of the Work that has not been adequately performed by Contractor and withhold the cost thereof to City from future payments to Contractor, reserving to itself all rights to Losses related thereto. 15.1.3 Suspend The Construction Contract. City may, without terminating the Construction Contract and reserving to itself all rights to Losses related thereto, suspend all or any portion of this Construction Contract for as long a period of time as City determines, in its sole discretion, appropriate, in which event City shall have no obligation to adjust the Contract Sum or Contract Time, and shall have no liability to Contractor for damages if City directs Contractor to resume Work. 15.1.4 Terminate the Construction Contract for Default. City shall have the right to terminate this Construction Contract, in whole or in part, upon the failure of Contractor to promptly cure any default as required by Section 14. City’s election to terminate the Construction Contract for default shall be communicated by giving Contractor a written notice of termination in the manner specified for the giving of notices in the Construction Contract. Any notice of termination given to Contractor by City shall be effective immediately, unless otherwise provided therein. 15.1.5 Invoke the Performance Bond. City may, with or without terminating the Construction Contract and reserving to itself all rights to Losses related thereto, exercise its rights under the Performance Bond. 15.1.6 Additional Provisions. All of City’s rights and remedies under this Construction Contract are cumulative, and shall be in addition to those rights and remedies available in law or in equity. Designation in the Contract Documents of certain breaches as material shall not waive the City’s authority to designate other breaches as material nor limit City’s right to terminate the Construction Contract, or prevent the City from terminating the Agreement for breaches that are not material. City’s determination of whether there has been noncompliance with the Construction Contract so as to warrant exercise by City of its rights and remedies for default under the Construction Contract, shall be binding on all parties. No termination or action taken by City after such termination shall prejudice any other rights or remedies of City provided by law or equity or by the Contract Documents upon such termination; and City may proceed against Contractor to recover all liquidated damages and Losses suffered by City. 15.2 Delays by Sureties. Time being of the essence in the performance of the Work, if Contractor’s surety fails to arrange for completion of the Work in accordance with the Performance Bond, within seven (7) calendar days from the date of the notice of termination, Contractor’s surety shall be deemed to have waived its right to complete the Work under the Contract, and City may immediately make arrangements for the completion of the Work through use of its own forces, by hiring a replacement contractor, or by any other means that City determines advisable under the circumstances. Contractor and its surety shall be jointly and severally liable for any additional cost incurred by City to complete the Work following termination. In addition, City shall have the right to use any materials, supplies, and equipment belonging to Contractor and located at the Worksite for the purposes of completing the remaining Work. Invitation for Bid (IFB) Package 14 Rev. March 17, 2017 CONSTRUCTION CONTRACT 15.3 Damages to City. 15.3.1 For Contractor's Default. City will be entitled to recovery of all Losses under law or equity in the event of Contractor’s default under the Contract Documents. 15.3.2 Compensation for Losses. In the event that City's Losses arise from Contractor’s default under the Contract Documents, City shall be entitled to deduct the cost of such Losses from monies otherwise payable to Contractor. If the Losses incurred by City exceed the amount payable, Contractor shall be liable to City for the difference and shall promptly remit same to City. 15.4 Suspension by City 15.4.1 Suspension for Convenience. City may, at any time and from time to time, without cause, order Contractor, in writing, to suspend, delay, or interrupt the Work in whole or in part for such period of time, up to an aggregate of fifty percent (50%) of the Contract Time. The order shall be specifically identified as a Suspension Order by City. Upon receipt of a Suspension Order, Contractor shall, at City’s expense, comply with the order and take all reasonable steps to minimize costs allocable to the Work covered by the Suspension Order. During the Suspension or extension of the Suspension, if any, City shall either cancel the Suspension Order or, by Change Order, delete the Work covered by the Suspension Order. If a Suspension Order is canceled or expires, Contractor shall resume and continue with the Work. A Change Order will be issued to cover any adjustments of the Contract Sum or the Contract Time necessarily caused by such suspension. A Suspension Order shall not be the exclusive method for City to stop the Work. 15.4.2 Suspension for Cause. In addition to all other remedies available to City, if Contractor fails to perform or correct work in accordance with the Contract Documents, City may immediately order the Work, or any portion thereof, suspended until the cause for the suspension has been eliminated to City’s satisfaction. Contractor shall not be entitled to an increase in Contract Time or Contract Price for a suspension occasioned by Contractor’s failure to comply with the Contract Documents. City’s right to suspend the Work shall not give rise to a duty to suspend the Work, and City’s failure to suspend the Work shall not constitute a defense to Contractor’s failure to comply with the requirements of the Contract Documents. 15.5 Termination Without Cause. City may, at its sole discretion and without cause, terminate this Construction Contract in part or in whole upon written notice to Contractor. Upon receipt of such notice, Contractor shall, at City’s expense, comply with the notice and take all reasonable steps to minimize costs to close out and demobilize. The compensation allowed under this Paragraph 15.5 shall be the Contractor’s sole and exclusive compensation for such termination and Contractor waives any claim for other compensation or Losses, including, but not limited to, loss of anticipated profits, loss of revenue, lost opportunity, or other consequential, direct, indirect or incidental damages of any kind resulting from termination without cause. Termination pursuant to this provision does not relieve Contractor or its sureties from any of their obligations for Losses arising from or related to the Work performed by Contractor. 15.5.1 Compensation. Following such termination and within forty-five (45) Days after receipt of a billing from Contractor seeking payment of sums authorized by this Paragraph 15.5.1, City shall pay the following to Contractor as Contractor’s sole compensation for performance of the Work : .1 For Work Performed. The amount of the Contract Sum allocable to the portion of the Work properly performed by Contractor as of the date of termination, less sums previously paid to Contractor. Invitation for Bid (IFB) Package 15 Rev. March 17, 2017 CONSTRUCTION CONTRACT .2 For Close-out Costs. Reasonable costs of Contractor and its Subcontractors: (i) Demobilizing and (ii) Administering the close-out of its participation in the Project (including, without limitation, all billing and accounting functions, not including attorney or expert fees) for a period of no longer than thirty (30) Days after receipt of the notice of termination. .3 For Fabricated Items. Previously unpaid cost of any items delivered to the Project Site which were fabricated for subsequent incorporation in the Work. .4 Profit Allowance. An allowance for profit calculated as four percent (4%) of the sum of the above items, provided Contractor can prove a likelihood that it would have made a profit if the Construction Contract had not been terminated. 15.5.2 Subcontractors. Contractor shall include provisions in all of its subcontracts, purchase orders and other contracts permitting termination for convenience by Contractor on terms that are consistent with this Construction Contract and that afford no greater rights of recovery against Contractor than are afforded to Contractor against City under this Section. 15.6 Contractor’s Duties Upon Termination. Upon receipt of a notice of termination for default or for convenience, Contractor shall, unless the notice directs otherwise, do the following: (i) Immediately discontinue the Work to the extent specified in the notice; (ii) Place no further orders or subcontracts for materials, equipment, services or facilities, except as may be necessary for completion of such portion of the Work that is not discontinued; (iii) Provide to City a description in writing, no later than fifteen (15) days after receipt of the notice of termination, of all subcontracts, purchase orders and contracts that are outstanding, including, without limitation, the terms of the original price, any changes, payments, balance owing, the status of the portion of the Work covered and a copy of the subcontract, purchase order or contract and any written changes, amendments or modifications thereto, together with such other information as City may determine necessary in order to decide whether to accept assignment of or request Contractor to terminate the subcontract, purchase order or contract; (iv) Promptly assign to City those subcontracts, purchase orders or contracts, or portions thereof, that City elects to accept by assignment and cancel, on the most favorable terms reasonably possible, all subcontracts, purchase orders or contracts, or portions thereof, that City does not elect to accept by assignment; and (v) Thereafter do only such Work as may be necessary to preserve and protect Work already in progress and to protect materials, plants, and equipment on the Project Site or in transit thereto. Upon termination, whether for cause or for convenience, the provisions of the Contract Documents remain in effect as to any Claim, indemnity obligation, warranties, guarantees, submittals of as-built drawings, instructions, or manuals, or other such rights and obligations arising prior to the termination date. Invitation for Bid (IFB) Package 16 Rev. March 17, 2017 CONSTRUCTION CONTRACT SECTION 16 CONTRACTOR'S RIGHTS AND REMEDIES. 16.1 Contractor’s Remedies. Contractor may terminate this Construction Contract only upon the occurrence of one of the following: 16.1.1 For Work Stoppage. The Work is stopped for sixty (60) consecutive Days, through no act or fault of Contractor, any Subcontractor, or any employee or agent of Contractor or any Subcontractor, due to issuance of an order of a court or other public authority other than City having jurisdiction or due to an act of government, such as a declaration of a national emergency making material unavailable. This provision shall not apply to any work stoppage resulting from the City’s issuance of a suspension notice issued either for cause or for convenience. 16.1.2 For City's Non-Payment. If City does not make pay Contractor undisputed sums within ninety (90) Days after receipt of notice from Contractor, Contractor may terminate the Construction Contract (30) days following a second notice to City of Contractor’s intention to terminate the Construction Contract. 16.2 Damages to Contractor. In the event of termination for cause by Contractor, City shall pay Contractor the sums provided for in Paragraph 15.5.1 above. Contractor agrees to accept such sums as its sole and exclusive compensation and agrees to waive any claim for other compensation or Losses, including, but not limited to, loss of anticipated profits, loss of revenue, lost opportunity, or other consequential, direct, indirect and incidental damages, of any kind. SECTION 17 ACCOUNTING RECORDS. 17.1 Financial Management and City Access. Contractor shall keep full and detailed accounts and exercise such controls as may be necessary for proper financial management under this Construction Contract in accordance with generally accepted accounting principles and practices. City and City's accountants during normal business hours, may inspect, audit and copy Contractor's records, books, estimates, take-offs, cost reports, ledgers, schedules, correspondence, instructions, drawings, receipts, subcontracts, purchase orders, vouchers, memoranda and other data relating to this Project. Contractor shall retain these documents for a period of three (3) years after the later of (i) Final Payment or (ii) final resolution of all Contract Disputes and other disputes, or (iii) for such longer period as may be required by law. Invitation for Bid (IFB) Package 17 Rev. March 17, 2017 CONSTRUCTION CONTRACT 17.2 Compliance with City Requests. Contractor's compliance with any request by City pursuant to this Section 17 shall be a condition precedent to filing or maintenance of any legal action or proceeding by Contractor against City and to Contractor's right to receive further payments under the Contract Documents. City many enforce Contractor’s obligation to provide access to City of its business and other records referred to in Section 17.1 for inspection or copying by issuance of a writ or a provisional or permanent mandatory injunction by a court of competent jurisdiction based on affidavits submitted to such court, without the necessity of oral testimony. SECTION 18 INDEPENDENT PARTIES. 18.1 Status of parties. Each party is acting in its independent capacity and not as agents, employees, partners, or joint ventures’ of the other party. City, its officers or employees shall have no control over the conduct of Contractor or its respective agents, employees, subconsultants, or subcontractors, except as herein set forth. SECTION 19 NUISANCE. 19.1 Nuisance Prohibited. Contractor shall not maintain, commit, nor permit the maintenance or commission of any nuisance in connection in the performance of services under this Construction Contract. SECTION 20 PERMITS AND LICENSES. 20.1 Payment of Fees. Except as otherwise provided in the Special Provisions and Technical Specifications, The Contractor shall provide, procure and pay for all licenses, permits, and fees, required by the City or other government jurisdictions or agencies necessary to carry out and complete the Work. Payment of all costs and expenses for such licenses, permits, and fees shall be included in one or more Bid items. No other compensation shall be paid to the Contractor for these items or for delays caused by non-City inspectors or conditions set forth in the licenses or permits issued by other agencies. SECTION 21 WAIVER. 21.1 Waiver. A waiver by either party of any breach of any term, covenant, or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained herein, whether of the same or a different character. Invitation for Bid (IFB) Package 18 Rev. March 17, 2017 CONSTRUCTION CONTRACT SECTION 22 GOVERNING LAW AND VENUE; COMPLIANCE WITH LAWS. 22.1 Governing Law. This Construction Contract shall be construed in accordance with and governed by the laws of the State of California, and venue shall be in a court of competent jurisdiction in the County of Santa Clara, and no other place. 22.2 Compliance with Laws. Contractor shall comply with all applicable federal and California laws and city laws, including, without limitation, ordinances and resolutions, in the performance of work under this Construction Contract. 22.2.1 Palo Alto Minimum Wage Ordinance. Contractor shall comply with all requirements of the Palo Alto Municipal Code Chapter 4.62 (Citywide Minimum Wage), as it may be amended from time to time. In particular, for any employee otherwise entitled to the State minimum wage, who performs at least two (2) hours of work in a calendar week within the geographic boundaries of the City, Contractor shall pay such employees no less than the minimum wage set forth in Palo Alto Municipal Code section 4.62.030 for each hour worked within the geographic boundaries of the City of Palo Alto. In addition, Contractor shall post notices regarding the Palo Alto Minimum Wage Ordinance in accordance with Palo Alto Municipal Code section 4.62.060. SECTION 23 COMPLETE AGREEMENT. 23.1 Integration. This Agreement represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, and contracts, either written or oral. This Agreement may be amended only by a written instrument, which is signed by the parties. SECTION 24 SURVIVAL OF CONTRACT. 24.1 Survival of Provisions. The provisions of the Construction Contract which by their nature survive termination of the Construction Contract or Final Completion, including, without limitation, all warranties, indemnities, payment obligations, and City’s right to audit Contractor’s books and records, shall remain in full force and effect after Final Completion or any termination of the Construction Contract. SECTION 25 PREVAILING WAGES. This Project is not subject to prevailing wages. Contractor is not required to pay prevailing wages in the performance and implementation of the Project in accordance with SB 7, if the public works contract does not include a project of $25,000 or less, when the project is for construction work, or the contract does not include a project of $15,000 or less, when the project is for alteration, demolition, repair, or maintenance (collectively, ‘improvement’) work. Or Contractor is required to pay general prevailing wages as defined in Subchapter 3, Title 8 of the California Code of Regulations and Section 16000 et seq. and Section 1773.1 of the California Labor Code. Pursuant to the provisions of Section 1773 of the Labor Code of the State of California, the City Council has obtained the general prevailing rate of per diem wages and the general rate for holiday and overtime work Invitation for Bid (IFB) Package 19 Rev. March 17, 2017 CONSTRUCTION CONTRACT in this locality for each craft, classification, or type of worker needed to execute the contract for this Project from the Director of the Department of Industrial Relations (“DIR”). Copies of these rates may be obtained at the Purchasing Division’s office of the City of Palo Alto. Contractor shall provide a copy of prevailing wage rates to any staff or subcontractor hired, and shall pay the adopted prevailing wage rates as a minimum. Contractor shall comply with the provisions of all sections, including, but not limited to, Sections 1775, 1776, 1777.5, 1782, 1810, and 1813, of the Labor Code pertaining to prevailing wages. SECTION 26 NON-APPROPRIATION. 26.1 Appropriations. This Agreement is subject to the fiscal provisions of the Charter of the City of Palo Alto and the Palo Alto Municipal Code. This Agreement will terminate without any penalty (a) at the end of any fiscal year in the event that the City does not appropriate funds for the following fiscal year for this event, or (b) at any time within a fiscal year in the event that funds are only appropriated for a portion of the fiscal year and funds for this Construction Contract are no longer available. This section shall take precedence in the event of a conflict with any other covenant, term, condition, or provision of this Agreement. SECTION 27 AUTHORITY. 27.1 Representation of Parties. The individuals executing this Agreement represent and warrant that they have the legal capacity and authority to do so on behalf of their respective legal entities. SECTION 28 COUNTERPARTS 28.1 Multiple Counterparts. This Agreement may be signed in multiple counterparts, which shall, when executed by all the parties, constitute a single binding agreement. SECTION 29 SEVERABILITY. 29.1 Severability. In case a provision of this Construction Contract is held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not be affected. SECTION 30 STATUTORY AND REGULATORY REFERENCES. 30.1 Amendments to Laws. With respect to any amendments to any statutes or regulations referenced in these Contract Documents, the reference is deemed to be the version in effect on the date that the Contract was awarded by City, unless otherwise required by law. SECTION 31 WORKERS’ COMPENSATION CERTIFICATION. 31.1 Workers Compensation. Pursuant to Labor Code Section 1861, by signing this Contract, Contractor certifies as follows: Invitation for Bid (IFB) Package 20 Rev. March 17, 2017 CONSTRUCTION CONTRACT “I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the Work on this Contract.” SECTION 32 DIR REGISTRATION AND OTHER SB 854 REQUIREMENTS. 32.1 General Notice to Contractor. City requires Contractor and its listed subcontractors to comply with the requirements of SB 854. 32.2 Labor Code section 1771.1(a) City provides notice to Contractor of the requirements of California Labor Code section 1771.1(a), which reads: “A contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, as defined in this chapter, unless currently registered and qualified to perform public work pursuant to Section 1725.5. It is not a violation of this section for an unregistered contractor to submit a bid that is authorized by Section 7029.1 of the Business and Professions Code or Section 10164 or 20103.5 of the Public Contract Code, provided the contactor is registered to perform public work pursuant to Section 1725.5 at the time the contract is awarded.” 32.3 DIR Registration Required. City will not accept a bid proposal from or enter into this Construction Contract with Contractor without proof that Contractor and its listed subcontractors are registered with the California Department of Industrial Relations (“DIR”) to perform public work, subject to limited exceptions. 32.4 Posting of Job Site Notices. City gives notice to Contractor and its listed subcontractors that Contractor is required to post all job site notices prescribed by law or regulation and Contractor is subject to SB 854-compliance monitoring and enforcement by DIR. 32.5 Payroll Records. City requires Contractor and its listed subcontractors to comply with the requirements of Labor Code section 1776, including: (i) Keep accurate payroll records, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by, respectively, Contractor and its listed subcontractors, in connection with the Project. (ii) The payroll records shall be verified as true and correct and shall be certified and made available for inspection at all reasonable hours at the principal office of Contractor and its listed subcontractors, respectively. Invitation for Bid (IFB) Package 21 Rev. March 17, 2017 CONSTRUCTION CONTRACT (iii) At the request of City, acting by its project manager, Contractor and its listed subcontractors shall make the certified payroll records available for inspection or furnished upon request to the project manager within ten (10) days of receipt of City’s request. City requests Contractor and its listed subcontractors to submit the certified payroll records to the project manager at the end of each week during the Project. (iv) If the certified payroll records are not produced to the project manager within the 10-day period, then Contractor and its listed subcontractors shall be subject to a penalty of one hundred dollars ($100.00) per calendar day, or portion thereof, for each worker, and City shall withhold the sum total of penalties from the progress payment(s) then due and payable to Contractor. This provision supplements the provisions of Section 15 hereof. (v) Inform the project manager of the location of contractor’s and its listed subcontractors’ payroll records (street address, city and county) at the commencement of the Project, and also provide notice to the project manager within five (5) business days of any change of location of those payroll records. IN WITNESS WHEREOF, the parties have caused this Construction Contract to be executed the date and year first above written. CITY OF PALO ALTO ____________________________ Purchasing Manager City Manager APPROVED AS TO FORM: ____________________________ City Attorney or designee APPROVED: ____________________________ Public Works Director CONTRACTOR Officer 1 By:___________________________ Name:________________________ Title:__________________________ Date: _________________________ Officer 2 By:____________________________ Name:_________________________ Title:___________________________ Date:____________________________ Invitation for Bid (IFB) Package 22 Rev. March 17, 2017 CONSTRUCTION CONTRACT City of Palo Alto (ID # 11518) City Council Staff Report Report Type: Consent Calendar Meeting Date: 11/16/2020 City of Palo Alto Page 1 Summary Title: Automatic Public Toilets Title: Approval of Contract Number C20175026 With JC Decaux San Francisco, LLC in the Amount of $1,053,924 for a Five-year Term to Provide the Rental and Servicing of two Automatic Public Toilets, and Approval of a F iscal Year 2021 Budget Amendment in the General Fund From: City Manager Lead Department: Public Works Recommendation Staff recommends that Council: 1. Approve and authorize the City Manager or his designee to execute contract C20175026 with JC Decaux San Francisco, LLC (Attachment A) for an amount not to exceed $1,053,924 for the continued rental of two Automatic Public Toilets (APT) for five years, with two options to extend the term for five (5) additional years each, by mutual agreement of the parties, to be exercised by future contract amendment(s) that would be brought back to Council for approval; and 2. Amend the Fiscal Year 2021 Budget Appropriation for the General Fund by: a. Increasing the Public Works Department, Public Services Division operating budget by $100,608; b. Decreasing the budget stabilization reserve by $100,608. Background There are currently two Automatic Public Toilets (APT) in Palo Alto. One is located at Hamilton Avenue and Waverley Street and the other near the University Avenue Caltrain Station. The original contract was for a 20-year rental term that started in January 1999. The APTs were installed to provide restroom facilities and to improve the quality of life in the downtown area. These toilets are coin/token operated (Hamilton/Waverley APT) or free (Caltrain Station APT), are completely self-contained, and provide the user with a sanitary environment at each use, 24 hours per day. The daily average usage for the APT located at Waverley and Hamilton prior to COVID-19 was 16 and increased to 21 since April. The daily average usage for the APT Q CITY OF PALO ALTO City of Palo Alto Page 2 located at the University Avenue Caltrain Station prior was 109 and, subsequent to COVID-19, has decreased to 78. The Waverley/Hamilton APT was planned to be removed as part of the Downtown Parking Garage project for that site but the project has been postponed. Despite the low historic daily usage this APT has remained open, partly to address the limited number of public restrooms available with the numerous building closures caused by the COVID-19 shelter-in-place orders. The new contract includes a provision that allows the City to remove this restroom in the future as the need for this APT is re-evaluated. The new contract allows the removal of one APT during the term of the agreement in which the contractor is responsible for cost of removal and the City responsible for the cost of site restoration such as utilities abandonment and sidewalk repairs. Discussion The new contract term is five years, with two five-year options to extend the term for a total contract term, if both Options Terms are exercised, not to exceed fifteen (15) years. The contract has substantially the same terms, conditions, and pricing as the previous contract. The annual rental pricing (excluding telephone charges which is incurred each time the restrooms is used and credit for coin revenue) for the last term year of 2018 (from the previous contract) was $181,088. The new contract begins with a 2019 annual rental price of $188,200 and provides for an annual CPI increase after contract year one, as did the previous contract. The contract version provided in Attachment A has been reduced for printing purposes and does not include exhibits that provide location maps, restroom specification, and insurance requirements. The full contract with all exhibits can be found here. Summary of Bid Process The contract was exempted from competitive solicitation pursuant to Palo Alto Municipal Code (PAMC) Section 2.30.360(b)(2), because the existing restroom facilities infrastructure is proprietary and belongs to the current vendor. If a formal solicitation is required and another vendor is chosen, then the existing restrooms would need to be removed and new design, site preparation work, and new proprietary restroom buildings would be required. The time to perform this work in addition to the time required for solicitation, building permits, and Council approval would interrupt service for at least one year, leaving no restroom facility at both locations, unless portable restrooms and wash stations are utilized. In addition, with the potential uncertainty of the future status of these APT’s, a new solicitation is not practical. If the City were to go out to bid for APTs, during the period of solicitation and transition to a new vendor (if not awarded to the current vendor), the current vendor could choose to remove its property and end services since its original contract would have expired. A new contract with the current vendor allows for a continuation of service and continues use of the existing site work and infrastructure. Timeline City of Palo Alto Page 3 Pending Council approval of this contract, this rental agreement is effective as of January 25, 2019. The previous contract expired during lengthy negotiations between the City and the vendor, but services have continued. The City has not been billed since the expiration date of the previous contract. Once this contract is approved, City will be billed for unpaid services rendered since January 25, 2019 to present day in Contract Year 1 and Contract Year 2 as accounted for in the table below. Resource Impact A re-appropriation from FY 2020 to FY 2021 of $198,000 is recommended to the City Council as part of staff report #11526 to cover previously-provided services through the end of year one of the contract, effective as of January 25, 2019. A budget amendment of $100,608 in FY 2021 is also recommended in this staff report to cover the difference between the funding available in the FY 2021 budget ($197,974), plus the recommended re-appropriation, and the new contract costs through the end of FY 2021. The annual estimated budget for the subsequent contract years, as shown in the table below, will be addressed and recommended to Council through the Fiscal Year 2022 budget development process. The total contract amount of $1,053,924 covers monthly rental costs, monthly telephone charges, and annual Consumer Price Index increases (estimated at 5 percent per year) to the rental rate for the initial 5-year term. Contract Year 1 starts January 25, 2019 – January 24, 2020 Contract Year APT Rental Rate (2 units)* Annual Cost (2 units)** 1 (2019) $188,200 $191,000 2 (2020) $197,610 $200,410 3 (2021) $207,491 $210,291 4 (2022) $217,865 $220,665 5 (2023) $228,758 $231,558 Total $1,039,924 $1,053,924 * after contract year one, assumes up to a maximum 5 percent annual CPI increase as allowed by the contract (actual CPI per U.S. Bureau of Labor Statistics - Urban Wage Earners and Clerical Workers in San Francisco-Oakland Standard Metropolitan Statistical Area). ** includes estimated telephone charges (not included in APT Rental Rate) for budgeting purposes. Telephone charges are incurred each time the restroom is utilized and is used by the contractor to track usage and collect data from sensors monitoring the APT’s operation. Stakeholder Engagement Stakeholder engagement is not applicable to this contract amendment to continue existing services, but will be considered as part of any potential decision to remove one or both of the APTs. Policy Implications This recommendation does not represent any change to existing City policies. City of Palo Alto Page 4 Environmental Review This project is categorically exempt from the provisions of the California Environmental Quality Act (CEQA) under Sections 15301 and 15302 of the CEQA Guidelines as repair, maintenance and alteration of an existing facility and no further environmental review is necessary. Attachments: • Attachment A: JCDECAUX - REVISED VERSION OF ORIGINAL AGREEMENT_20200722 -1- RENTAL AGREEMENT for PUBLIC TOILETS between the CITY OF PALO ALTO and JC DECAUX SAN FRANCISCO, LLC (CONTRACT NO. C20175026) THIS, RENTAL AGREEMENT FOR PUBLIC TOILETS (this “Agreement”) is entered into by and between the CITY OF PALO ALTO, a California charter city and municipal corporation, hereinafter referred to as the “CITY”, and JCDECAUX SAN FRANCISCO, LLC, a California Limited Liability Company (successor in interest to JCDECAUX SAN FRANCISCO, INC., a California corporation), hereinafter referred to as “CONTRACTOR”, effective as of January 25, 2019 (the “Effective Date”). Recitals WHEREAS, CITY and JCDECAUX SAN FRANCISCO, INC. entered into that certain agreement entitled the “Rental Agreement for Automatic Public Toilets” as of January 25, 1999 with a twenty-year term (hereinafter referred to as the “Original Agreement”); WHEREAS, CONTRACTOR assumed the Original Agreement as successor in interest to JCDECAUX SAN FRANCISCO, INC. in 2001; WHEREAS, the term of the Original Agreement expired as of January 24, 2019; WHEREAS, CITY and CONTRACTOR, each by their conduct, continued their contractual relationship consistent with the Original Agreement, despite the passing of the expiration date; and WHEREAS, CITY and CONTRACTOR desire to memorialize their continued contractual relationship by entering into this Agreement on substantially the same terms and conditions as the Original Agreement with regard to the two (2) existing Automatic Public Toilets; NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Agreement, CITY and CONTRACTOR agree as follows: 1. Definitions. In addition to terms defined elsewhere.in this Agreement, where any word or DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -2- phrase defined below is used in any part of this Agreement, it shall have the meaning herein set forth: A. “Agreement” means this contract, as originally executed and as amended or extended from time to time. B. “Automatic Public Toilet” or “APT” means a free-standing enclosure containing an automatic self-cleaning toilet available for use by the general public as provided herein. C. “City” means the City of Palo Alto, California. D. “PW Director” means the Director of the Department of Public Works of the City of Palo Alto. E. “Facilities Management” means the Manager of. the Facilities Management Division of Public Works Department. F. “Reference Rate” means the interest rate charged by the Bank of America, NT & SA, San Francisco, California, to its best corporate clients at the beginning of each month, or if such rate is discontinued, then the Reference Rate shall be the Prime Rate published in The Wall Street Journal as being the rate on corporate loans posted by at least 75% of the nation's largest banks. G. “Vandalism” means willful or malicious damage or destruction of an APT or any part thereof caused by a party other than CONTRACTOR or CITY but shall exclude graffiti, ordinary wear and tear, and any damage caused during riots and other declared civil emergencies. 2. Term of Agreement: Options to Extend. A. The “Term Commencement Date” of this Agreement shall be the Effective Date. The term shall continue from the Term Commencement Date, subject to Subsection 2.B and Section 18 hereof, for five (5) years until the “Termination Date” unless earlier terminated as provided for in this Agreement. B. lf this Agreement shall not have been previously terminated and CITY is not in default under this Agreement at the time of the giving of notice as described below (or, if CITY is in default, but CITY is diligently proceeding to cure said default),and is not in default at the Termination Date or the expiration date of the First Option Term (as hereinafter defined), as appropriate (or, if CITY is in default but CITY is diligently proceeding to cure said default), then CITY shall have the option, with the consent of Contractor, to extend the term of this Agreement on the same terms and conditions for an additional term (the “Option Term”)·as follows: DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -3- (1) An additional term of five (5) years from the Termination Date (the “First Option Term”); and (2) An additional term of five (5) years from the expiration date of the First Option Term (the “Second Option Term”); provided, however, that such option, as to each Option Term, may be exercised only by the delivery of written notice by CITY to CONTRACTOR delivered at least six (6) months in advance of the Termination Date or the expiration date of the First Option Term, as the case may be. 3. Equipment. A. Subject to all terms and conditions of this Agreement, CONTRACTOR has, in accordance with the provisions of the Original Agreement, installed and pursuant to this Agreement shall continue to rent to, operate, and maintain for the CITY under the terms and conditions of this Agreement two (2) APTs at the locations shown on Exhibit A (APT Locations) attached hereto and incorporated herein. B. [RESERVED BY AGREEMENT OF THE PARTIES.] 4. Ownership of Equipment. All APTs constructed, installed and maintained pursuant to this Agreement, and all intellectual property rights embodied in and/or related to such APTs, shall be and remain the property of CONTRACTOR. 5. Rent. A. Rent. Subject to Section 6 below, CITY agrees to pay CONTRACTOR an annual rent for each APT in the amount of Ninety Four Thousand and One Hundred Dollars ($94,100.00) (the "Rent”). The Rent commencement date shall be as of the Effective Date. Rent shall be increased or decreased annually as provided in Subsection B below, but in no event shall Rent be decreased below the amount of $94,100.00 per year per APT. The parties further acknowledge that the amount of Rent payable hereunder may also be reduced from time to time by credits and/or offsets as provided in Subsection C below. B. CPI Changes. The Rent shall be adjusted annually on each January 1st (“Rent Adjustment Date”) following the initial Term Commencement Date of this Agreement as follows: the Rent shall be adjusted based on the percentage change in the most recently published Consumer Price Index (CPI) (Urban Wage Earners and, Clerical Workers in San Francisco – Oakland Standard Metropolitan Statistical Area (1982 - 84 = 100)) as calculated from the Effective DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -4- Date. The annual CPI adjustment shall be limited to a maximum of five (5) percent. C. Credits and Offsets. (1) The parties agree that to the extent CITY has paid Rent in advance for an APT, and such APT is not operational throughout the period for which such Rent was paid, CITY shall have the right to reduce future Rent payments due to CONTRACTOR by an appropriate· pro rata amount for such non-operational period; provided, however, that CITY shall only be able to so reduce such future Rent payments if CITY has given notice to CONTRACTOR that an APT is not operational, the APT continues to be non-operational twenty-four (24) hours after such notice, and only to the extent the APT (after such initial 24-hour period) is non-operational for more than tweIve (12) hours in any one day; provided, however, that Rent shall not be so reduced in any case where an APT is non-operational due to the fault of the CITY; and provided, further, that notice by CITY to CONTRACTOR shall not be required in order for CITY to exercise its right of Rent reduction in the case of the destruction of an APT and such period of Rent reduction shall commence immediately upon such destruction. (2) CITYs option, to the extent CITY is owed amounts under Section 5.C.(1), 10.D.(2), 12.D., 13.D., and/or 18.B. hereof, which amounts have not been paid by CONTRACTOR within the time allowed therefor; with written notice to CONTRACTOR, CITY shall have the right to offset Rent payments that become due by such amounts due and not paid by CONTRACTOR, plus interest thereon as provided herein. Except as provided in this Subsection 5. C. (2), CITY shall not have the right to offset any other amounts due or claimed to be due to CITY hereunder unIess CITY has obtained a final judgment against CONTRACTOR with respect to a claim under this Agreement. 6. Payment of Rent. A. CITY shalI make Rent payments to CONTRACTOR quarterly in advance for each APT. For this purpose, January 1, April 1, July 1 and October 1 shall be deemed “Quarterly Payment Dates”. B. The first Rent payment for each APT shall be due within thirty (30) days after the execution of this Agreement; provided however, that the first Rent payment shall be prorated and shall cover the period from the Effective Date to the day before the next Quarterly Payment Date. 7. Late Payments. Payments due hereunder, including without limitation Rent, which are not DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -5- received within thirty (30) days after such amount becomes due shall bear interest at the Reference Rate plus two percent (2%), from and after the date said payment was due untiI the date paid. 8. Installation Schedule. CONTRACTOR has delivered and installed two (2) APTs in accordance with the Original Agreement. 9. Modifications of APTs. Without limiting any other obligations of CONTRACTOR set forth in this Agreement, and subject to all the terms and conditions of this Agreement, CONTRACTOR shall effect at its cost such technical improvements or alterations to the APTs as, in the course of its business, it may introduce from time to time to such model and which may be introduced without modification of the basic design, including the shell and other major components of the APT. No improvement or alteration shall be made without the written consent of CITY if such alteration would cause the APT to deviate from the plans and specifications attached as Exhibit B (Plans and Specifications) to the Original Agreement, would violate any requirement of this Agreement, or would alter the exterior appearance of the APT. The CITY will not unreasonably withhold or delay its consent to any improvement or alteration for which its consent is required; provided, however, it shall not be considered unreasonable to withhold approval of any alteration which would materially adversely affect the operation of the APTs. After any such improvement or alteration, this Agreement shall continue as if any improved or altered APT was one of the original APTs supplied under this Agreement. 10. Installation of APTs. A General. (1) CONTRACTOR has installed the two (2) APTs in accordance with the requirements of the Original Agreement. CONTRACTOR shall be and shall keep fully informed of the City Charter, codes, ordinances and regulations and of all state, local and federal laws in any manner affecting the performance of this Agreement and the operation of the APTs and shall at all times comply with applicable codes. Citation of any specific code sections in this Agreement shall not excuse CONTRACTOR from its obligation to comply with all applicable local, state, federal laws and ordinances. It is the understanding of CONTRACTOR and CITY as of the Effective Date that the City's building code does not apply to the APTs, however Plumbing and Electrical permits are required for the installation of Utility services (laterals). (2) CONTRACTOR agrees that it shall neither have nor acquire any possessory DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -6- interest in any property on which an APT has been installed pursuant to this Agreement. (3) Change in Laws. If the CITY, the State of California, the federal government or any other governmental agency should adopt a change in laws or regulations applicable to the APTs so as to require significant alteration of or a significant increase in the cost of the operation of the APTs, then at the request of CONTRACTOR, CITY and CONTRACTOR shall negotiate in good faith possible modifications to this Agreement to compensate for the effect of such change. In no event shalI CITY be required to agree to any particular modification of this Agreement. lf no modification of this Agreement satisfactory to both CONTRACTOR and CITY is agreed upon within one hundred twenty (120) days after CONTRACTOR's request to CITY, CONTRACTOR may, at its option, elect to terminate this Agreement upon ninety (90) days’ notice to CITY. For purposes of this provision the term significant shall mean an alteration cost or an operational cost increase equal to at least five percent (5%) of the then remaining Rent due to CONTRACTOR under this Agreement, as extended. B. Regulatory Approvals Required for APTs. CONTRACTOR has submitted construction drawings and supporting documents necessary to obtain all required approvals from permitting authorities with jurisdiction over the APT locations and paid all related fees, subject to Subsection A.(1) above, in connection with installation of the APTs in accordance with the provisions of the Original Agreement. C. Locations and Sites of APTs. CONTRACTOR has installed the APTs at locations designated and approved in accordance with this Subsection. (1) Locations. A list of locations for the two (2) APTs is attached as Exhibit A. (2) Additional APT Locations. [intentionally omitted]. (3) Review and Approval of APT Locations. If City directs a relocation pursuant to Section D, CITY and CONTRACTOR shall inspect the proposed locations and exchange information regarding the suitability of each such location for an APT. CITY acknowledges that the installation of the APTs requires clear space of at least three and one-haIf feet (3-1/2’) below the surface of the slab. lf a proposed location will not provide the clear space necessary for the installation of the APT, CONTRACTOR may disapprove the location and CITY shall designate a substitute location. CONTRACTOR in its sole discretion shall determine if the APT structure is feasible to relocate. (4) Reimbursement of Cost of Foundations and Utility Laterals. In connection with a relocation, CITY shall reimburse CONTRACTOR for the cost of installation of the foundations of each APT and extension of utility laterals to DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -7- each APT, including without limitation, costs of site preparation, trenching, and street restoration required in connection with the installation of foundations and extension of utility laterals. Utility laterals covered by the: foregoing shall include, without limitation, sanitary sewer, electrical, water and telephone/communication services to each APT. Prior to performing such work, CONTRACTOR shall obtain a minimum of three (3) competitive quotes from licensed contractors for performance of this work, unIess the PW Director in writing agrees that such competitive quotes are not required. CONTRACTOR shall submit to CITY for CITY’s review and approval, which approval will not be unreasonably withheld, the proposed contract with the selected contractor, along with a summary of the, other competitive quotes received. Any disapproval shall be accompanied by a detailed explanation of the reasons for disapproval and shall automatically extend on a day-for-day basis, the dates for installation of the APTs untiI such a contract has been approved' by CITY. lf CITY fails to respond within ten (10) days after submission of the required information, the contract shall be deemed approved. CITY shall reimburse CONTRACTOR for costs incurred for the subject work in accordance with the approved contracts within thirty (30) days of submission by CONTRACTOR to CITY of an invoice therefor, accompanied by evidence of amounts paid to the contractor. D. Relocation of APTs. (1) CONTRACTOR may not relocate or remove an APT during the term of this Agreement without the CITY’s approval which shall not be unreasonably withheld, except that the new location for any relocated APT shall be subject to the CITY's approval in its sole discretion; provided however, that if Contractor in its sole opinion determines that it is not practical to refurbish or repair an APT, then Contractor shall remove such APT in accordance with the provisions of Section 13.D (Repair and Replacement). Without limiting the foregoing, the parties acknowledge that unless CITY approves the new location for any APT, which approval shall be in CITY's sole discretion, relocation of APTs shall not be allowed under this Agreement. (2) The CITY may direct the relocation of up to one (1) APT during the term of this Agreement for which CONTRACTOR shall bear the full cost of removal and relocation of the APT structure. CITY shall, in accordance with the procedures described in Section 10.C(4), reimburse CONTRACTOR for the cost of installation of the foundation and extension of utility laterals for each new location and for restoration of the street at the prior location. In the event CONTRACTOR fails to remove and relocate an APT within a reasonable time following approval by CITY of all permits for installation of the APT at the new location and of the contract for work to be reimbursed by CITY pursuant to Section 10.C(4), then CITY may, at its sole discretion, cause the removal and storage or relocation of said APT and recover any and all costs incurred from DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -8- CONTRACTOR, for which the CONTRACTOR would have been responsible. Such costs shall be paid directly to CITY by CONTRACTOR upon the invoice therefor. (3) CITY may also direct CONTRACTOR to relocate more than one (1) APT during the term of this Agreement but only if CITY bears all removal and relocation costs, or, at CITYs option CITY requires a third party to bear such costs. (4) Pursuant to Subsection 13.E., CONTRACTOR may, with CITY's approval, elect to relocate and remove any APT, for which CONTRACTOR shall bear the full cost of removal ·and relocation, including sidewalk and curb restoration if the same is affected by the removal. The new location of any such relocated APT shall be determined in accordance with Subsections 10.C. and 10.D.(1). (5) Removal During the Term. The CITY may direct the removal of up to one (1) APT during the term (while retaining at least one APT under this Agreement) for which CONTRACTOR shall bear the full cost of removal of the APT structure. CITY shall, in accordance with the procedures described in Section 10.C(4), reimburse CONTRACTOR for restoration of the street at the removal location (including restoration of sidewalks, streets, walkways, parking lots, walls and curbs, and disconnection or capping of utility service laterals). In the event CONTRACTOR fails to remove the APT within one hundred twenty (120) days following approval by CITY of all permits for removal of the APT and of the contract for work to be reimbursed by CITY pursuant to Section 10.C(4), then CITY may, at its sole discretion, cause the removal and storage or disposal of said APT and recover any and all costs incurred from CONTRACTOR, for which the CONTRACTOR would of been responsible. Such costs shall be paid directly to CITY by CONTRACTOR upon the invoice therefor. E. Clearance Requirements for APTs. After the installation of an APT, CITY shall use its best efforts to assure that new structures or obstacles are not placed in the area which would obstruct the access to such APT. F. APT Design. CONTRACTOR has l designed, constructed, and installed the APTs contracted for under this Agreement in conformity with the requirements of the Original Agreement. and inconformity with the plans and specifications attached to the Original Agreement as Exhibit B (Plans and Specifications). Such plans and specifications may be modified by the CONTRACTOR only with the prior written approval of the CITY. Such approval shall not be unreasonably withheld if the proposed change does not materially affect the external appearance or the disabled access requirements of the APTs or adversely affect the operation of the APTs. The design cost for Utility installation and foundation work shall be borne by the CITY. However, CONTRACTOR shall arrange for an Engineer to DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -9- prepare the necessary documents. The CONTRACTOR will Work with the CITY to arrange for appropriate design fees. No work shall start untiI CITY has approved for such fees. G. Location Drawings and Construction Engineering Plans for APTs. All construction work shall be done in accordance with, Department of Public Works Standard Specifications and Details, most current version, and all other applicable codes. Location drawings shall contain twenty feet (20’) to one inch (17 scale representation of the proposed APT site and shall cover the area from the property line to the street centerlines at the nearest intersection. Mid-block sites can be shown with broken line ties. The drawings also shall give alI necessary street dimensions, such as sidewalk width and street width, and denote alI surface and subsurface structures, including hydrants, utility poles and catch basins, subsidewalk, basements, transit shelters, and bus stops and their accurate positions. After approval of a particular location, CONTRACTOR shall aIso submit to the Department of Public Works engineering plans showing sewer connections, water service connections, electrical service connections, telephone/communications service connections, and foundation details for each APT, which plans shall be stamped and signed by an engineer registered with the State of California. CONTRACTOR is responsible for identifying all utility lines located beneath the APT and for showing all such utility lines on the location drawing and notifying underground service alert prior to any excavation. Under this Agreement, the City must approve the location and engineering drawings and issue encroachment and excavation approvals before CONTRACTOR may commence work on a particular site or location. H. Electrical, Sewage, Telephone and Water Services; Utility Connection. Subject to Subsection 10.C(4), the installation of utility laterals from existing mains to the APT sites will be installed by the CITY. All service lines shall be underground. CONTRACTOR shall arrange for and bear the full cost of the internal APT components and perform all APT utility hook-up procedures to these laterals at the APT units in accordance with all laws. I. Operating Charges for Utilities. CITY shall bear the full cost for monthly operating charges for water, electrical, sanitary sewer and telephone/communications services to each APT. All such services shall be in CITY’s name and CITY shall pay such charges directly to the providers thereof. CITY shall provide CONTRACTOR with copies of invoices received by CITY for such services, for CONTRACTOR’s records. J. Installation Hours. CONTRACTOR shall perform installation of all APTs only during hours approved in writing in advance by the PW Director and in accordance with all other reasonable requirements of the PW Director with regard to such installation activities. K. Clean-Up of Sites. When each APT installation is complete, CONTRACTOR shall DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -10- as part of the construction, restore the site, remove all excess materials, and clean up the site. Without limiting the foregoing, CONTRACTOR shall, as necessary, reconstruct sidewalks; curbs, gutters and/or walkways; repair street and/or parking lot paving; and replant any disturbed plantings. All restoration shall be subject to the inspection and reasonable approval of the PW Director. L. Notice of Completion. With regard to each APT, CONTRACTOR has l notified CITY in writing of that date when the APT had been completely installed in accordance with the provisions of the Original Agreement. 11. [Intentionally Omitted.] 12. Entrance Fees. A. The entrance fee (“Entrance Fee”) for the APT at the Hamilton/Waverly location shall be either (i) fifty cents ($.50), or (ii) a token (“APT Token”). The APT at the Train Depot location does not require a fee. B. CONTRACTOR shall supply CITY, at no charge to CITY, with as many APT Tokens as CITY may reasonably request from-time to time. C. The parties agree that CITY shall be entitled to all Entrance Fees as may be paid for entrance to the APTs. D. CONTRACTOR shall be responsible for collection of all Entrance Fees. CONTRACTOR shall collect the Entrance Fees at least weekly and shall keep detailed records of the cash and APT tokens collected at each APT. After the end of each quarter, CONTRACTOR shall apply the amount collected from the prior quarter to the outstanding quarterly balance and bill for the remainder amount. A monthly report shall be transmitted to the CITY within fifteen (15) days after the end of each month. E. At CITY’s option, CITY may increase (but need not decrease) the cash amount of the Entrance Fee based upon CPI increases as described in Subsection 5.B., but no more often than once per year and only in multiples of five cents ($.05). Costs for any adaptation - of the equipment in connection with such an increase in Entrance Fee shall be at CONTRACTOR's expense. The CITY may also change the amount of the Entrance Fee based upon CITY policy or due to unfavorable economic conditions. Any such adaption of the equipment shall be performed by the CONTRACTOR at the CITY’s expense. 13. Maintenance and Operation. A. Maintenance and Operation. CONTRACTOR shall at its own cost clean, repair and maintain each APT so that each APT is operational, well maintained, and supplied with all products and materials required for its efficient and convenient DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -11- use. B. Hours of Operation. Each APT shall be operational twenty-four (24) hours every day, unless otherwise agreed to in writing by CONTRACTOR and CITY. C. Services to be Furnished by CONTRACTOR. CONTRACTOR, its employees or authorized subcontractors, shall provide the following services in connection with the maintenance and operation of the APTs during the term of this Agreement: (1) Continuously maintain in a clean, graffiti-free, safe, and first-class condition, in a manner consistent with all terms and provisions of this Agreement, all APTs; (2) Maintain an office in Santa Clara County at 2075 Bering Drive, Unit E, San Jose, CA 95131, telephone (408) 436-3028 or another location agreed to by CITY where CONTRACTOR personnel who will supervise and care for the APTs shall be based; (3) Provide a posted telephone number on each APT for 24-hour reporting of service and maintenance complaints; (4) Provide the necessary personnel to assure the maintenance of the APTs as provided herein; without limiting the foregoing, CONTRACTOR shall maintain at its office in Santa Clara County full-time technicians qualified and trained to perform all expected APT maintenance; (5) Refurbish and recondition any APT that is not functioning in accordance with the standards set forth in this Agreement; provided however, that if in CONTRACTOR’S sole opinion if it is not practical to refurbish or recondition such APT, then CONTRACTOR may instead remove such APT in accordance with the provisions of Section 13.D (Repair and Replacement) below. Provided further that if the City desires that Contractor replace it with a materially equivalent APT, Contractor agrees to negotiate in good faith with the City to amend this Agreement to reflect the economic cost of such replacement by providing for financial terms and /or an extension of this Agreement as may be necessary to allow Contractor to recoup its capital expense (or “CapEx”); and provided further that if the parties are unable to reach an agreement that Contractor shall under no circumstances, be obligated to replace such removed APT. (6) Inspect each APT at least twice per day every day; provided, however, that CONTRACTOR shall inspect any site more frequently if conditions at that site so require; At the time of every inspection, CONTRACTOR shall, if necessary, clean and wash each APT, inside and/or outside. In addition, CONTRACTOR shall inspect all fixtures at each site and, if needed, shall replace defective fixtures within the time frames provided in Subsection D DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -12- below. CONTRACTOR shall remove alI graffiti, stickers, unauthorized posters and flyers, litter, dust, dirt and weeds and other rubbish from each APT. CONTRACTOR shall also keep the sidewalk area five(5) feet around the perimeter of each APT odor-, stain- and refuse-free; provided, however, that in no event shall CONTRACTOR be responsible for any repair or replacement of the sidewalk within five (5)feet of the perimeter of an APT that is necessary due to damage caused from stains caused by entities other than CONTRACTOR, nor shall CONTRACTOR be obligated to indemnify the CITY under Section 15 of this Agreement for CONTRACTOR’s failure to keep the sidewalk area within five (5) feet of the perimeter of an APT odor-, stain- and refuse-free. Notwithstanding any other provision of this Agreement, CONTRACTOR shall not be required to provide security personnel at the site of the APTs. D. Repair and Replacement. Upon observing or receiving notification of. any deficiency, damage, Vandalism, or graffiti in, on or around any APT, CONTRACTOR shall commence to repair or replace said damage, Vandalism or graffiti, within twenty-four (24) hours. If an APT is destroyed, or if in CONTRACTOR’S sole judgement such APT cannot be repaired, CONTRACTOR shall within twenty-four (24) hours secure or remove the remains of the APT and shall replace the APT at that site only if the parties have reached an agreement in accordance with the provisions of Section 13.C(5) above. In the event the Contractor determines an APT is not practical to refurbish, repair or recondition under Section 10.D(1), Section 13.C(5), or Section 13.E, and the CONTRACTOR will instead remove the APT, CONTRACTOR will provide detailed cost sheets comparing repair versus removal in order for the CITY to understand the reasoning behind the decision within 15 business days of CONTRACTOR’s written notification to CITY of such determination. In conjunction with such removal, CONTRACTOR shall, at its own expense, restore the affected sidewalk and curb area to a safe, finished condition. lf CONTRACTOR does not maintain inspections as scheduled and remedy existing deficiencies within such time periods, CITY shall be entitled, upon twenty-four (24) hours’ notice to CONTRACTOR (or such shorter notice as may be feasible in an emergency), to make the repairs and to bill CONTRACTOR for the work performed. Such costs shall be paid directly by CONTRACTOR to CITY upon submission of an invoice therefor, with reasonable documentation, by CITY to CONTRACTOR. Subject to an extension for force majeure, if any APT is out of operation for forty-eight (48) consecutive hours, or if any APT is destroyed and has not been replaced within six (6) months, then CONTRACTOR shall pay to the CITY the sum of Twenty Dollars ($20.00) per each day thereafter that· such APT remains out of operation. Such payment by CONTRACTOR shall be in addition to CITY’s right to reduce its Rent payments because of such lack of operation as set forth in Subsection 5.C.(1). For purposes of this Agreement, “force majeure” shall mean delays in CONTRACTOR’s performance of its obligations hereunder due to acts of God, riots, fires, floods, community wide strikes, or criminal acts of third parties preventing the reinstallation of the APTs, freight embargoes, and/or unusually DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -13- severe weather. E. Vandalism of APTs. In the event that CONTRACTOR’s aggregate cost of repair of APTs due to Vandalism during any year of operation should exceed an average of Two Thousand Dollars ($2,000) per APT, CONTRACTOR may, by notice to CITY, request that CITY negotiate in good faith possible modifications of this Agreement to reduce such cost (provided, however, that if the Vandalism has in the sole judgment of the Contractor made it impracticable to repair such APT, the CONTRACTOR may remove the APT in accordance with the provisions of Section 13.D above). Such modifications may include relocation of APTs for which Vandalism is a particular problem (if in the reasonable mutual judgement of CONTRACTOR and CITY such relocation is feasible), change in hours of operation, additional lighting or other security measures, or any other modification which would reduce such costs. In no event shall CITY be required to agree to any particular modification of this Agreement. Nothing in this Agreement shall be construed to impose on CITY any responsibility or liability for costs incurred by CONTRACTOR on account of Vandalism. F. Reports and Logs. (1) CONTRACTOR shall prepare and maintain a maintenance log for each APT, copies of such logs shall be provided upon the request of the CITY and/or the Manager of Facilities Management. (2) CONTRACTOR shall also furnish to the CITY and the Manager of Facilities Management within thirty (30) days after the end of each calendar quarter a narrative summary, by APT, of the maintenance operations during the preceding quarter, noting problem areas, corrective actions taken, and the number and nature of repairs attributable to Vandalism: Such quarterly report shall include actual year-to-date cost figures for repairs attributable to Vandalism to the extent then known by CONTRACTOR. (3) CONTRACTOR shall maintain and make available to the CITY and the Manager of Facilities Management a written complaint log in a format reasonably acceptable to CITY. The purpose of this log will be to record complaints and/or incidents that occur with respect to the APTs. In addition to the date, time, location, etc., the log shall include disposition and final resolution of the complaint. Copies of this document shall be submitted to the CITY and/or Director upon request. 14. Information Displays. A. CITY may display information posters (“posters”) containing information about public events, events at public facilities, or other information of general interest to the public, on the two (2) external display panels on each APT. Such posters shall be a standard size of 4 ft. x 6ft. and shall be clean and of fresh appearance, DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -14- and any sponsorship information included in such posters shall be limited to an aggregate of up to ten percent (10%) of the surface area of the poster in the case of any sponsors other than the CITY. CONIRACTOR agrees to install and display such posters as provided by CITY at no cost to CITY. CITY agrees (1) that such display panel space shall not be used for commercial advertising, and, (ii) that CONTRACTOR shall not be liable for any damage or destruction of such posters by third parties while the posters are on display on an APT. The display panels shall be illuminated as provided in the specifications. B. CONTRACTOR shall not have any right to place any informative and/or advertising materials on or inside the APTs, without CITY advance written approval which shall be given or withheld in CITY's sole discretion. Notwithstanding the foregoing, CITY shall reasonably approve the display of any informative materials related to the use and operation of the APTs. CONTRACTOR agrees that all such informative materials shall be provided in two (2) languages: English and Spanish. C. The parties acknowledge and agree that the display of posters on the APTs shall be subject to and shall conform with all sign laws of the City of Palo Alto. 15. Hold Harmless and Indemnification. A. CONTRACTOR shall indemnify, defend, and hold harmless CITY, and their employees, officers and agents from and against any claim, loss, damages, injury, expense, judgment or liability associated with the APTs to the extent such claim, loss, damages, injury, expense, judgment or liability is caused either by defects in products supplied by CONTRACTOR hereunder or by the willful or negligent act or omission of CONTRACTOR, its employees, officers and/or agents. B. CITY shall indemnify, defend, and hold harmless CONTRACTOR, its employees. officers and agents from and against any claim, loss, damages, injury, expense, judgment or liability associated with the APTs to the extent such claim, loss, damages injury, expense, judgment or liability is caused by the willful or negligent act or omission of CITY, its employees, officers and/or agents. C. The provisions of this Section 15 shall survive the expiration or earlier termination of this Agreement. 16. Minimum Wage; Prevailing Wages; DIR Registration. A. Palo Alto Minimum Wage Ordinance. CONTRACTOR shall comply with all requirements of the Palo Alto Municipal Code Chapter 4.62 (Citywide Minimum Wage), as it may be amended from time to time. In particular, for any employee otherwise entitled to the State minimum wage, who performs at least two (2) hours of work in a calendar week within the geographic DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -15- boundaries of the City, CONTRACTOR shall pay such employees no less than the minimum wage set forth in Palo Alto Municipal Code section 4.62.030 for each hour worked within the geographic boundaries of the City of Palo Alto. In addition, CONTRACTOR shall post notices regarding the Palo Alto Minimum Wage Ordinance in accordance with Palo Alto Municipal Code section 4.62.060. B. Prevailing Wages. This Project is not subject to prevailing wages. CONTRACTOR is not required to pay prevailing wages in the performance and implementation of the Project in accordance with prevailing wage laws (including without limitation SB 7), if the Agreement is not a public works contract; or if Agreement is for a public works construction project of $25,000 or less, or for a public works alteration, demolition, repair, or maintenance project of $15,000 or less, per Labor Code section 1782(d)(1). OR Contractor is required to pay general prevailing wages as defined in Subchapter 3, Title 8 of the California Code of Regulations and Section 16000 et seq. and Section 1773.1 of the California Labor Code. Pursuant to Section 1773 of the California Labor Code, the City has obtained the general prevailing rate of per diem wages and the general rate for holiday and overtime work in this locality for each craft, classification, or type of worker needed to execute the Agreement for this Project from the Director of the Department of Industrial Relations (“DIR”). Copies of these rates may be obtained at the Purchasing Division office of the City of Palo Alto. Contractor shall provide a copy of prevailing wage rates to any staff or subcontractor hired, and shall pay the adopted prevailing wage rates as a minimum. Contractor shall comply with the provisions of all sections, including, but not limited to, Sections 1720, 1771, 1771.1, 1774, 1775, 1776, 1777.5, 1782, 1810, and 1813, of the Labor Code pertaining to prevailing wages and applicable provisions of the California Code of Regulations. C. DIR Registration. With regard to any public work construction, alteration, demolition, repair or maintenance work, CITY will not accept a bid proposal from or enter into this Agreement with CONTRACTOR without proof that CONTRACTOR and its listed subcontractors are registered with the California Department of Industrial Relations (“DIR”) to perform public work, subject to limited exceptions. City requires CONTRACTOR and its listed subcontractors to comply with the requirements of SB 854. CITY hereby provides notice to CONTRACTOR of the requirements of California Labor Code section 1771.1(a), which reads: DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 □----------- ~------------- -16- “A contractor or subcontractor shall not be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, as defined in this chapter, unless currently registered and qualified to perform public work pursuant to Section 1725.5. It is not a violation of this section for an unregistered contractor to submit a bid that is authorized by Section 7029.1 of the Business and Professions Code or Section 10164 or 20103.5 of the Public Contract Code, provided the contractor is registered to perform public work pursuant to Section 1725.5 at the time the Agreement is awarded.” CITY gives notice to CONTRACTOR and its listed subcontractors that CONTRACTOR is required to post all job site notices prescribed by law or regulation and CONTRACTOR is subject to SB 854-compliance monitoring and enforcement by DIR. CITY requires CONTRACTOR and its listed subcontractors to comply with the requirements of Labor Code section 1776, including: Keep accurate payroll records, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by, respectively, CONTRACTOR and its listed subcontractors, in connection with the Project. The payroll records shall be verified as true and correct and shall be certified and made available for inspection at all reasonable hours at the principal office of CONTRACTOR and its listed subcontractors, respectively. At the request of CITY, acting by its project manager, CONTRACTOR and its listed subcontractors shall make the certified payroll records available for inspection or furnished upon request to the project manager within ten (10) days of receipt of CITY’s request. [For state- and federally-funded projects] CITY requests CONTRACTOR and its listed subcontractors to submit the certified payroll records to the project manager at the end of each week during the Project. If the certified payroll records are not produced to the project manager within the 10-day period, then CONTRACTOR and its listed subcontractors shall be subject to a penalty of one hundred dollars ($100.00) per calendar day, or portion thereof, for each worker, and CITY shall withhold the sum total of penalties from the progress payment(s) then due and payable to CONTRACTOR. DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 □ -17- Inform the project manager of the location of CONTRACTOR’s and its listed subcontractors’ payroll records (street address, city and county) at the commencement of the Project, and also provide notice to the project manager within five (5) business days of any change of location of those payroll records. 17. Employment Laws. CONTRACTOR, upon request, shall furnish to CITY adequate evidence of compliance with employment laws, such as but not limited to Social Security and Unemployment Compensation laws. 18. Termination of Agreement. A. Termination Upon Expiration. This Agreement shall terminate five (5) years from the Term Commencement Date, as provided in Section 2, unless the Agreement has been extended as provided herein, including without limitation in Subsection 2.B., or unless terminated earlier as provided in this Section. B. Removal and Restoration Upon Termination. Upon termination of this Agreement, CONTRACTOR shalI remove its APTs at CONTRACTOR's sole cost and expense CITY shall be responsible for the cost of all site restoration work, including restoration of sidewalks, streets, walkways, parking lots, walls and curbs, and disconnection or capping of utility service laterals. At the request of CITY, such work shall be performed under the supervision of CONTRACTOR and reimbursed by CITY, in accordance with the procedures described in Section 10.C(4) above. All such restoration shall be subject to the approval of the PW Director. CONTRACTOR shall complete such APT removal within one hundred twenty (120) days of CONTRACTOR's receipt of all necessary advance approvals and/or permits. lf CONTRACTOR fails to complete such APT removal within said one hundred twenty (120) day period, CITY, without further notice, and at CONTRACTOR's cost and expense may remove the APTs. C. Termination for Default. In the event of any uncured default by either party to this Agreement, as provided in Section 19 hereof, the non-breaching party shall have the option to terminate the Agreement as provided therein. D. [Intentionally Omitted]. E. Termination without Cause. CITY may terminate this Agreement without cause after thirty (30) days’ notice to CONTRACTOR and payment to CONTRACTOR of twenty-five, percent (25%) of the remaining Rent then due to CONTRACTOR under this Agreement (as extended, if extended); provided, however, that during the last three (3) years of the term of this Agreement (as extended, if extended) such payment to CONTRACTOR shall be in the amount of fifteen percent (15%) DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -18- of the remaining Rent then due to CONTRACTOR under this Agreement (as extended, if extended). 19. Event of Default; Remedies. A. Default of Contractor. In the event that CONTRACTOR shall fail to comply with or carry out any material term, covenant, or condition set forth in this Agreement, CITY may serve upon CONTRACTOR a first notice of default specifying the basis for such claim of default (“First Notice of Default”). If CONTRACTOR fails to cure such default within thirty (30) days after receipt of said First Notice of Default, or, if such default is not capable of being cured within such period, if CONTRACTOR fails to commence to cure within such thirty (30) days and thereafter diligently pursue such cure to completion, then CITY may serve upon CONTRACTOR a second notice of default (“Second Notice of Default”). lf CONTRACTOR fails to cure such default within twenty (20) days, after receipt of said Second Notice of Default, or if such default cannot be cured within such period, CONTRACTOR does not commence to cure such default and thereafter diligently pursue such cure to completion, then CITY may terminate this Agreement upon notice of termination to CONTRACTOR. Termination shall be effective immediately upon receipt of such notice of termination. CONTRACTOR shall undertake no new work after the date of receipt of any notice of termination. B. Bankruptcy or Reorganization Proceedings. CONTRACTOR shall be deemed to be in default of this Agreement in the event that CONTRACTOR shall cease conducting business in the normal course, become insolvent, make a general assignment for the benefit of creditors, suffer or permit the appointment of a receiver for its business or assets or shall avail itself of, or become subject to, any proceeding under the Federal Bankruptcy Act or any other statute of any state of these United States or any other foreign country relating to the insolvency or the protection of rights of creditors; then, in the case of any of the foregoing events, at the option of CITY, the CITY shall have the right to terminate this Agreement forthwith and CONTRACTOR or its successor in interest by operation of law or otherwise shall thereafter have no rights in or to this Agreement or to any of the rights herein conferred. C. Default of CITY. In the event that CITY shall fail to comply with or carry out any material term, covenant or condition set forth in this Agreement, CONTRACTOR may serve upon CITY a First Notice of Default. lf CITY fails to cure such default within thirty (30) days after receipt of said First Notice of Default, or, if such default is not capable of being cured within such period, if CITY does not commence to cure within such thirty (30) days and thereafter diligently pursue such cure to completion, then CONTRACTOR may serve upon CITY a Second Notice of Default. lf CITY fails to cure such default within twenty (20) days after receipt of said Second Notice of Default or if such default cannot be cured within such period, CITY does not commence to cure such default and thereafter diligently pursue such cure to completion, then CONTRACTOR may terminate DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -19- this Agreement upon notice of termination to CITY. Termination shall be effective immediately upon receipt of such notice of termination. D. Remedies. In case of default, each party shall have available to it any of the remedies provided for in this Section as well as all remedies available in law and equity. E. Rights of Parties Accrued Prior to Termination. Termination of this Agreement shall not in any way affect the rights and obligations of the parties which have accrued prior to such termination, including without limitation, with respect to damages or amounts payable to the other party. F. Other Remedies. The exercise of the remedies provided for in this Section 19, shall be cumulative and shall in no way affect any other remedy the parties may have available in law or equity. The exercise by either party of any of the options set forth in this Section by commencement of legal proceedings, audit, or otherwise, shall not be deemed a waiver of its right to exercise any other option provided herein. 20. Insurance. CONTRACTOR agrees to have and maintain the policies of insurance set forth in EXHIBIT C, entitled “Insurance Requirements”, which is attached hereto and incorporated herein. All policies, endorsements, certificates and/or binders shall be subject to approval by the CITY Risk Manager as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the. Risk Manager. It is agreed that the required insurance coverage maybe increased in proportion to the CPI Changes as described in paragraph 5.B. However, any such increase in required insurance coverage shall be applied in minimum $250,000 increments based on the cumulative ‘multi-year’ CPl Change. CONTRACTOR agrees to provide CITY with a copy of said policies, certificates and/or endorsements before work commences under this Agreement. 21. Nondiscrimination. As set forth in Palo Alto Municipal Code section 2.30.510, CONTRACTOR certifies that in the performance of this Agreement, it shall not discriminate in the employment of any person because of the race, skin color, gender, gender identity, age, religion, disability, national origin, ancestry, sexual orientation, pregnancy, genetic information or condition, housing status, marital status, familial status, weight or height of such person. CONTRACTOR acknowledges that it has read and understands the provisions of Section 2.30.510 of the Palo Alto Municipal Code relating to Nondiscrimination Requirements and the penalties for violation thereof and agrees to meet all requirements of Section 2.30.510 pertaining to nondiscrimination in employment. DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -20- 22. Taxes. CITY shall pay all lawful sales or use taxes, if any, levied on the rent payments and all possessory interest taxes or personal property taxes from time to time levied or assessed upon CONTRACTOR in connection with the APTs provided pursuant to this Agreement. CONTRACTOR shall pay any other taxes with respect to this Agreement, including, without limitation, personal property taxes for personal property other than the APTs, any federal or state income, franchise, sales, use, or similar taxes, business license taxes, and any taxes related to CONTRACTOR'S right to do business. CONTRACTOR shall promptly upon receipt thereof provide CITY with copies of any bills received by CONTRACTOR for any taxes payable by CITY pursuant to this Section. Notwithstanding the foregoing, CITY shall have the right at its option to contest the validity or amount of any taxes payable by CITY pursuant to this Section by appropriate legal proceedings. 23. Conflict of Interest. CONTRACTOR, and its officers, employees, associates and subcontractors, if any, will comply with all conflict of interest statutes. of the State of California applicable to CONTRACTOR’s services under this Agreement including, but not limited to, the Political Reform Act (Government Code Sections 81000, et seq.) and Government code Section 1090. 24. Governing Law. CITY and CONTRACTOR agree that the law governing this Agreement shall be that of the State of California. 25. Compliance with Laws. CONTRACTOR and the APTs shall comply with all applicable laws, ordinances, codes and regulations of federal, state and local governments, including without limitation the Americans with Disabilities Act (ADA), in the performance of CONTRACTOR’s obligations hereunder. 26. No Third-Party Beneficiaries. Nothing in this Agreement shall be construed to create any duty to anyone not a party hereto and no third party shall be deemed a third-party beneficiary of any of the provisions hereof. 27. Independent Contractor. CONTRACTOR shall be deemed at all times to be an independent contractor hereunder and shall be wholly responsible for the manner in which DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -21- CONTRACTOR performs the service required of CONTRACTOR by the terms of this Agreement. Nothing contained herein shall be construed as creating an employment, partnership, joint venture or agency relationship between CITY and CONTRACTOR. Terms in this Agreement referring to direction from CITY shall be construed as providing for direction as to policy and the result of CONTRACTOR’s work only and not as to the means by which such a result is obtained. 28. Waiver. CONTRACTOR agrees that waiver by CITY of any breach or violation of any term or condition of this Agreement shall not be deemed to be a waiver of any other term or condition contained herein or a waiver of any subsequent breach or violation of the same or any other term or condition. The acceptance by CITY of the performance of any work or services by CONTRACTOR shall not be deemed to be a waiver of any term or condition of this Agreement. 29. Contractor’s Books and Records. A. CONTRACTOR shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other. records or documents evidencing or relating to charges for services, supplies, materials, or equipment provided to CITY for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to CONTRACTOR pursuant to this Agreement. B. CONTRACTOR shall maintain all documents and records which demonstrate performance under this Agreement for a minimum period of three (3) years, or for any longer period required by law, from the date of termination or completion of this Agreement. C. Any records or documents required to be maintained pursuant to this Agreement shall be made available for inspection or audit, at, any time during regular business hours, upon written request by any of the following CITY officers: the City Attorney and/or Director of Administrative Services, and/or any of the following City officers: the City Auditor, City Manager, and/or the Director; or a designated representative of any of such officers. Copies of such documents shall be provided to CITY for inspection at the CITY office when it is practical to do so. Otherwise, unIess an alternative is mutually agreed upon, the records shall be available at CONTRACTOR's address indicated for receipt of notices in this Agreement. D. Where CITY has reason to believe that such records or documents may be lost or discarded due to dissolution, disbandment or termination of CONTRACTOR’s business, CITY may, by written request by any of the above-named officers, require that custody of the records be given to CITY and that the records and DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -22- documents be maintained at the CITY office. Access to such records and documents shall be granted to any party authorized by CONTRACTOR, CONTRACTOR’s representatives, or CONTRACTOR’s successor-in-interest. 30. Gifts. A. CONTRACTOR is familiar with CITY's prohibition against the acceptance of any gift by a City officer or designated employee, which prohibition is found in the Palo Alto Municipal Code. B. CONTRACTOR agrees not to offer any City officer or designated employee any gift prohibited by said Code. C. The offer or giving of any prohibited gift shall constitute a material breach of this Agreement by CONTRACTOR. In addition to any other remedies CITY may have in law or equity, CITY may terminate this Agreement for such breach as provided in Section 23 of this Agreement. 31. Notices. All notices and other communications required or permitted to be given under this Agreement shall be in writing and may be delivered by hand, by facsimile transmission with Verification of receipt, or by United States mail, postage prepaid and return receipt requested, addressed to the respective parties as follows: To: Director, Department of Public Works City of Palo Alto 250 Hamilton Avenue Palo Alto, CA 94301 with a copy to: Facilities Manager, Dept. of Public Works, Public Services Division Facilities Management Section City of Palo Alto 250 Hamilton Avenue Palo Alto, CA 94301 To CONTRACTOR: JCDecaux San Francisco Attention: Jean-Francois Nion 81 Dorman Avenue, Suite B San Francisco, CA 94124 DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -23- or to such other address as any party may designate by notice in accordance with this Section. A copy of any notice of a legal nature, including, but not limited to, any claims against CITY, its officers or employees shall also.be served in the manner specified above to the following address: City of Palo Alto – City Attorney’s Office 250 Hamilton Avenue Palo Alto, CA 94301 Notice shall be deemed given on the date of personal delivery by hand, or the date of receipt of facsimile transmission (with verification of receipt), or on the date delivery is refused, if applicable. 32. Venue. In the event that suit shall be brought by either party hereunder, the parties agree that trial of such action shall be exclusively vested in a state court in the County of Santa Clara or, where appropriate, in the United States District Court for the Northern District of California, San Jose, California. 33. Prior Agreements and Amendment of this Agreement. This Agreement, including all Exhibits attached hereto, represents the entire understanding of the parties as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered herein. This Agreement may only be modified by a written instrument duly executed by the duly authorized and delegated parties to this Agreement and approved as required under Palo Alto Municipal Code. Any unchecked boxes in this Agreement do not apply to this Agreement. 34. Assignment. A. This Agreement may not be assigned by CONTRACTOR without the prior written consent of CITY, which consent shall not be unreasonably withheld, except that CITY’s consent shall not be required for (i) assignments requested in connection with the sale of substantially all of CONTRACTOR’s assets or operations, such as but not limited to consolidations or mergers, or (ii) assignments to entities more than fifty percent (50%) owned by, or under common ownership with, CONTRACTOR; provided, in either case, that the assignee assumes in writing all of CONTRACTOR’s obligations hereunder. B. CITY, in its sole discretion with written notice to CONTRACTOR, may assign all or part of its interest in this Agreement to any other governmental entity. DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -24- 35. Severability. lf any term, covenant, condition or provision of this Agreement, or the application thereof to any person or circumstance, shall to any extent be held by a court of competent jurisdiction to be invalid, void or unenforceable, the remainder of the terms, covenants, conditions or provisions of this Agreement, or the application thereof to any person or circumstance, shall remain in full force and effect and shall in no way be affected, impaired or invalidated thereby. 36. Headings. Section and subsection headings used herein are for convenience of reference only and are not intended to define or limit the scope of any provision hereof. 37. Incorporation of Recitals. The Recitals first set forth above are terms of this Agreement and are hereby incorporated into this Agreement in full by this reference. 38. Exhibits. The following Exhibits are attached to and hereby made part of this Agreement in full by this reference: (i) Exhibit A – Location of APTs (2 pages) (ii) Exhibit B – Plans and Specifications (22 pages) (iii) Exhibit C – Insurance Requirements (2 pages) (SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.) DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 -25- CONTRACT No. C20175026 SIGNATURE PAGE IN WITNESS WHEREOF, the parties hereto have by their duly authorized representatives executed this Agreement, effective as of the date first above written (the Effective Date). CITY OF PALO ALTO ____________________________ City Manager or Designee APPROVED AS TO FORM: ____________________________ Cassie Coleman Assistant City Attorney CONTRACTOR ____________________________ J. Francios Nion Executive Vice President ____________________________ Alan Sullivan Co-Chief Executive Officer ____________________________ Sandra Boisseau Chief Financial Officer DocuSign Envelope ID: BA539221-7870-43FD-BA9A-467BC77644C6 ~ DocuSigned by: ~N~ 7209B28154DC462 ... ~ DocuSigned by: AL..11 S,A.lf 11 ... 11 078D4FB0E4C041 C ... City of Palo Alto (ID # 11653) City Council Staff Report Report Type: Consent Calendar Meeting Date: 11/16/2020 City of Palo Alto Page 1 Summary Title: Approval of Resolution for Williams House and Roth County Grant Applications Title: Adoption of two Resolutions for the Santa Clara County Historical Heritage Grant Program Authorizing the Application and Receipt of Grant Funds by the Museum of American Heritage (MOAH) for Roof Repair/Replacement at the Williams House (351 Homer Ave) and by the City of Palo Alto for the Roth Building (300 Homer Ave) Roof and Frescoes Rehabilitation From: City Manager Lead Department: Administrative Services Recommendation Staff recommends that Council adopt the attached resolutions (Attachments A and C) to apply for historic preservation grant funds from the County of Santa Clara to rehabilitate the Williams House roof and the Roth Building frescoes and roof. Executive Summary The Museum of American Heritage (MOAH) has a lease agreement with the City to occupy the historic Williams House for the general purpose of providing exhibition services, historical information, and educational activities to residents and visitors of the City. As part of the lease, MOAH is responsible for the maintenance of the home and grounds. MOAH is applying for a historical heritage grant program from the County of Santa Clara to repair and replace the flat roof of the Williams House. The application requires the City, as the property owner, to approve MOAH to apply for this grant by signing a Property Owner Approval Resolution. For the Roth Building, in 2019, the City in coordination with the Palo Alto History Museum (PAHM) applied for the county historical heritage grants to repair and rehabilitate the art frescoes and the roof. The attached resolution completes the application process for which the Roth Building has already been awarded. City of Palo Alto Page 2 Background The Williams House is a Tudor Revival located at 351 Homer Avenue and was the residence of Dr. Thomas Marion Williams, an early Palo Alto physician, and his wife Dora, and their daughters Rhona and Betty. The family played active roles in the Palo Alto and Stanford communities. Rhona Williams, the last Williams daughter, died in 1989 and bequeathed the home to the City to be designated for cultural or park purposes with the proviso that the house and gardens be maintained as a center for cultural purposes in honor of her parents. The Williams House is a designated historic property on the Historic Buildings Inventory. Designed in 1906 by Ernest Coxhead, a noted Bay Area architect, and completed in 1907, the Williams House is categorized as a Category II in the inventory of the City of Palo Alto. The Williams House bears historic significance because it is a rare example of Coxhead’s work as many of his buildings have been demolished. This house is one of the few residential properties in the now commercialized area of downtown Palo Alto. In 1997 the MOAH signed a 20 year lease to occupy the Williams House, which was replaced with a new 25 year lease in 2016 (CMR ID # 6501). While MOAH rents the Williams House from the City for a nominal fee, all maintenance costs for the house and garden are borne by MOAH with generous support from the community. The museum has a board discretionary fund for capital improvement projects and an annual maintenance budget. The property remains largely as it was in the Williams era, complete with Dr. Williams’ original medical wing. A generous gift from the Mel and Bill Lane families in honor of their mother Ruth Bell Lane, co-founder of Sunset Magazine, has enabled MOAH to undertake extensive garden restorations. Mrs. Lane’s passionate enthusiasm for western gardening has guided MOAH’s efforts to create period-appropriate aesthetic and culinary plantings on the property. Being one of the two known surviving buildings designed by Ernest Coxhead, it is important to preserve the Williams House. MOAH provides free entry to the public and offers the opportunity for all walks of life and those who want to see a historic home and its exhibitions. Discussion Williams House (Museum of American Heritage) Repairing and replacing the Williams House flat roof is a priority because the roof is very deteriorated due to the elements and passage of time. The last time the roof was worked on was when MOAH moved into the Williams House in 1997. MOAH is aware of a leak in the roof. When it rains, the water can potentially get into the walls, causing further damage to the structure. By repairing and replacing the roof, MOAH will be able to maintain the integrity of the building without compromising and incurring further damage. The project will help preserve the building for all to enjoy for years to come. MOAH has selected Environmental Roofing & Waterproofing, Inc., for the roof repair and replacement project. They have done similar work in the Palo Alto area and provided a proposal (Attachment B). Upon project completion, the new roof will carry the contractor’s five-year Leak Free Warranty and the manufacturer’s 15-year No-Dollar-Limit Warranty. City of Palo Alto Page 3 Allison Wong, the Executive Director of MOAH, will be responsible for reporting the status of the grant and completing a grant report or any requirements the County may have, in addition to overseeing the project to completion. Eileen Wall, MOAH’s Finance Manager, will be responsible for keeping track of and reporting the project expenditures. Allison has four years of management experience at MOAH and Eileen has been managing MOAH’s finances for 10 years. Should the MOAH receive the grant funding for the Williams House roof, both the MOAH as applicant/grantee and the City as owner would be required to execute the grant agreement with the County. The City is required to sign as a party to the agreement to reaffirm the action taken in adopting the proposed resolution – making the commitment to use the Williams House as a park facility – and to contractually bind the City to do so for at least 20 years from project completion. The MOAH land has already been designated as a park. This is similar to the Roth Building resolution that was Council passed in 2018 (CMR 9767). Unlike the Roth Building, however, because the City is not the applicant and would not be the grantee if the grant is awarded for the MOAH project, the City would not undertake other rights and obligations under the grant agreement. Roth Building (City of Palo Alto) In 2018, the City first received a grant under the County’s historical heritage grant program in the amount of $100,000 to cover a portion of the cost of replacement of the Roth Building roof. Through that application process, the City Council approved a resolution committing the project to park use for twenty years (CMR 9767), and the City executed a grant agreement with the County. Subsequently, the City in continuing collaboration with the Palo Alto History Museum (PAHM), applied for and was awarded an additional Santa Clara County Historic Grant (CMR 11287) for the roof replacement ($200,000) and for the preservation of the art frescoes ($105,000) at the Roth Building. Council approval of the proposed resolution (Attachment C) would authorize the City Manager to execute the grant agreement, administration of the grant and commit to the project for park use for at least twenty years. This resolution is substantively the same as the previously adopted resolution for the Roth Building. The resolution and grant agreement are the only outstanding items to be completed for the City to receive the awarded grants. The program guide for the grant can be found on the County’s website at this link. Timeline MOAH submitted the application for the County grant on October 20, 2020, but the resolution may be submitted at a later date. MOAH will apply for a building permit from the City to replace the roof when it has received confirmation that the grant is approved. The permit will be acquired by MOAH’s contractor Environmental Roofing & Waterproofing, Inc. and is estimated to cost $500.00. Once the building permit is obtained, MOAH will then schedule the roof work with the contractor. Once underway, the expected duration of the project is approximately one City of Palo Alto Page 4 week. After the work is complete, MOAH will complete all requirements for reimbursement of the grant. For the Roth Building the overall project is due to be reviewed by the Finance Committee in the November timeframe. Resource Impact The cost of the Williams House roofing project will be borne by the MOAH. The roofing project is expected to cost $12,270, based on Environmental Roofing & Waterproofing, Inc.’s proposal. MOAH has not secured any cash contribution funds from other sources for this project and is not intending to request additional funding. Replacing and repairing the flat roof is the most cost-effective solution to rehabilitate the existing leak in the roof. MOAH is free to the public and obtaining funding that would otherwise have had to come out of the board discretionary fund or endowment will greatly help the museum’s operations. For the Roth Building, Council approval of the resolution will allow the City to enter into the grant agreements to receive County funding for the roof and the frescoes once the overall project is started. The roof portion of the project previously received Santa Clara County Historic Grant Program funding ($100,000) in 2019. This makes the total grant funding for the roof $300,000. Stakeholder Engagement MOAH, the City of Palo Alto, and the general public will benefit from the funding of this project. MOAH receives an estimated 20,000 visitors annually. The target audience is the local community and public at large. The museum has and will continue to be free general admission, educating visitors on the history of the building and MOAH’s mission of preserving and showcasing inventions of the past. Environmental Review With respect to the MOAH project at the Williams House, the proposed repair of a roof/replacement in kind for a historic building only requires a building permit. Therefore, in accordance with CEQA Guidelines §15268, the proposed project is statutorily exempt from CEQA. The Roth Building rehabilitation project is Categorically Exempt from CEQA review pursuant to CEQA guidelines section 15331, Historical Resource Restoration/Rehabilitation, as a project limited to maintenance, repair, and rehabilitation in accordance with the secretary of interior standards for historic preservation. Attachments: • Attachment A: Property Owner Approval Resolution • Attachment B: Environmental Roofing & Waterproofing, Inc.’s Proposal • Attachment C: Roth resolution Not Yet Adopted 1 2020102301 Resolution No. Resolution of the Council of the City of Palo Alto Approving Museum of American Heritage’s Application for a County of Santa Clara Historical Heritage Grant for Repairing and Replacing the Flat Roof Project at Museum of American Heritage WHEREAS, the County of Santa Clara (“County”) has established the Historical Heritage Grant program to promote historic preservation and the awareness of significant cultural, historical, and archaeological resources within Santa Clara County (“Grant Program”); and WHEREAS, the County funds the Grant Program with County Park Charter Development Funds, which must be used for the development of real property for county park purposes; and WHEREAS, the County requires that the property on which the grant-funded project is located be continually used for park purposes for a minimum of 20 years and be open to all Santa Clara County residents on a non-discriminatory basis; and WHEREAS, the applicant proposes that the County award Grant Program funds for the Repairing and Replacing the Flat Roof project (“Project”) at the Museum of American Heritage; and WHEREAS, the City of Palo Alto (“Owner”) has reviewed the proposed Project and provided or hereby provides all required discretionary approvals for the Project in the Park, including but not limited to, any licenses, permits, environmental review or operational agreements required prior to authorizing construction; and WHEREAS, to provide additional assurance as to compliance with the Grant Program requirements, the County requires that the Owner execute the grant agreement; NOW, THEREFORE, BE IT RESOLVED that the Council of the City of Palo Alto hereby makes the following determinations: 1.The Project is located on land that will be continually used for park purposes for a minimum of 20 years and, subject to Constitutional or Charter limits on appropriations for future years, will be open to all Santa Clara County residents on a non-discriminatory basis; and 2.The City of Palo Alto has reviewed the proposed Project and provided or hereby provides all required discretionary approvals for the Project in the Park, including but not limited to, any licenses, permits, environmental review or operational agreements required prior to authorizing construction; and Attachment A Not Yet Adopted 2 2020102301 3. The Executive Director of the Museum of American Heritage is hereby authorized to sign the grant application and grant agreement. The City Manager or designee is hereby delegated authority to execute the grant agreement on the Owner’s behalf. BE IT FURTHER RESOLVED that the Council of the City of Palo Alto hereby approves of the Museum of American Heritage’s application for County’s Grant Program funds for the Repairing and Replacing the Flat Roof Project at the Museum of American Heritage. PASSED AND ADOPTED by the City Council of the City of Palo Alto on _____________________, 2020 by the following vote: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ________________________________ ______________________________ City Clerk Mayor APPROVED AS TO FORM: ________________________________ _______________________________ City Attorney or designee City Manager ________________________________ Director of Administrative Services _________________________________ Director of Community Services Attachment A Attachment B Attachment B Attachment B Attachment B Not Yet Adopted 1 2020102601 Resolution No.____ Resolution of the Council of the City of Palo Alto Approving City of Palo Alto’s Application for a County of Santa Clara Historical Heritage Grant for the Roth Building Roof Rehabilitation and Roth Building Art Frescoes Projects in Heritage Park WHEREAS, the County of Santa Clara (“County”) has established the Historical Heritage Grant program to promote historic preservation and the awareness of significant cultural, historical, and archaeological resources within Santa Clara County (“Grant Program”); and WHEREAS, the County funds the Grant Program with County Park Charter Development Funds, which must be used for the development of real property for county park purposes; and WHEREAS, the County requires that the property on which the grant-funded project is located be continually used for park purposes for a minimum of 20 years and be open to all Santa Clara County residents on a non-discriminatory basis; and WHEREAS, the applicant City of Palo Alto proposes that the County award Grant Program funds for the Roth Building Roof Rehabilitation and Roth Building Art Frescoes projects (“Projects”) in Heritage Park (“Park”); and WHEREAS, the City of Palo Alto (“Owner”) has reviewed the proposed Project and has provided all required planning approvals for the Project in the Park, including but not limited to, any licenses, permits, or environmental review required prior to authorizing construction; and WHEREAS, to provide additional assurance as to compliance with the Grant Program requirements, the County requires that the Owner execute the grant agreement; NOW, THEREFORE, BE IT RESOLVED that the Council of the City of Palo Alto hereby makes the following determinations: 1.The Project is located on land that will be continually used for park purposes for a minimum of 20 years and, subject to Constitutional or Charter limits on appropriations for future years, will be open to all Santa Clara County residents on a non-discriminatory basis; and 3.The City of Palo Alto has reviewed the proposed Project and has provided all required approvals for planning entitlement of the Project in the Park, including but not limited to, any licenses, permits, or environmental review required prior to authorizing construction; and 4.The City Manager or designee is hereby delegated authority to execute the grant agreement on the Owner’s behalf. Attachment C 2 2020102601 BE IT FURTHER RESOLVED that the Council of the City of Palo Alto hereby approves of the City of Palo Alto’s application for County’s Grant Program funds for the Roth Building Roof Rehabilitation and Roth Building Art Frescoes Projects in Heritage Park. PASSED AND ADOPTED by the City Council of the City of Palo Alto on ________________ by the following vote: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: ________________________________ ______________________________ City Clerk Mayor APPROVED AS TO FORM: ________________________________ _______________________________ City Attorney or designee City Manager ________________________________ Director of Administrative Services _________________________________ Director of Community Services Attachment C City of Palo Alto (ID # 11688) City Council Staff Report Report Type: Consent Calendar Meeting Date: 11/16/2020 City of Palo Alto Page 1 Summary Title: Adoption of a Resolution Extending the Old Palo Alto RPP Title: Adoption of a Resolution to Establish the Old Palo Alto Residential Preferential Parking Program as a Continuing Program From: City Manager Lead Department: Transportation Department Recommendation Staff recommends that the City Council hold a public hearing (per PAMC § 10.50.060) and take the following actions: A. Adopt a resolution (Attachment A) to conclude the “pilot” phase of the Old Palo Alto Residential Preferential Parking (RPP) Program established by Resolution No. 9862 and establishing the Old Palo Alto Residential Preferential Parking (RPP) Program as a continuing program. B. Find these actions exempt from the requirements of the California Environmental Quality Act (CEQA) pursuant to Section 15061(b)(3) and 15301 (existing facilities) of Title 14 of the California Code of Regulations. Background and Discussion The City Council established the Old Palo Alto RPP Program as a one-year pilot program with the adoption of Resolution Number 9862 in October 2019. Permit sales for the Old Palo RPP Program pilot began in November 2019 with soft enforcement (warnings with no citations). Full citation enforcement roll-out started in December 2019. During the pilot period, there have been only minor issues such as high on-street occupancies (“bunching”) on streets near the district’s original boundaries and a few complaints from visitors wanting to park near the California Avenue business district and the Caltrain Station. Residents, however, have generally been supportive of the program. In January of 2020, staff received RPP program feedback and collected preliminary occupancy data. Old Palo Alto residents provided favorable responses to the RPP program, citing a reduction in neighborhood traffic, improved visibility when driving, seeing a higher number of bicyclists, improved safety for bicyclists, and increased parking availability in their neighborhood. Staff also received concerns about parking overflow on adjacent blocks as non- City of Palo Alto Page 2 resident parkers park beyond the district and walk to their respective destinations, either their place of employment or the Caltrain Station. On October 5, 2020, staff initially recommended extending the Old Palo Alto RPP pilot for an additional twelve months to further evaluate the program, as the economic downturn related to COVID-19 has significantly impacted travel patterns in the October 5, 2020 (CMR #11621). Council determined that an extension of the pilot program and a follow up survey was not needed. Based on the community’s favorable input and straightforward nature of the parking issue in the district, Council voted instead to direct Staff to return to Council with a Resolution to establish the Old Palo Alto Residential Preferential Parking (RPP). Policy Implications The following Comprehensive Plan programs and policies are relevant to the Evergreen Park - Mayfield RPP program: Policy T-5.5 Minimize the need for employees to park in and adjacent to commercial centers, employment districts and schools Policy T-5.11 Work to protect residential areas from parking impacts of nearby businesses and uses, recognizing that fully addressing some existing intrusions may take time. Policy B-1.2 Promote Palo Alto’s image as a business-friendly community. Assume an active role in fostering businesses, including small start-ups, entrepreneurs, and innovative businesses. Policy B-1.3 Engage with all stakeholders in the community, including businesses of all sizes, local retailers, the public, and City decision-makers in order to understand the challenges businesses and employers face. Policy B-2.3 Recognize that employers, businesses and neighborhoods share many values and concerns, including traffic and parking issues and preserving Palo Alto’s livability, and need to work together with a priority on neighborhood quality of life. Policy B-3.3 Develop strategies for promoting businesses and employers that generate revenues that will support a full range of high-quality City services, including retain and attract revenue-generating businesses. Policy B-4.2 Attract and support small businesses, start-ups, non-profit organizations, and professional services, which are vital to a diverse and innovative economy. Resource Impact No additional resource impact is expected with continued operation of this program as funds City of Palo Alto Page 3 were included in the Adopted FY 2021 Operating Budget. Staff will continue to monitor the activity of this program and will bring forward any necessary budgetary adjustments as part of the annual budget process. Funding for future years is subject to the annual appropriation of funds by the City. Timeline Current parking permits expire on March 31, 2021 and new permits will go on sale at least 20 days in advance of that date. Stakeholder Engagement The recommended action is a result of expectations of residential stakeholders outlined in the City’s parking management work (prioritized Parking Work Plan), reflecting outreach and community engagement processes documented at the outset of the planning processes that created the citywide RPP program as well as subsequent RPP study (Residential Preferential Parking Program Review). Environmental Review This program as recommended in the resolution is exempt from the requirements of the California Environmental Quality Act (CEQA) pursuant to Section 15061(b)(3) of Title 14 of the California Code of Regulations since it can be seen with certainty that there is no possibility the adoption and implementation of this program may have a significant effect on the environment and Section 15301 in that this proposed resolution will have a minor impact on existing facilities. Attachments: • Attachment A: Resolution - Continuing Old Palo Alto RPP Program NOT YET APPROVED 1 213_20201027_ts_24 Resolution No. _____ Resolution of the Council of the City of Palo Alto Continuing the Old Palo Alto Residential Preferential Parking District (RPP) Program Established by Resolution 9862, Adjusting the District Boundaries, and Restating the Program Provisions R E C I T A L S A. California Vehicle Code Section 22507 authorizes the establishment, by City Council action, of permit parking programs in residential neighborhoods for residents and other categories of parkers. B. On December 15, 2014, the Council adopted Ordinance No. 5294, adding Chapter 10.50 to Title 10 (Vehicles and Traffic) of the Palo Alto Municipal Code, which established the city-wide procedures for (RPP) districts in the city. C. On March 27, 2019, the Planning and Transportation Commission prioritized Old Palo Alto for Residential Preferential Parking program implementation. D. In August 2019, a stakeholders’ group comprised of Old Palo Alto residents met and made its recommendations to the City on the particular rules to be applied to the Old Palo Alto RPP District. E. On August 28, 2019, the Planning and Transportation Commission held a public hearing to consider the proposed Old Palo Alto Residential Preferential Parking program. F. On October 21, 2019, the Council adopted Resolution 9862, which established the Old Palo Alto Residential Preferential Parking Program pilot. The trial period set by Resolution 9862 requests the Council take action on the pilot by December 1, 2020. G. It is the goal of the City to reduce the impacts of non-resident overflow parking from the commercial areas on the surrounding neighborhoods. H. The Council desires to extend and continue the Old Palo Alto RPP Program established by Resolution No. 9862 with modifications to adjust the District boundaries and to restate the applicable Program provisions for the District in the subject Resolution. NOW, THEREFORE, the Council of the City of Palo Alto RESOLVES, as follows: SECTION 1. Findings. The criteria set forth in Section 10.50.030 of the Palo Alto Municipal Code for designating a Residential Preferential Permit Zone have been met as follows: A. That non-resident vehicles do, or may, substantially interfere with the use of on-street or alley parking spaces by neighborhood residents in that based on observation there are NOT YET APPROVED 2 213_20201027_ts_24 few available parking spaces available midday, while the streets are relatively unoccupied at midnight thus demonstrating the parking intrusion is largely by nonresidents. B. That the interference by the non-resident vehicles occurs at regular and frequent intervals, either daily or weekly, in that the parking intrusion is most severe during daytime hours during the regular workweek. C. That the non-resident vehicles parked in the area of the District create traffic congestion, noise, or other disruption (including shortage of parking spaces for residents and their visitors) that disrupts neighborhood life in that based on information from residents and other city departments the vehicle congestion is interfering with regular activities. D. Other alternative parking strategies are not feasible or practical in that the City has implemented a series of alternative parking strategies in the past and concurrently and there is still a shortage of parking available. SECTION 2. Definitions. A. “Dwelling Unit” shall have the same meaning as it is defined in Palo Alto Municipal Code Section 10.50.020. B. “Old Palo Alto Residential Preferential Parking Program District” or “District” shall be that area as shown in Exhibit A to this Resolution. SECTION 3. Parking Restrictions within the District. A. Two-hour Parking Limit and No Re-parking. In the areas within the District listed in Table 1, no person shall park a vehicle adjacent to any curb for more than two hours. Re- parking a vehicle more than two hours after initially parking on the same day in the District is prohibited. These restrictions shall be in effect Monday through Friday from 8:00 AM to 5:00 PM, except holidays as defined in Palo Alto Municipal Code Section 2.08.100. Vehicles properly displaying a valid Parking Permit as described in Section 4 of this Resolution are exempt from these restrictions. TABLE 1 STREET BLOCKS Washington Ave. Alma St. to Bryant St. North California Ave. High St. to Bryant St. Nevada Ave. High St. to Ramona St. Ramona St. Washington Ave. to Oregon Ave. Emerson St. Washington Ave. to Oregon Ave. High St. Washington Ave. to Oregon Ave. B. Exempt vehicles. Vehicles exempt from parking restrictions as described in Palo Alto Municipal Code Section 10.50.070(d) are exempt from the restrictions in this section. // // NOT YET APPROVED 3 213_20201027_ts_24 SECTION 4. Parking Permits. A. Resident Parking Permits. The City may issue Resident Parking Permits to residents of dwelling units within the District. Resident Parking Permits shall be subject to the following regulations: a. Duration. Resident Parking Permits shall be available in the form of annual permits and one-day permits. b. Form of Permit. The City may issue Resident Parking Permits in any form it deems practicable, including hangtags. c. Maximum Number of Permits per Dwelling Unit. Each dwelling unit within the District shall be limited to five Annual Resident Parking Permits at any given time. These permits may be used by residents or guests within the District. d. Daily Resident Parking Permits. Each dwelling unit shall be limited to 50 Daily Resident Parking Permits annually. These permits may be in the form of scratcher hangtags, an online issuance system, or such other form as the City determines. The permit will state the date through which it is valid. SECTION 5. Fees. The fee for Parking Permits in the District shall be set by the City’s Municipal Fee Schedule. SECTION 6. Existing Parking Restrictions. In the event City staff should, at a later time, discover conflicting parking restrictions within the District that conflict with the restrictions of this Resolution, but are not expressly rescinded, the RPP restrictions of this Resolution shall control. However, existing parking restrictions indicated by painted curbs and implemented pursuant to Vehicle Code section 21458 are not superseded by this Resolution and remain in effect. To the extent any of the provisions of this Resolution are inconsistent with the regulations set forth in Resolution 9862, this Resolution shall control. SECTION 7. CEQA. This Resolution is exempt from the requirements of the California Environmental Quality Act (CEQA) pursuant to Section 15061(b)(3) of Title 14 of the California Code of Regulations since it can be seen with certainty that there is no possibility the adoption and implementation of this Resolution may have a significant effect on the environment and Section 15301 in that this proposed Resolution will have a minor impact on existing facilities. // // // // // // NOT YET APPROVED 4 213_20201027_ts_24 SECTION 8. Effective Date. This Resolution shall take effect immediately upon its passage. Enforcement shall commence, pursuant to Chapter 10.50 of Title 10 of the Palo Alto Municipal Code and the California Vehicle Code, when signage is posted. INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: __________________________ __________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: _______________________ ___________________________ Deputy City Attorney City Manager ___________________________ Chief Transportation Official NOT YET APPROVED 5 213_20201027_ts_24 EXHIBIT A Old Palo Alto RPP District Old Palo Alto RPP District in Red RPP Eligible Blocks in Blue City of Palo Alto (ID # 11711) City Council Staff Report Report Type: Consent Calendar Meeting Date: 11/16/2020 City of Palo Alto Page 1 Summary Title: College Terrace Centre: New Neighborhood Market Title: QUASI-JUDICIAL. 2100 El Camino Real/501 Oxford (College Terrace Centre) [20PLN-00247]: Approval of a Proposed Grocery Store Pursuant to PC Ordinance Number 5069. Environmental Assessment: Exempt per CEQA Section 15301 (Existing Facilities). Zoning District: Planned Community (PC- 5069) From: City Manager Lead Department: Planning and Development Services Recommendation Staff recommends that Council approve the proposed grocery store tenant pursuant to Planned Community (PC) Zoning Ordinance No. 5069 (College Terrace Centre), adopted January 11, 2010, based on the finding that the proposed grocery meets the requirements of the PC Ordinance, including that the grocery would be comparable in quality of products and services to the former JJ&F Market at this location. Background On January 11, 2010 the City Council approved PC Ordinance 5069 for a 57,900 square foot mixed use development at 2100 El Camino Real (College Terrace Centre) that included 8,000 square feet for a grocery store as one of the public benefits. The ordinance made the grocery tenant subject to City approval, stating specifically: “The grocery tenant, if it is a party other than John Garcia (DBA JJ&F), shall be subject to the prior approval of the City of Palo Alto,” and further that the City’s approval: “shall not be withheld unless the City reasonably finds that such proposed grocery tenant is not likely to be comparable in quality of products and service as JJ&F as it existed and operated on December 7, 2009.” City of Palo Alto Page 2 The property is also subject to a restrictive covenant related to the grocery store requirement, which was approved in 2014. Both the PC ordinance and the restrictive covenant are included with this report as Attachments B and C, respectively. On two prior occasions the Council has approved grocery store tenants to occupy this space after JJ&F did not reoccupy the new building. The first market was named College Terrace Market and lasted about six months before closing in late 2017. A second market called Khoury’s Market was approved in 2018 and operated for about a year, closing earlier this year. The lapse of a grocery store at this location over the years has resulted in assessment of penalties, which the owner has appealed. Some of these appeals are pending in the City’s administrative process. Others have been finalized through the administrative process and are pending in Superior Court. The City Council has been engaged from time to time on these issues. The matter before Council here, however, is limited to evaluation of the proposed new market under the standards set forth in PC Ordinance 5069. Council’s determination regarding the new market is independent from and will have no impact on the appeals and litigation over previously-assessed penalties. Staff will return to Council within the next couple of months to provide further updates on the administrative appeals and litigation. To approve the new grocer, Real Produce International Market, the owner must demonstrate compliance with the following specific criteria: • The grocery store must occupy no less than 8,000 square feet; • The market must be neighborhood serving, providing all typical grocery store products and services of a neighborhood serving store, and not function as a convenience mart; • The market must provide goods and services that are comparable in quality to that provided by the former JJ&F market; and, • There must be at least 40 dedicated parking spaces available to the tenant within the subject building. As contemplated by the PC ordinance, staff has reviewed the lease agreement between the property owner and tenant to confirm compliance with the above criteria. The lease demonstrates compliance with the first, second and forth requirements. Assessment of whether the proposed market offers comparable goods and services to the former JJ&F market is a more subjective criterion, but staff’s initial assessment, subject to Council’s reasoned judgment, is that the proposed market meets this criterion as well. Discussion The prospective tenant notes in the attached business description (Attachment A) that the market would provide high quality goods at reasonable prices. They anticipate offering locally City of Palo Alto Page 3 sourced produce (with a focus on organic) and as well as groceries and specialty items. The market would include a deli, grab and go area, fresh flowers and coffee service. Customers will be able to shop in-store or order online and the tenant would offer free, same-day delivery to all Palo Alto residents. Information on the market’s management team is included in the attachment. The market owner, Khaled Taffi, and his partners own and operate two produce wholesale businesses in the Bay Area, as well a grocery store in San Jose. Limited tenant improvement work is needed for the market to begin operation. Attached to this report is a floor plan detailing the proposed market layout (Attachment D). Staff has been contacted by the tenant for information regarding temporary signs to advertise the new market and job opportunities. Opening the market in advance of the holiday season is important to the tenant. The market appears to provide all goods and services typical of a neighborhood serving market and appears compliant with applicable ordinances and covenant restrictions. This item is being presented to the City Council on the consent calendar and may be pulled by three Councilmembers if further discussion is warranted. If pulled, staff recommends the Council conduct the hearing on the same evening to minimize the time to establish the market, if approved. Policy Implications The City’s review of the prospective tenant is focused on the criteria presented in the background section of this report. Ths City’s review of the request shall not be withheld unless the City reasonably finds that such proposed grocery tenant is not likely to be comparable in quality of products and service as JJ&F as it existed and operated on December 7, 2009. A stable market at this location has been a long-desired goal by the City Council and neighborhood when it approved the College Terrace Centre development. Having another grocery store that provides essential services and goods to the Palo Alto community is particularly beneficial during the pandemic, which will provide in-store and same day delivery service. Resource Impact The recommendation in this report has no significant fiscal or budgetary impacts. Timeline The City received notification on October 19, 2020 of the owner’s interest to seek City approval for a new grocery tenant. If approved, the tenant indicates it would take approximately two to six weeks to open to the public. City of Palo Alto Page 4 Stakeholder Engagement This item was listed on the City Council’s agenda, which was posted 10 days in advance of the meeting. Environmental Review The subject project is exempt from the California Environmental Quality Act (CEQA) in accordance with CEQA Guidelines 15061 (b)(3) in that it can be reasonably seen that a change in land use that replaces one grocery store with another of the same size and services would not have an impact on the environment. Attachments: Attachment A: Real Produce International Market Overview (PDF) Attachment B: Planned Community Ordinance #5069 (PDF) Attachment C: Restrictive Covenant (PDF) Attachment D: Grocery Store Layout (PDF) Real Produce International Market 501 Oxford Ave, Palo Alto, CA Business Overview Real Produce International Market is excited to bring high quality products at reasonable prices to the City of Palo Alto. Leveraging from decades of experience in the grocery industry, Real Produce will model the Palo Alto location after its brick and mortar store in San Jose.1 The new market will offer locally sourced produce (with a focus on organic) and as well as groceries and specialty items from near and far. In addition, there will be a deli, grab and go area, fresh flowers and a coffee area to serve the needs of the community. Customers will be able to shop in-store or order online. Real Produce International Market will offer free, same-day delivery to all Palo Alto residents, something that will serve residents during Covid and beyond. Below are some specific details regarding the business: 1. Hours of operation: 6 am and 10 pm. 2. Management and staff: a. Khaled Taffi’s family has been in the grocery business for three generations. They operate the San Jose store as well as a wholesale/distribution business in South San Francisco and Oakland. More information in Letter to Jonathan Lait, dated October 9th, 2020, and below. b. Khaled Taffi will be the Manager. c. Staffing. The goal is to hire local for the staffing of the store. 3. How will the Real Produce team’s wholesale businesses complement the Real Produce International Market in Palo Alto? a. The wholesale business2 is an established distribution channel with a strong reputation. They have access to high quality organic products at lower prices that they can pass along to customers because of these other businesses. b. No wholesale goods will be sold at the Palo Alto location. Wholesale is an entirely different business. The consumer business is much smaller quantities that are sold and is not at all related to the scale of selling wholesale. 4. What factors indicate that Real Produce International Market will be successful in Palo Alto? 1 See Facebook “Real Product SJ.” Also see: https://www.yelp.com/biz/real-produce-san-jose 2 Cali fresh: https://www.producemarketguide.com/company/576706/real-produce-inc Growers produce Inc. https://www.producemarketguide.com/company/1009781/growers- produce-inc a. There have been requests to open a second location in Palo Alto from current customers. b. The Palo Alto community appreciates local organic food and specialty groceries. This location is bigger than the San Jose space, so it will be able to offer an expanded array of goods including meats, and freshly cooked food. c. The San Jose store is located near Costco and Trader Joes and yet thrives because of the niche business model whereby high quality items are offered at at reasonable prices. d. There is an excellent reputation with local vendors (i.e. Clover milk, Petaluma creamery, rock island organic meats, organic girl, Unify, and others) as well as the ability to obtain specialty goods from other areas, (i.e. cheeses, international offerings). e. Experience shows that lower prices and a diversity of offerings bring customers and vibrancy which, in turn, grows the customer based and ensures success. 5. Overview of the grocer space: a. See floor plan, attached. . b. The space was improved for the prior grocer. No further improvements are required at this time, as there is great priority in opening by Thanksgiving. c. Cash registers for check-out. d. Meat section. e. Deli section. f. Display space. All shelving will be placed in more or less the same locations as shown on the floor plan. Shelving up-grades may occur in the future. Some produce will be displayed in moveable carts. 6. Marketing plan: Social media, word of mouth/ reputation, fliers, signage. 7. Signage: a. Temporary sign with name, grand opening and local hiring outreach. b. Permanent sign – in development. Ordinance No. 5069 Ordinance of the Council of the City of Palo Alto Amending Section 18.08.040 of the Palo Alto Municipal Code (The Zoning Map) to Change the Classification of Property Known as 2180 El Camino Real from Neighborhood Commercial (CN) District to PC Planned Community 5069 for a Mixed Use Project Having 57,900 Square Feet of Floor Area For A Grocery Stqre (intended for JJ &F Market), Other Retail Space, Office Spa<!e, and Eight Affordable Residential Units, With Two Levels Of Below-Grade Parking Facilities and Surface Parking Facilities For The College Terrace Centre, and Approval of Design Enhancement Exceptions to Allow a Sign Spire and Gazebo Roof to Exceed the 35-FootHeight Limit, and to Allow Encroachment Into A Minimum Setback on Oxford Avenue. The Council of the City of Palo Alto does ORDAIN as follows: SECTION 1. (a) Carrasco and Associates clo Linda Poncini ("the Applicant") on behalf of The Clara Chilcote Trust clo Patrick Smailey ("property owner") formally applied on October 18, 2007 to the City for approval of a rezoning application (the "amendment") from CN 'Neighborhood Commercial' to a Planned Community (PC) district for a site comprised of four parcels located at 2180 EI Camino Real (the "Subject Property") to accommodate the uses set forth below. (b) The City Council, after duly noticed public hearings held on July 13, 2009 and July 27, 2009 initiated the amendment process, and forwarded the project to the Planning and Transportation Commission (PTC) for review and recommendation, to be followed by Architectural Review Board (ARB) review and recommendation, and then final review and final action by the City Council. (c) The PTC, after a duly noticed public hearing held on October 14,2009, reviewed, considered, and recommended approval of the revised Initial Study draft Mitigated Negative Declaration and recommended that Section 18.08.040 (the Zoning Map) of the Palo Alto Municipal Code be amended to rezone the Subject Property to Planned Community to permit construction of the proposed project located as shown on 'Exhibit A,' attached to this document and incorporated by reference. Draft conditions of project approval 'Exhibit B' attached to this document and incorporated by reference were presented to the PTC for review and comments. 1 100114 syn 8261209 (d) The ARB, after a duly noticed public hearing held. on November 5, 2009, reviewed the project design and recommended that the City Council approve the project with associated draft conditions of approval 'Exhibit B.' (e) The PTC, after a duly noticed public hearing held on December 2, 2009, confirmed their approval of the project and conditions of approval (Exhibit B). (f) The City Council, after a duly noticed public hearings held on December 7, 2009, and after due consideration of the proposed project, the Mitigated Negative Declaration, the analysis of the project by City staff, and the modification of the proposed conditions recommended by the PTC and the ARB, finds that the proposed Ordinance is in the public interest and will promote the public health, safety and welfare, as hereinafter set forth. (g) The Council finds that (1) the Subject Property is so situated, and the use or uses proposed for the site are of such characteristics that the application of general districts or combining districts will not provide sufficient flexibility to allow for the Project; and (2) development of the Subject Property under the provisions of the PC Planned Community District will result in public benefits not otherwise attainable by application of the regulations of general districts or combining districts, as set forth in Section (4)( c) hereof; and (3) the use or uses permitted, and the site development regulations applicable within the proposed district are consistent with the Comprehensive Plan (Goals, Policies and proposed designation of Mixed Use for the Subject Property) and are compatible with existing and potential uses on adjoining sites or withiri the general vicinity. SECTION 2. Section 18.08.040 of the Palo Alto Municipal Code, the "Zoning Map," is hereby amended by changing the zoning of Subject Property from "CN Neighborhood Commercial" to "PC Planned Community 5069." SECTION 3. The City Council hereby finds with respect to the Subject Property that the project (the "Project") as depicted on Development Plans dated October 22, 2009, incorporated by reference, comprises a mixed-use development that includes the following components: (a) The replacement of 18,028 square feet of existing commercial space with 57,900 square feet of new commercial and residential space. The commercial space would include 8,000 square feet for a grocery store, 5,580 square feet of other ground floor retail space, and 38,980 square feet of office space; (b) Eight (8) residential be1ow-market-rate (BMR) units, comprising 5,340 square feet; (c) Underground parking garage containing 216 parking spaces on two levels; (d) Surface parking lot accommodating 11 parking spaces; 2 100114 syn 8261209 (e) 24 on-street parking spaces around the site's perimeter; (t) A landscaped plaza at the corner of Staunton Court and Oxford Avenue; (g) Removal of street trees along Staunton Court, and Oxford and College Avenues and planting of new street trees within the sidewalk area; (h) Removal and replacement of some or all street trees along EI Camino Real in tree wells; (i) Automobile driveways on EI Camino Real, Oxford Avenue and Staunton Court providing access to parking lots and an area for loading and deliveries. Access to the below grade parking would be provided from the EI Camino Real driveway. SECTION 4. The Development Plan dated October 22,2009, and any approved supplemental materials, for the Subject Property, as submitted by the applicant pursuant to Palo Alto Municipal Code Section (P AMC) 18.38.090, shall be subject to the following permitted and conditional land uses and special limitations on land uses, development standards, parking and loading requirements, modifications to the development plans and provisions of public benefits outlined below, and conditions of project approval, attached and incorporated as I!Exhibit BI!. (a) Permitted and Conditionally Pennitted land uses shall be allowed and limited as follows: 100114 syn 8261209 Permitted Uses (subject to the limitations below under Section 4(b): (1) Multifamily Residential (2) Professional and General Business Offices (excluding medical offices) (3) Retail Services (excluding liquor stores) (4) Eating and Drinking Services (excluding drive-in and Take-out services) (5) Personal Services Conditionally Pennitted Uses: (1) Farmers Markets (2) Businesses that operate or have associated activities at any time between the hours of 10:00 p.m. and 6:00 a.m. (such businesses shall be operated in a manner to protect residential properties from excessive noise, odors, lighting, or other nuisances from any source during those hours) The following conditionally permitted uses are only permitted within the areas designated as office space on the development plan: . (1) Banks and Financial Services (2) Commercial recreation (3) Private clubs, Lodges, and Fraternal Organizations 3 (b) Special limitations on land uses include the following: (1) A grocery store, with an area of at least 8,000 square feet, shall exist within the development for the useful life of the improvements; (2) The grocery store shall be a neighborhood. serving grocery store that provides all the typical grocery store products and services of a neighborhood serving store such that it shall not become a convenience mart facility; (3) A signed lease for the grocery store, enforceable against the tenant and approved by the City Attorney, shall be submitted prior to issuance of any building permits on the site. (4) The grocery tenant shall occupy and begin operations prior to any office tenant occupancy. (5) The below-market rate housing shall be occupied not later than 120 days after the first occupancy of the office building. No more than 50% of the office space shall be occupied prior to occupancy of the housing. (6) The grocery tenant, if it is a party other than John Garcia (DBA JJ&F), shall be subject to the prior approval of the City of Palo Alto and shall not be withheld unless the City reasonably finds that such proposed grocery tenant is not likely to be comparable in quality of products and service as J J &F as it existed and operated on December 7, 2009. (7) The grocery store space shall remain in continuous operation as a grocery store. "Continuous shall be defined to include brief closure for ordinary business purposes. " (8) No medical office shall be permitted within the development; (9) The office uses within the project shall not exceed 38,980 square feet; (10) The 5,580 square feet of area designated as "Other Retail" on the development plan shall not be converted to ground floor office space; and (11) The "Other Retail" space may be occupied by retail uses, personal service use, or eating and drinking services only. (12) Use of the outdoor market area as shown on the project plans as being 2,447 square feet shall be limited to an open air market for grocery related uses only. (c) Development Standards: Development Standards for the site shall comply with the standards prescribed for the Planned Community (PC) zone district (Chapter 18.38), and as modified in Section 4(a) and (b) above. (d) Parking and Loading Requirements: 100114 syn 8261209 In addition to the parking and loading requirements specified in P AMC 18.52 and 18.54, a Transportation Demand Management (TDM) Program has been incorporated in the Development Plan to allow reductions in parking requirements. The TDM is shown in 'Exhibit C' and is attached to this document 4 and incorporated by reference. The final TDM plan shall provide for implementation and monitoring as provided in the conditions of approvaL (e) Modifications to the Development Plan and Site Development Regulations: Once the project has been constructed consistent with the approved Development Plan, any modifications to the exterior design of the Development Plan or any new construction not specifically permitted by the Development Plan or the site development regulations contained in Section 4 (a) (c) above shall require an amendment to this Planned Community zone, unless the modification is a minor change as described in PAMC 18.76.050 (b) (3) (e), in which case the modification may be approved through the Minor Architectural Review process. Any use not specifically permitted by this ordinance shall require an amendment to the PC ordinance, except that conversion of designated office space to retail use shall not require amendment. (f) Public Benefits: Development of the Subject Property under the provisions of the PC Planned Community District will result in public benefits not otherwise attainable by application of the regulations of general districts or combining districts. The Project includes the following public benefits that are inherent to the Project and in excess of those required by City zoning districts: (1) Provision of an 8,000 square foot neighborhood-serving grocery market. (2) 4 Below Market Rate housing units. (3) A contribution of $5,000 dollars for tree planting within the EI Camino Real median. (g). Development Schedule: The Project is required to include a Development Schedule pursuant to P AMC 18.38.100. The approved Development Schedule is set forth below: Construction of the Project shall commence on or before December 2012, unless extension(s) are granted. The total time for project construction and occupancy of spaces is three (3) years, or by December 2015. SECTION 5. Council approves the Architectural Review application, finding that: (a) The design is consistent and compatible with applicable elements of the city's Comprehensive Plan as set forth in Resolution No. 9012, Adopting an Amendment to the Comprehensive Plan Land Use Map by Changing the Land Use Designation for 2180 El Camino Real From Neighborhood Commercial to Mixed Use. The proposed mixed use development containing office, residential, retail and commercial uses is consistent with the Mixed Use land use designation; 5 1001l48yn 8261209 (b) The design is compatible with the immediate environment of the site in that the proposed buildings are designed to meet the EI Camino Real Design Guidelines and be sensitive to the lower scale residential neighborhood beyond; (c) The design is appropriate to the function of the project in that the project has been designed to be pedestrian friendly, provide additional bike and vehicular parking, attract people to the project and provides unique amenity spaces; (d) In areas considered by the board as having a unified design character or historical character, the design is compatible with such character. In this case, the building is not within an area of unified design character or historical character; (e) The design promotes harmonious transitions in scale and character in areas between different designated land uses in that the project includes the proposal to locate the two story residential component across from the existing residential uses on Staunton Court to create a transitional buffer between the existing residential uses and the proposed commercial buildings; (f) The design is compatible with approved improvements both on and off the site in that the proposed buildings and other project improvements would blend well with the existing off site improvements by proposing to break up the proposal in to multiple buildings with varying heights to control the mass and scale; (g) The planning and siting of the various functions and buildings on the site create an internal sense of order and provide a desirable environment for occupants, visitors and the general community in that the proposed design reduces neighborhood traffic by placing the garage entry on EI Camino, improves the economic viability of the grocery market by placing it at the visible corner of EI Camino, brings light into the below grade parking structure with a large open bamboo garden, locates the commercial buildings away from existing residential uses, and provides landscaped open spaces; (h) The amount and arrangement of open space are appropriate to the design and the function of the structures in that several open spaces are provided to accommodate the various uses that may occur at the site. These spaces include the garden square at the corner of Staunton Court and Oxford Avenue, the roof top gazebo at the vegetated green roof and the arcade and open area at the corner of Staunton Court and College Avenue; (i) Sufficient ancillary functions are provided to support the main functions of the project in that the proposal includes a large trash storage area, ample areas for bike parking, and an underground vehicle parking area; G) Access to the property and circulation thereon are safe and convenient for pedestrians, cyclists and vehicles in that the driveway to the underground garage 6 100114 syn 8261209 has been designed such that vehicles existing the garage are level with the sidewalk such that the drivers view of pedestrians is not impeded, extra bike and vehicle parking spaces have been provided and there are pedestrian pathways provided to allow access through the project; (k) Natural features are appropriately preserved and integrated with the project. The site is already developed and contains some mature trees that would be removed to accommodate the proposed podium over the below grade parking. The trees to be removed will be replaced with new plantings including approximately 41 new street trees around the perimeter of the project, a bamboo garden that would grow up through the center of the parking structure, various potted plantings throughout the project, and trees and plantings within the proposed garden square. (1) The materials, textures, colors and details of construction and plant material are appropriate expression to the design and function in that the proposal includes many detail elements to ensure the proposed architectural style is appropriately expressed; (m) The landscape design concept for the site, as shown by the relationship of plant masses, open space, scale, plant forms and foliage textures and colors create a desirable and functional environment in that landscape elements have been incorporated wherever they could over the concrete podium. There are planters at entry locations and the fronts of the buildings, there is a large bamboo garden growing up through the center of the project, a vegetated green roof over the grocery store, and a garden square; (n) Plant material is suitable and adaptable to the site, capable of being properly maintained on the site, and is of a variety which would tend to be drought- resistant and to reduce consumption of water in its installation and maintenance in that the proposal includes many plant species that perform well within this environment; (0) The project exhibits green building and sustainable design that is energy efficient, water conserving, durable and nontoxic, with high-quality spaces and high recycled content materials. The following considerations should be utilized in determining sustainable site and building design: (1) Optimize building orientation for heat gain, shading, daylighting, and natural ventilation; . (2) Design of landscaping to create comfortable micro-climates and reduce heat island effects; (3) Design for easy pedestrian, bicycle and transit access; (4) Maximize on site stormwater management through landscaping and permeable paving; . (5) Use sustainable building materials; 7 100114 syn 8261209 (6) Design lighting, plumbing and equipment for efficient energy and water use; (7) Create healthy indoor environments; and (8) Use creativity and innovation to build more sustainable environments. (P) The design incorporates many of the above mentioned green building measures including photo voltaic panels on the roof and a green roof. (see LEED and Build It Green checklists, Attachment G) The design is consistent and compatible with the purpose of architectural review, to: (1) Promote orderly and harmonious development in the city; (2) Enhance the desirability of residence or investment in the city; (3) Encourage the attainment of the most desirable use of land and improvements; (4) Enhance the desirability of living conditions upon the immediate site or in adjacent areas; and (5) Promote visual environments which are of high aesthetic quality and variety and which, at the same time, are considerate of each other. SECTION 6. Design Enhancement Exceptions (DEEs) are approved as follows: (a) Height Exceptions for the proposed rooftop gazebo and the architectural signage spire above the grocery store, which would exceed the 35 foot limit by five feet and ten feet, respectively, with an additional seven feet of height for the metal pole atop the spire, rising to 52 feet. (b) Setback Exception to allow portions of the building along Oxford Avenue to encroach into a ten foot setback; specifically, to allow a 7'9" encroachment for the second floor of the grocery store building and parts of the first floor" and 3'6" encroachment for the recessed first floor areas as set forth in the project plans. (c) DEE Findings: 1001148yn 8261209 (1) There are exceptional or extraordinary circumstances or conditions applicable to the property or site improvements involved that do not apply generally to property in the same zone district, in that, although the adjacent parcel on Oxford Avenue is not occupied by a residential use, its zoning is residential and forces the imposition of a more restrictive setback requirement upon a portion of the site. The intent of the more restrictive height and setback regulations is to ensure that the new commercial development is sensitive to the nearby residential uses. Being that the adjacent use is not residential the need for the sensitivity is diminished. 8 (2) The granting of these Exceptions will enhance the appearance of the site or structure, or improve the neighborhood character of the project and preserve an existing or proposed architectural style in a manner which would not otherwise be accomplished through strict application of the minimum requirements of Title 18 and the standards for review set forth in this Chapter, in that (a) the height exception for the gazebo would allow the construction of a shade structure that would provide an amenity space on the roof top and this space would provide views over the vegetated roof and would serve to help increase awareness of green roofs; (b) the height exception for the signage spire allows for the provision of a stronger element for the grocery store building to give the building more dominance at the corner, improving the significance of the building in this location; and (c) the setback encroachment improves the design of the streetscape in this location since the project faces the EI Camino Real commercial strip and employing a similar urban setback and sidewalk along Oxford Avenue preserves the continuity of the design, such that implementation of a ten foot setback and landscaped yard at this corner would appear odd in relationship to the use of a hotel across the street. (3) The Exception is related to a site improvement that will not be detrimental or injurious to property or improvement in the site vicinity, and will not be detrimental to the public health, safety, general welfare or convenience, in that (a) the height exceptions are for minor architectural elements that improve the architecture, do not contribute to the bulk and mass of the structure, and are not in close proximity to residential uses such that they would have a negative impact upon them; and (b) the setback encroachment occurs opposite a residential zone but no residences would be impacted by encroachment since a hotel is located opposite the grocery store building and the encroaching wall of the grocery store building would be across the street from the back side of the hotel and even with the encroachment, a generous 14'-5" wide sidewalk would be provided. SECTION 7. Indemnification. To the extent pennitted by law, the Applicant shall indemnifY and hold harmless the City, its City Council, its officers, employees and agents (the "indemnified parties") from and against any claim, action, or proceeding brought by a third party against the indemnified parties and the applicant to attack, set aside, or void this ordinance or any permit or approval authorized hereby for the project, including (without limitation) reimbursing the City its actual attorneys fees and costs incurred in defense of the litigation. The City may, in its sole discretion, elect to defend any such action with attorneys of its choice. SECTION 8. Acceptance by the applicant. If the Applicant does not accept the Proposed ordinance in writing prior to second reading of the ordinance and within 30 days of the Council's adoption, the question of the appropriate zoning of the Subject Property shall be referred to the Planning and Transportation Commission for their consideration and recommendation, which may include the CN zone, the CN zone plus various overlays, a newly 10 100114 syn 8261209 crafted zone applicable to Neighborhood Centers or such other zone as the Commission deems appropriate. SECTION 9. A mitigated negative declaration (MND) for this project was prepared in accordance with the California Environmental Quality Act and circulated for public review for a 30-day period beginning on October 9, 2009. The City Council approved the MND at its meeting of on December 7, 2009. SECTION 10. This ordinance shall be effective on the thirty-first day after the date of its adoption. INTRODUCED: December 07, 2009 PASSED: January 11, 2010 AYES: BURT, ESPINOSA, HOLMAN, KLEIN, PRICE, SCHARFF, SCHMID, SHEPHERD,YEH NOES: ABSTENTIONS: ABSENT: APPROVED AS TO FORM: [~~fV A:~ City At orney . cY.O¥ntZ0~ '~f 1 . d DIrector 0 P anmng an Community Environment 100114 syn 8261209 11 ., ., \ \ Legend ~~BI>.~l0 2180 EI Camino Real (Project Site) Stanford Lands Zone Districts Zone District Labels The CI!y of Palo Alto "_, 2000.111-30 16!14~ ~""-'WO$1C!>-""""'J ... .; /' 2180 El Camino Real Zoning Districts Area Map Exhibit A This map Is a product of the City of Palo Alto GIS -. 0' Th'-d()(;Umtn<.~reprDlm'-lionMyotbe.I~1OIRCU. TtleCltyofpeaoAJto.~lftO~forany ... mrs01989to2008CitrofPaiOMO Exhibit B 2180 EI Camino Real Conditions of Project Approval Planning and Transportation Division Conditions 1. The project shall be constructed as depicted on plans dated October 22, 2009 and labeled as 'Approved Plans' and the project, including uses, shall be implemented in accordance with Section 4 of the PC Ordinance (PC.50 6 9), except as modified by these conditions of approvaL 2. The applicant shall return to the Architectural Review on consent calendar to address the following: a) Provide clarified floor plans for the BMR units (with room names) b) Clarify the site circulation, making it more clear; c) Consider redesign of the exterior stair to the roof top garden, this shall include the elimination of the diagonal banding; d) Consider simplifying the pathway from the exterior stairs to the gazebo area on the roof; e) Review the banding of the grocery store building, consider one color with the two different finishes; :t) Provide details of the transformer fencing; g) Reconsider the tile roofs at the office towers; h) Consider some modification to the grocery walls facing Oxford A venue such as a mural, display windows etc.; i) Provide additional information about the private open spaces and the materiality of it; j) Provide additional information about the bridge, materials, underside, etc.; k) Consider redesign of the striped tower; 1) Reconsider the selection ofthe Ash tree species; m) Provide additional information about the proposed bamboo (species and height) related to the canted wall; n) Provide detail to show how the headlights going into the below grade parking will or will not impact the BMR units; 0) Consider redesign of the BMR units such that they are equally as striking as the other buildings in the project; p) Provide more information regarding the plant pallet and conceptual plan for the green roof; q) Provide more information about all screening ~lements and locations; and r) Provide additional information about potted plant~'and the planting at the open area at the center of the project as well as the planting for the trellises located at the at-grade parking area. 3. The ARB shall address making the vegetated roof maximally observable to owners, occupants, tenants and visitors during normal business hours of the office Exhibit B to PC Ordinance for 2180 EI Camino Real building, provided, however, that enjoyment of the vegetative roof shall not interfere with or derogate from the health of the growth thereon. 4. The owners/occupants of the BMR units shall have access to view and enjoy the vegetated roof from the gazebo during normal business hours of the office building. 5. The PC shall be inspected at least once every three years for compliance with the PC district regulations and the conditions of the ordinance under which the district was created. 6. The applicant shall comply with applicable provisions of Palo Alto's noise ordinance, both during construction and following construction, for the life of the project as per Chapter 9.10 ofthe Palo Alto Municipal Code and pursuant to PAMC Section 18.23.060, requiring an acoustical analysis at the time of building permit issuance, and demonstration and certification that it complies with the Noise Ordinance prior to final inspection. Any new noise producing equipment shall be placed as far away as is feasible from any existing residential sites and as close to El Camino Real as is possible. 7. The building permit for the building in which the grocery store is to be located shall be pulled concurrently with the building permit for the other non-residential building in the development. 8. The lease for the grocery store shall have, at minimum, a 20 year initial term. 9. Development Impact fees, totaling approximately $393,684.70, shall be paid prior to issuance of building permits. 1 0. The applicant shall file and receive approval of a Preliminary Parcel Map/Parcel Map to combine the four parcels into one. The Parcel Map shall be recorded with the County of Santa Clara prior to issuance of a demolition permit or building permit. 11. The commercial portions of the project shall be required to attain LEED Silver level of certification through the USGBC. The residential portion of the project shall be required to meet the Build It Green multifamily green building requirements. 12. The following mitigation measures from the adopted Mitigated Negative Declaration are included below as project conditions: a. Mitigation Measure #1: The project shall include automatic night shades or other system such as motion sensors and timers for the office windows at the rear of the building. b. Mitigation Measure #2: Prior to any excavation the applicant shall prepare a site specific Health and Safety Plan that conforms to the requirements of Title 29 of the Code of Federal Regulations (VFR) Section 1910.120, the California General Exhibit B to PC Ordinance for 2180 El Camino Real 2 Industry Safety Order (GISO) and Title 8, California Code of Regulation (CCR) Section 5192. c. Mitigation Measure #3: All employees and subcontractors involved in excavation of potentially contaminated material shall be 40 hour Hazardous Waste Operations and Emergency Response (HAZWOPER) trained and certified. d. Mitigation Measure #4: Soils shall be field screened, tested, and properly profiled during redevelopment to determine appropriate reuse or off site disposaL e. Mitigation Measure #5: The proposed mechanical equipment shall be evaluated to ensure compliance with City of Palo Alto noise limit regulations. Measures such as equipment selection, equipment placement (location), and or the addition of barriers or enclosures shall be employed to ensure that any new noise producing equipment is in compliance with the City's noise ordinance. f. Mitigation Measure # 6: Cal Trans must approve the proposed curb cut on the EI Camino Real for the driveway to the underground parking garage. g. Mitigation Measure #7: A Transportation Demand Management (TDM) program must be submitted by the applicant and approved by the Transportation Department prior to submittal of a building permit application. The TDM program shall outline parking and/or traffic demand measures to be implemented to reduce parking need and trip generation. Measures may include, but are not limited to: parking cash-out programs, provision of EcoPass (VTA) or Go Pass (Caltrain) for office tenants, shared parking, enhanced shuttle service, car sharing, providing priority parking spaces for car poolslvanpools or green vehicles, vehicle charging stations, additional bicycle parking facilities, or other measures to encourage transit use or to reduce parking needs. The program shall be proposed to the satisfaction of the Director, shall include proposed performance targets for parking and lor trip reductions, and indicate the basis for such estimates, and shall designate a single entity to implement the proposed measures. State of California Department of Transportation (Cal Trans) Conditions 13. The design standard of the driveway on EI Camino Real (SR 82) must comply with the Highway Design Manual. 14. Work that encroaches onto the State right of way (ROW) requires an encroachment permit that is issued by the Cal Trans. To apply, a completed encroachment permit application, environmental documentation, and five (5) sets of plans clearly indicating State ROW must be submitted to the address below. Office of Permits California DOT, District 4 P.O. Box 23660 Oakland, CA 94623-0660 15. Traffic-related mitigation measures shall be incorporated into the construction plans during the encroachment permit process. Transportation Division Conditions Exhibit B to PC Ordinance for 2180 EI Camino Real 3 16. Do not include or add any monument signs, furniture, or other sight obstructions (except trees) in the sight triangle on the northern frontage on EI Camino Real. This condition does not prevent the use of produce or flower stalls, or tables and chairs for grocery store patrons in the space designated as grocery store outdoor space, so long as the location of same is approved by the City'S Transportation Department. 17. The TDM shall include at least two car share vehicles. The Final TDM plan monitoring and implementation shall be carried out in accordance with Palo Alto Municipal Code Section 18.52.050 (d) TDM requirements, items (3) and (4) with respect to monitoring, and item (2) with respect to implementation related to performance targets for parking and trip reduction, and single entity to implement the TDM measures. Vehicle Parking 18. Spaces adjacent to walls required to be 9' wide (spaces adjacent to mechanical and utility rooms). Spaces adjacent to poles/columns would be required to be 9.0' wide based on the location of the columns right at the entry to the parking spaces. 19. Northern most HC spaces can also be labeled as "van accessible" if the combined opening is 26.0' (9'-8' -9'). 20. Include wheel stops where appropriate (all spaces that are at grade with pedestrian paths, lobbies, or bike locker areas) Bicycle Parking 21. Illustrate on plans the location of Long Term (lockers) and Short Term bike racks, including total count similar to vehicular parking. Adequate aisles between lockers and racks must be shown. 22. Include details of types of racks to be used (must be approved by City Staff). Plan appears to include inverted-U racks (approved type). 23. All short term bicycle parking (racks) need to be located on the street level and be located within 50 feet and distributed near each of the main entrances to the various buildings. (Office racks not in appropriate location) 24. Long term bike lockers are allowed in the garage, but need to be located near employee elevators/stairs (locations appears to be okay, but all lockers should be on the first level of garage). . Building Division Conditions 25. The plans submitted for the building permit shall include the full scope of the construction of the entire building, including all site development, utility installations, Exhibit B to PC Ordinance for 2180 EI Camino Real 4 architectural, structural, electrical, plumbing and mechanical work associated with the proposed project. 26. The applicant shall be required to schedule and attend a pre-application meeting with Building Division staff to review the permit application process and to verify that the permit application will include all items required by these conditions. 27. Due to the scale of the overall project, the applicant shall be required to utilize a 3rd party plan check agency to conduct the building code plan review. A list of the agencies approved by the City of Palo Alto is available at the Development Center. The City Building plan check fees are reduced by 75% when a 3rd party plan check agency is utilized. 28. The plans submitted for the building permit shall include an allowable floor area calculation that relates the mixed occupancies and type of construction. 29. The plans submitted with the permit application shall include the complete design for disabled access and exiting for the entire site. Disable access features and exiting within the unimproved offices spaces may be deferred to future tenant improvement permits. 30. The design of building components that are not included in the plans submitted for building permit and are to be deferred shall be limited to as few items as possible. The list of deferred items shall be reviewed and approved prior to permit application. 31. The plans submitted with the building permit application for the shell building shall include the construction of stairs, exit enclosures and exit passageways extending to the exterior of the building. 32. All entrances and vertical clearances within the parking structures shall have a minimum vertical of 8 feet 2 inches where required for access to the accessible parking spaces per CBC Section 1130B. 33. The location of the building electrical service shall require prior approval by the Inspection Services Division and shall be located at an exterior location or in a room or enclosure accessible directly from the exterior. 34. A separate building permit shall be required for the construction of each building. 35. Plans submitted for plan review shall clearly indicate the proposed occupancy group(s) and type of construction of the building. 36. Plans for the residential units submitted for plan review shall comply with the latest requirements from the State of California [RCD 1/ AC] Chapter 11 B of the 2007 Edition of the CBC. Exhibit B to PC Ordinance for 2180 E1 Camino Real 5 37. Plans for the residential units shall include an acoustical analysis and the plans shall incorporate the report's recommendations needed to show the common walls and floor ceiling assemblies in compliance with the sound transmission control requirements in CBC Section 1207. 38. Normal and accessible parking stalls for the residential rental units must be separated from the stalls of the commercial building and their location must be identified on plans submitted for plan review. 39. Plans submitted for plan review shall indicate the required number of parking stalls for the residential units and commercial building. Plans shall also indicate number of accessible stalls is in compliance with HCD lIAC Chapter liA for residential units and with DSAI AC Chapter 11 B for the commercial facilities. Parking stalls for each use shall be separated in accordance with recommendations of the Planning Division. Fire Department Conditions 40. The Fire Department requires that the developer have a contingency plan in place to handle any contamination or abandoned underground tanks discovered during excavation. 41. Emergency Contractor must have State HAZ license. 42. Fire Department shall be notified during normal business hours at the earliest opportunity in the event of such a discovery. 43. A permit from the Santa Clara County Department of Environmental Health is required for any underground tank removal. 44. 3 nearest Street Hydrants shall be upgraded to Clow Rich Model 76. 45. Aerial Fire Apparatus access shall be provided for the entire El Camino building Frontage. No overhead cable will be allowed on this side of the building. 46. Site address to be prominently posted on the building. (2001 CFC90 1) Maximum vehicle weight bearing capacity for the podium deck shall be posted. 47. Please contact the Palo Alto Fire Department Training Office at 650-321-5617 if it is at all feasible to allow the Fire Department to use the structures to be demolished for training purposes. 48. A fire sprinkler system shall be provided which meets the requirements ofNFPA Standard No. 13, 2002 Edition. (PAMCI5.04.160) Fire Sprinkler system installations or modifications require separate submittal to the Fire Prevention Bureau. (PAMCI5.04.083) Exhibit B to PC Ordinance for 2180 El Camino Real 6 49. An exterior bell shall be provided, and an approved audible sprinkler flow alarm to alert the occupant shall be provided in the interior of the building in an approved location. (200ICBC904.3.2) Fire Alarm system installations or modifications require separate submittal to the Fire Prevention Bureau. (PAMCI5.04.083) 50. Underground fire supply system installations or modifications require separate submittal to the Fire Prevention Bureau as well as the Public Works Department and the Water/Gas/Wastewater Section ofthe Utilities Department. (PAMCI5.04.083) 51. All sprinkler drains, including those for floor control valves and inspectorl.s test valves, as well as the main drain, shall not discharge within the building. Water discharged from these points shall be directed to an approved landscape location or to the sanitary sewer system. (99NFPA13, Sec. 5-14.2.4.3) NOTE: Please check with Roland Ekstrand in Utilities for maximum flow capacity of sanitary sewer in the area. Main Drain test discharge flow rate shall be impounded and attenuated to below sanitary sewer capacity before discharge. 52. Elevator car shall be sized for Fire Department gurney access requirements based on gurney dimensions of 24 in. x 84 in. plus a minimum of two emergency response personnel. (2007 Cal. Bldg. Code Sec. 3002.4a) 53. The maximum weight bearing capacity for the podium deck shall be posted. 54. A fire hydrant is required at the intersections of Oxford A ve.!Staunton Ct. and College A ve.!Staunton Ct. 55. Fire Department ground ladder access to the dwelling units bedroom egress windows shall be provided. 56. When the Main Electrical Shutoff is located in the interior of the building, an exterior shunt trip or other approved means of emergency shutoff shall be provided. Please contact the Building Div. for details. 57. An approved access walkway shall be provided to each bedroom egress/rescue window. 58. Provide Fire Department access across the roof of the 3 story building. II. If the residential units have a different address than EI Camino Real, provide a separate fire department connection at the housing building. Public Works Engineering 59. This project must meet the State Regional Water Quality Control Board's (SRWQCB) revised provision C.3. The applicant is required to satisfy all current storm water discharge regulations and shall provide calculations and documents to verify compliance. The project must also enter into a maintenance agreement with the City to Exhibit B to PC Ordinance for 2180 EI Camino Real 7 guarantee the ongoing maintenance of the permanent C.3 storm water discharge compliance measures. The maintenance agreement shall be executed prior to the first building occupancy sign-off. Offsite property or ROW cannot be used to satisfy the C.3 requirements. Every effort should be made to use natural (non-mechanical) methods of stormwater treatment. The applicant is required to meet with Public Works Engineering (PWE) prior to final ARB to discuss and review the C.3 stormwater treatment plan. 60. The applicant shall meet with PWE prior to final ARB to discuss the shoring system to be used in the construction of the project. Shoring systems must be on private property, out of the right-of-way (ROW) and the use of tie-back systems has specific requirements which will be discussed at the meeting. 61. The applicant shall, at minimum, submit an application for a minor subdivision with the Planning division prior to issuance of building permits. 62. The street frontages of the development shall be resurfaced (grind and overlay, full width) and the curbs, gutters, and sidewalks shall be removed and replaced. This work shall be detailed in the offsite improvement plans required for the final map process and it is highly encouraged that the work takes place near the end of the construction process. 63. The applicant shall install LED streetlights along the frontages of the development. Type, style and location, etc. shall be determined at the time of offsite improvement construction and in coordination and consultation with Palo Alto Utilities Department. 64. Any special surface (Le. sidewalk) treatments proposed within the ROW shall be reviewed by PWE. 65. The project must be constructed without the use of perimeter or sub grade drains outside the walls of the subgrade structure. In other words, the project shall be constructed "like a boat". 66. Provisions for a grease trap shall be made onsite. 67. The applicant is required to meet with Public Works Engineering (PWE) to verify the basic design parameters affecting grading, drainage and surface water infiltration. The applicant is required to submit a conceptual site grading and drainage plan that conveys site runoff to the nearest adequate municipal storm drainage system. In order to address potential storm water quality impacts, the plan shall identify the Best Management Practices (BMP's) to be incorporated into the Storm Water Pollution Prevention Plan (SWPPP) that will be required for the project. The SWPPP shall include permanent BMP's to be incorporated into the project to protect storm water quality. (Resources and handouts are available from Public Works -Engineering. Specific reference is made to Palo Alto's companion document to "Start at the Source", entitled Exhibit B to PC Ordinance for 2180 EI Camino Real 8 "Planning Your Land Development Project"). The elements of the PWE-approved conceptual grading and drainage plan shall be incorporated into the building permit plans. PRIOR TO SUBMITTAL FOR BUILDING PERMIT 68. The applicant shall submit a final grading and drainage plan to Public Works Engineering. This plan shall show spot elevations or contours of the site and demonstrate the proper conveyance of storm water to the nearest adequate municipal storm drainage system. Existing drainage patterns, including accommodation of runoff from adjacent properties, shall be maintained. 69. The proposed development will result in a change in the impervious area of the property. The applicant shall provide calculations showing the adjusted impervious area with the building permit application. A Storm Drainage Fee adjustment on the applicant's monthly City utility bill will take place in the month following the final approval of the construction by the Building Inspection Division. The impervious area calculation sheets and instructions are available from Public Works Engineering. 70. A construction logistics plan shall be provided, addressing at minimum parking, truck routes and staging, materials storage, and the provision of pedestrian and vehicular traffic adjacent to the construction site. All truck routes shall conform with the City of Palo Alto's Trucks and Truck Route Ordinance, Chapter 10.48, and the route map which outlines truck routes available throughout the City of Palo Alto. A handout describing these and other requirements for a construction logistics plan is available from Public Works Engineering. PRIOR TO ISSUANCE OF BUILDING PERMIT 71. Prior to building permit issuance, a digital copy of the parcel map or final map, in AutoCAD format, shall be submitted to Public Works Engineering and shall conform to North American Datum 1983 State Plane Zone 3 for horizontal survey controls and NGVD 1929 for vertical survey controls. 72. A detailed site-specific soil report prepared by a licensed soils or geo-technical engineer must be submitted which includes information on water table and basement construction issues. Measures must be undertaken to render the basement waterproof and able to withstand all projected hydrostatic and soil pressures. No pumping of ground water is allowed. In general, Public Works Engineering recommends that structures be constructed in such a way that they do not penetrate existing or projected ground water levels. 73. The applicant is required to paint the "No Dumping/Flows to Matadero Creek" logo in blue color on a white background, adjacent to all storm drain inlets. Stencils of the logo are available from the Public Works Environmental Compliance Division, which may be contacted at (650) 329-2598. A deposit may be required to secure the return of the stencil. Include the instruction to paint the logos on the construction grading and Exhibit B to PC Ordinance for 2180 EI Camino Real 9 drainage plan. Include maintenance of these logos in the Hazardous Materials Management Plan, if such a plan is part of this project. 74. The project includes the construction of dumpster and recycling areas as part of a food service facility. Regulations require that the dumpster/recycling area be adequately roofed or covered. 75. The project includes the construction of dumpster and recycling areas. City guidelines require that this area be covered. 76. The project includes a loading dock. Design of the loading area shall comply with the Palo Alto Municipal Code (PAMC) Sec. 16.09.032(2). DURING CONSTRUCTION 77. The contractor must contact the CPA Public Works Inspector at (650) 496-6929 prior to any work performed in the public right-of-way. 78. No storage of construction materials is permitted in the street or on the sidewalk without prior approval of Public Works Engineering. 79. The developer shall require its contractor to incorporate best management practices (BMP's) for stormwater pollution prevention in all construction operations, in conformance with the Storm Water Pollution Prevention Plan prepared for ,the project. It is unlawful to discharge any construction debris (soil, asphalt, sawcut slurry, paint, chemicals, etc.) or other waste materials into gutters or storm drains. (PAMC Chapter 16.09). 80. All construction within the City right-of-way, easements or other property under City jurisdiction shall conform to Standard Specifications of the Public Works and Utility Departments. PRIOR TO FINALIZATION 81. All sidewalks and curb and gutters bordering the project shall be removed and replaced in compliance with Public Works approved standards. Sec. 12.08.010. 82. All unused driveways shall be removed and replaced with curb and gutter. Sec. 12.08.090. 83. All street surfaces along the frontages ofthe development shall be removed and replaced (grind and overlay, full-width). 84. The Public Works Inspector shall sign off the building permit prior to the finalization of this permit. All off-site improvements shall be finished prior to this sign- Exhibit B to PC Ordinance for 2180 EI Camino Real 10 off. Similarly, all as-builts, on-site grading, drainage and post-developments BMP's shall be completed prior to sign-off. 85. A curb ramp for the disabled will be required at corners of the development. PRIOR TO SUBMITTAL OF PARCEL OR FINAL MAP 86. Subdivision Agreement is required to secure compliance with condition of approval and security of improvements onsite and offsite. No grading or building permits will be issued until Final or Parcel Map is recorded with County Recorder. 87. The applicant shall arrange a meeting with Public Works Engineering, Utilities Engineering, Planning, Fire, and Transportation Departments after approval of this map and prior to submitting the improvement plans. These improvement plans must be completed and approved by the City prior to submittal of a parcel or final map. 88. The project subdivision includes significant complexity involving, final map and coordination of infrastructure design and construction. Developer shall appoint a Project Manager to coordinate with City, Public Works and Utility, engineering staff. Public Works will conduct daily and longer term communication with appointed project manager in order to facilitate timely review and approval of design and construction matters. 89. All construction within the City right-of-way, easements or other property under City's jurisdiction shall conform to standard specifications of the Public Works and Utility Department. Sec. 12.08.060. PRIOR TO RECORDATION OF PARCELIFINAL MAP 90. The subdivider shall post a bond prior to the recording of the final parcel or subdivision map to guarantee the completion of the "on" and "off" site condition(s) of approvaL The amount of the bond shall be determined by the Planning, Utilities and Public Works Departments. Public Works Recycling 91. Recommend that enclosure doors open full width of enclosure, service aisle and curbs do not restrict access to enclosure. 92. Enclosure access must not conflict with loading dock. 93. PASCO services enclosure from street and distance from street to enclosures is beyond standard service. Additional charges apply for service beyond 25 feet from street. 94. PASCO will not drive into loading dock to provide service. 95. Tallow bins must be segregated from refuse/recycling area of enclosure to eliminate slip hazardous due to spills. Exhibit B to PC Ordinance for 2180 EI Camino Real 11 Electric Utility Engineering Department Conditions 96. The applicant shall comply with all the Electric Utility Engineering Department service requirements noted during plan review. PRIOR TO ISSUANCE OF DEMOLITION PERMIT 97. The Permittee shall be responsible for identification and location of all utilities, both public and private, within the work area. Prior to any excavation work at the site, the Permittee shall contact Underground Service Alert (USA) at 1-800-227-2600, at least 48 hours prior to beginning work. 98. The Applicant shall submit a request to disconnect all existing utility services and/or meters including a signed affidavit of vacancy, on the form provided by the Building Inspection Division. Utilities will be disconnected or removed within 10 working days after receipt of request. The demolition permit will be issued after all utility services and/or meters have been disconnected and removed. THE FOLLOWING SHALL BE INCORPORATED IN SUBMITTALS FOR BUILDING PERMIT 99. A completed Electric Load Sheet and a full set of plans must be included with all building permit applications involving electrical work. The load sheet must be included with the preliminary submittal. 100. Industrial and large commercial customers must allow sufficient lead-time for Electric Utility Engineering and Operations (typically 8-12 weeks after advance engineering fees have been paid) to design and construct the electric service requested. 101. Only one electric service lateral is permitted per parcel. Utilities Rule & Regulation # 18. 102. This project requires a padmount transformer. The location of the transformer shall be shown on the site plan and approved by the Utilities Department and the Architectural Review Board. Utilities Rule & Regulations #3 & #16. 103. The developer/owner shall provide space for installing padmount equipment (Le. transformers, switches, and interrupters) and associated substructure as required by the City. In addition, the owner shall grant a Public Utilities Easement for facilities installed on private property as required by the City. Exhibit B to PC Ordinance for 2180 EI Cami1,lo Real 12 104. The customer shall install all electrical substructures (conduits, boxes and pads) . required from the service point to the customer's switchgear. The design and installation shall be according to the City standards and shown on plans. Utilities Rule & Regulations #16 & #18. 105. The customer shall maintain a minimum of six feet horizontal clearance between the nearest conductor at rest and any part of the new development. The customer shall meet all California General Order No. 95 clearance requirements. 106. Location of the electric panel/switchboard shall be shown on the site plan and approved by the Architectural Review Board and Utilities Department. 107. All utility meters, lines, transformers, backflow preventers, and any other required equipment shall be shown on the landscape and irrigation plans and shall show that no conflict will occur between the utilities and landscape materials. In addition, all aboveground equipment shall be screened in a manner that is consistent with the building design and setback requirements. 108. For services larger than 1600 amps, the customer will be required to provide a transition cabinet as the interconnection point between the utility'S padmount transformer and the customer's main switchgear. The cabinet design drawings must be submitted to the Electric Utility Engineering Department for review and approval. 109. The customer is responsible for sizing the service conductors and other required equipment according to the National Electric Code requirements and the City standards. Utilities Rule & Regulation #18. 110. Ifthe customer's total load exceeds 2500kV A, service shall be provided at the primary voltage of 12,470 volts and the customer shall provide the high voltage switchgear and transformers. Utilities Rule & Regulation #3. 111. Projects that require the extension of high voltage primary distribution lines or reinforcement of off site electric facilities will be at the customer's expense and must be coordinated with the Electric Utility .. 112. Any additional facilities and services requested by the Applicant that are beyond what the utility deems standard facilities will be subject to Special Facilities charges. The Special Facilities charges include the cost of installing the additional facilities as well as the cost of ownership. Utilities Rule & Regulation #20. COMMENTS ON SUBMITTALS 113. Drawing AI.l -First Floor & Site Plan Exhibit B to PC Ordinance for 2180 EI Camino Real 13 • Transformer Pad size (and working spaces), boxes, conduit size and quantity will be determined after Electric Load Sheets are submitted. A 3'x5' primary box is required in front of each transformer pad. • Three feet clearance is required on each side of the transformer pad. There shall be eight feet of clearance in the front of the transformer. Transformer shall not be in an enclosed environment. 114. Drawing A2.2 Elevations • Elevation drawings shall show that the project meets California General Order No. 95 clearance requirements. Regional Water Quality Control Plant Conditions 115. Drain plumbing for parking garage floor drains must be connected to an oil/water separator with a minimum capacity of 100 gallons, and to the sanitary sewer system (PAMC 16.09.032(B)(17). 116. Substances containing copper in excess of2.0 mglL, tributyl tin in excess of 0.1 mg/L, or chromium in excess of2.0 mg/L may not be added to cooling systems in Palo Alto. These concentrations apply to the substances prior to dilution with cooling system water. (Note: The City of Palo Alto Municipal Code has proposed additions to this requirement which include substances that may not be added to cooling towers containing Zinc in excess of2.0 mg/liter and Molybdenum in excess of2.0 mg/liter.) (PAMC 16.09.115) 117. A flow meter shall be installed to measure the volume of blow down water from the new cooling tower. Cooling systems discharging greater than 2,000 gallons per day are required to meet a copper discharge limit of 0.25 milligrams per liter. 118. Prior to draining any existing closed loop chilled water, the water in each of the existing loops shall be tested for copper, lead, nickel, and zinc. Test results shall be submitted to the Regional Water Quality Control Plant. Treatment of the chilled loop water prior to draining may be required if the pollutant concentrations exceed discharge limitations contained in the P AMC. 119. If thermometers will be installed on the chilled water supply and return piping. Non-mercury thermometers should be used for this application.(This is a recommendation and not required). 120. If the project is located in an area of known groundwater contamination with Volatile Organic Compounds (VOCs) then the plans must include the following procedure for construction dewatering pursuant to (PAMC 16.09.117, 16.09.110(h): 121. Prior to discharge of any water from construction dewatering, the water shall be tested for volatile organic compounds (VOCs) using EPA Method 601/602. The Exhibit B to PC Ordinance for 2180 El Camino Real 14 analytical results of the VOC testing shall be transmitted to the Regional Water Quality Control Plant (RWQCP). If the concentration of any VOC exceeds 5 ug/L (5 ppb), the water may not be discharged to the storm drain system and an Exceptional Discharge Permit for discharge to the sanitary sewer must be obtained from the R WQCP prior to discharge. If the VOC concentrations exceed the toxic organics discharge limits contained in the Palo Alto Municipal Code, a treatment system for removal ofVOCs will also be required prior to discharge to the sanitary sewer. Additionally, any water discharged to the storm drain system must be free of sediment. 122. Connections to the storm drain shall not be permitted for loading docks where chemicals, hazardous materials, grease, oil, or waste products are handled (P AMC 16.09.032). 123. Loading dock drains may be connected to the sewer only if the area in which the drain is located is covered or protected from rainwater run-on by berms and/or grading, and appropriate wastewater treatment approved by the superintendent is provided. Any loading dock area with a sanitary sewer drain shall be equipped with a fail-safe valve, which shall be kept closed during periods of operation. 124. Condensate lines shall not be connected or allowed to drain to the storm drain system (PAMC 16.09.032(b)(8). 125. New dumpster areas shall be covered. The area shall be designed to prevent water run-on to the area and run-off from the area (P AMC 16.09.1 06( e) Dumpsters for New and Remodeled Facilities). Undesignated Retail Space 126. Newly constructed or improved buildings with all or a portion ofthe space with undesignated tenants or future use will need to meet all requirements that would have been applicable during design and construction. If such undesignated retail space becomes a food service facility the following requirements must be met pursuant to PAMC Section 16.09.103(a) Grease Control Devices for Food Service Facilities: • A grease control device (GCD) shall be installed with a minimum capacity of750 gallons. The GCD must be sized in accordance with the 2007 California Plumbing Code. The sizing calculation must be submitted with the plans. All grease generating drainage fixtures shall be connected to the GCD. The connection of any dishwashers or pasta cookers to a GCD is prohibited. All large, in-ground interceptors shall have a minimum of three manholes to allow visibility of each inlet piping, baffle (divider) piping and outlet piping to ensure accessibility for inspection, cleaning and removal of all contents. The plans shall clearly indicate the number of manholes on the GCD and a list of all drainage fixtures connecting to the GCD. Two manholes may be allowed under certain conditions only granted by the Environmental Compliance Division of Public Works Department. Exhibit B to PC Ordinance for 2180 EI Camino Real 15 • To ensure all food service establishment drainage fixtures are connected to the correct lines, each drainage fixture shall be clearly labeled on the plans. Also a list of all fixtures and their discharge connection, i.e. sanitary sewer or grease waste line, shall be included on the plans. • New buildings constructed to house food service facilities shall include a covered area for a dumpster. The area shall be designed to prevent water run-on to the area and runoff from the area. Drains that are installed within the enclosure for recycle and waste bins, dumpsters and tallow bins (used oil containers) serving food service facilities are optional. Any such drain installed shall be connected to a GCD and the sanitary sewer. If tallow is to be stored outside then an adequately sized, segregated space for a tallow bin shall be included in the covered area (PAMC 16.09.032b(l6) 'Covered Dumpsters for Food Service Facilities'). • The installation of a garbage grinder at any food service facility is prohibited after January 1,2003. The kitchen cannot utilize a garbage grinder for food waste disposal to the sanitary sewer (PAMC 1 6.09.1 03(e) Prohibition Against Garbage Disposals). • Food service facilities shall have a sink or other area for cleaning floor mats, containers, and equipment, which is connected to a grease interceptor and the sanitary sewer (PAMC I6.09.032b(l6) Large Item Cleaning Sink for Food Service Facilities.) Public Works Operations-Trees 127. Provide optimum public tree replacement for street trees. The plans shall show and provide a streets cape design with materials on the civil, landscape and irrigation drawings with the following information and direction: • EI Camino Real and Oxford Avenue Frontage: Utilize city-approved Silva Cell soil planter (approx. 30-inch depth) beneath the new sidewalk from comer to comer. Utilities shall be allowed to pass thru the planters. Provide automatic irrigation using a solar smart controller with two bubblers per tree. Utilize Public Works Planting Detail #604. Beneath each tree planting site, auger two 4-6" diameter drain holes 3ft deep below the bottom of the planter basin soil and backfill with medium sand (0.25 to 0.5 mm) or fine gravel. For El Camino Real, utilize Platanus a. 'Columbia', Columbia Plane, #15 size, spaced 30-feet on center, a minimum of I5-feet from street lights and 1 O-feet from utilities and driveways. For Oxford Avenue, utilize Fraxinus a. 'Autumn Purple' , Autumn Purple Ash (or other species as may be agreed upon by the Directors of Planning and Community Environment and Public Works), #15 (ball and burlap) B&B or 15 gallon minimum size, spaced 25-30 feet on center, a minimum of I5-feet from street lights and IO-feet from utilities and driveways. • Staunton Court and College Avenue Frontage: Provide automatic irrigation using a solar smart controller with two bubblers per tree. Utilize Public Works Planting Detail #604. Beneath each tree planting site, auger two 4-6" diameter drain holes 3ft deep below the bottom of the planter basin soil and backfill with medium sand (0.25 Exhibit B to PC Ordinance for 2180 EI Camino Real 16 to 0.5 mm) or fine graveL Automatic irrigation shall be provided to all street trees as required in landscape design conditions below. On College Avenue, utilize Fraxinus a. 'Autumn Purple' , Autumn Purple Ash (or other species as may be approved by the Directors of Planning and Community Environment and Public Works), # 15 B&B or 15 gallon minimum size, spaced 25-30 feet on center, a minimum of IS-feet from street lights and 10-feet from utilities and driveways. On Staunton Court frontage, utilize Fraxinus pennsylvanica 'Cimmzam', Red Ash (or other species as may be approved by the Directors of Planning and Community Environment and Public Works), #15 B&B or 15 gallon minimum size, spaced 25-30 feet on center, a minimum of IS-feet from street lights and lO-feet from utilities and driveways. Planning Department Arborist 128. LANDSCAPE PLANS. a. Provide a detailed landscape and irrigation plan encompassing on-and off- site plantable areas out to the curb shall be approved by the Architectural Review Board. A Landscape Water Use statement, water use calculations and a statement of design intent shall be submitted for the project. A licensed landscape architect and qualified irrigation consultant will prepare these plans, to include: i) All existing trees identified both to be retained and removed including street trees. ii) Complete plant list indicating tree and plant species, quantity, size, and locations. iii) Irrigation schedule and plan. iv) Fence locations. , v) Lighting plan with photometric data. vi) Trees to be retained shall be irrigated, aerated and maintained as necessary to ensure survival. vii) All new trees planted within the public right-of-way shall be installed per Public Works (PW) Standard Planting Diagram #603 or 604 (include on plans), and shall have a tree pit dug at least twice the diameter of the root ball. viii) Landscape plan shall include planting preparation details for trees specifying digging the soil to at least 30-inches deep, backfilled with a quality topsoil and dressing with 2-inches of wood or bark mulch on top of the root ball keeping clear of the trunk by I-inch. ix) Automatic irrigation shall be provided to all trees. For trees, PW Detail #513 shall be included on the irrigation plans and show two bubbler heads mounted on flexible tubing placed at the edge of the root ball. Bubblers shall not be mounted inside an aeration tube. The tree irrigation system shall be connected to a separate valve from other shrubbery and ground cover, pursuant to the City's Landscape Water Efficiency Standards. Irrigation in the right-of-way requires a street work permit per CPA Public Works standards. x) Landscape Plan shall ensure the backflow device is adequately obscured with the appropriate screening to minimize visibility (planted shrubbery is Exhibit B to PC Ordinance for 2180 EI Camino Real 17 preferred, painted dark green, decorative boulder covering acceptable; wire cages are discouraged). b) Mandatory Landscape Architect (LA) Inspection Verification to the City. The LA of record shall verify the performance measurements are achieved with a separate letter of verification to City Planning staff, in addition to owner's representative for each of the following: i) Tree and Shrub Planting Specifications, including delivered stock, meets Standards in the CPA Tree Technical Manual, Section 3.30-3.50. Girdling roots and previously topped trees are subject to rejection. DURING CONSTRUCTION 129. TREE DAMAGE. Tree Damage, Injury Mitigation and Inspections apply to Contractor. Reporting, injury mitigation measures and arborist inspection schedule (1-5) apply pursuant to TTM, Section 2.20-2.30. Contractor shall be responsible for the repair or replacement of any publicly owned or protected trees that are damaged during the course of construction, pursuant to Title 8 of the Palo Alto Municipal Code, and city Tree Technical Manual, Section 2.25. 130. GENERAL. The following general tree preservation measures apply to all trees to be retained: No storage of material, topsoil, vehicles or equipment shall be permitted within the tree enclosure area. The ground under and around the tree canopy area shall not be altered. Trees to be retained shall be irrigated, aerated and maintained as necessary to ensure survivaL PRIOR TO OCCUPANCY 131. LANDSCAPE INSPECTION. The Planning Department shall be in receipt of written verification that the Landscape Architect has inspected all trees, shrubs, planting and irrigation and that they are installed and functioning as specified in the approved plans. 132. PLANNING INSPECTION. Prior to final sign off, contractor or owner shall contact the city planner (650-329-2441) to inspect and verify Special Conditions relating to the conditions for structures, fixtures, colors and site plan accessories. POST CONSTRUCTION 133. MAINTENANCE. All landscape and trees shall be maintained, watered, fertilized, and pruned according to Best Management Practices-Pruning (ANSI A300- 2001 or current version). Any vegetation that dies shall be replaced or failed automatic irrigation repaired by the current property owner within 30 days of discovery. Exhibit B to PC Ordinance for 2180 EI Camino Real 18 CITY OF PALO ALTO OFFICE OF THE CITY CLERK November 16, 2020 The Honorable City Council Palo Alto, California SECOND READING: Adoption of an Ordinance Amending Chapters 9.64 (Regulation of Community Facilities) and 22.04 (Parks and Recreation Building Use and Regulations) of the Palo Alto Municipal Code to Open Foothills Park to the General Public and to Amend or Delete Outdated and Duplicative Code Language (FIRST READING: November 2, 2020 Passed: 5-2 Kou, Tanaka no) Recommendation Staff recommends that City Council adopt an ordinance, as amended (Attachment A) on second reading to open Foothills Park to the general public and amend or delete outdated and duplicative code language. Background On November 2, 2020, the Council adopted an ordinance on first read to open Foothills Park to the general public upon the following motion and vote: MOTION: Mayor Fine moved, seconded by Vice Mayor DuBois to adopt an Ordinance to: A. Open Foothills Park to the general public by removing limits on nonresidents, while maintaining the maximum capacity of 1,000 persons and providing residents first access to reservations for all facilities; B. Amend or delete outdated and duplicative code language; C. For the first 90 days, temporarily limit the capacity to 750 people at any one time; D. Return to City Council and the Parks and Recreation Commission with proposals for fee, capacity, and park management/environmental integrity studies; and E. Direct Staff to use the renaming process to consider renaming Foothills Park to Foothills Nature Preserve. MOTION SPLIT FOR THE PURPOSE OF VOTING MOTION PARTS A, B and C PASSED: 5-2 Kou, Tanaka no MOTION PARTS D and E PASSED: 7-0 Discussion The ordinance attached has been amended from first reading so that Foothills Park retains its name for the time being. The park’s name will not immediately be changed to “Foothills Nature Preserve” as it was in the proposed ordinance before Council on November 2, 2020. Page 2 Going forward, staff will work towards Council’s request to change the park’s name to Foothills Nature Preserve. The City’s policy “Naming City-Owned Land and Facilities” dictates that the Parks and Recreation Commission (PRC) first review name suggestions for parks by holding a public hearing. If the PRC recommends the name change, the recommendation would come to Council for a vote. At that time, staff would bring an ordinance to Council to update all of the references to “Foothills Park” in the City’s municipal code to reflect the new name. ATTACHMENTS: • Attachment A - Ordinance Amending Chapters 9.64 and 22.04 to Open Foothills Park to the General Public and to Amend or Delete Outdated and Duplicative Code Language (PDF) Department Head: Beth Minor, City Clerk Page 3 *NOT YET APPROVED* 1 212_20201103_ts_24 Ordinance No. ____ Ordinance of the Council of the City of Palo Alto Amending Chapters 9.64 (Regulation of Community Facilities), and 22.04 (Parks and Recreation Building Use and Regulations) of the Palo Alto Municipal Code to Open Foothills Park to the General Public and to Amend or Delete Outdated and Duplicative Code Language The Council of the City of Palo Alto ORDAINS as follows: SECTION 1. Findings and declarations. The City Council finds and declares as follows: A. The City’s Foothills Park is reserved for park, playground, recreation, or conservation purposes by Palo Alto Municipal Code (PAMC) 22.08.090 et seq.; B. The City Council desires to open Foothills Park to the general public by removing limits to non‐residents; and C. The City Council desires to make the operation hours of the City’s open‐space interpretive centers consistent with the hours of the open spaces themselves. SECTION 2. Section 9.64.010 (Use of community facilities prohibited from 10:30 p.m. to sunrise) of Chapter 9.64 (Regulation of community facilities) of Title 9 (Public peace, morals, and safety) is hereby amended as follows (additions are in underline, deletions are in strikethrough): 9.64.010 Use of community facilities prohibited from 10:30 p.m. to sunrise. (A) No person shall use, remain in or enter any Community Facilities between 10:30 pm and sunrise, other than a duly authorized city employee or persons participating in city‐sponsored activities or other activities for which the city has provided written permission to utilize the grounds beyond the closing time, provided however that the additional closure of specific facilities during portions of the day or the year may be specified by the City Manager or his or her designee. (B) For the purposes of this chapter, "Community Facilities" means all buildings and premises of City of Palo Alto Libraries, the Cubberley Community Center, Lucie Stern Community Center, Children's Theatre, Community Theatre, Junior Museum & Zoo, Mitchell Park Community Center and Field House, Art Center, Peers Park Field House, Lucy Evans Baylands Nature Interpretive Center, Pearson Arastradero Preserve Gateway Center, Foothills Park Interpretive Center, and Civic Center Plaza, (as defined in Municipal Code Section 9.60.020(b)), but not any land dedicated for park use. // // *NOT YET APPROVED* 2 212_20201103_ts_24 SECTION 3. Section 22.04.150 (Foothills Park) of Chapter 22.04 (Parks and Recreation Building Use and Regulations) of Title 22 (Parks) is hereby amended as follows: 22.04.150 Foothills Park. Foothills Park shall be open to all persons, regardless of residency. (a) Foothills Park shall not be made available for the exclusive use by any persons except for Towle Camp and the Oak Grove Group Area, Pine Gulch Group Area, Wood Fern Group Area, and the Foothills Park Interpretative Center classroom. Reservations for Towle Camp and the Oak Grove Group Area shall be made available to residents of the city before being offered to the general public, according to regulations promulgated by the city manager. All other reservations shall be made available to the general public on a first come first served basis. Foothills Park may be accessible to the general public for the purpose of using the Bay‐To‐ Foothills trails. (a) Only residents of the city and regular or part‐time city employees, members of their households related by blood, marriage, or adoption, and their accompanied guests are entitled to enter on foot or by bicycle or vehicle and remain in Foothills Park. No person who is not a resident of the city may enter on foot or by bicycle or vehicle unaccompanied by a person entitled to enter and remain in Foothills Park for the purpose of using the Bay‐To‐ Foothills trails, except as provided in subsection (b). An "accompanied guest," as used in this section, is one who enters Foothills Park in the presence of a person entitled to enter and remain in Foothills Park. Each person entitled to enter and remain in Foothills Park may be accompanied by no more than 15 guests, or two vehicles containing no more than 15 guests, at any one time. Upon the request of an authorized city employee or a member of the Palo Alto police department, a person seeking to enter Foothills Park at the main gate or a person within the boundaries of Foothills Park shall provide identification or information to satisfy the requirements of this subsection. The good faith judgment of the authorized city employee or police department member requesting identification or information shall be conclusive as to whether such identification or information provided satisfies the requirements of this subsection. No person shall enter or remain in Foothills Park in violation of this subsection. Violations of this subsection shall be a misdemeanor. (b) No person shall enter or exit Foothills Park except at: (1) The main gate on Page Mill Road; (2) Designated entry and exit locations on the park boundaries shared with the Enid Pearson Arastradero Preserve and the Los Trancos Open Space Preserve; (3) The Bay‐To‐Foothills trails; or (4) As authorized by the director. Violations of this subsection shall be a misdemeanor. Unless otherwise specifically authorized by the director, no person who is a resident of the city shall enter or exit from Foothills Park except through the main gate on Page Mill Road or at designated entry and exit locations on the park boundaries shared with the Enid Pearson Arastradero Preserve and the Los Trancos Open Space Preserve. No person who is a resident of the city shall enter or exit from the Bay‐To‐Foothills trails in the park except on foot. For the purpose of using the Bay‐To‐Foothills trails in the park, no person who is not a resident of the city shall enter or exit the park except on foot and at the designated entry and exit locations on the park boundaries shared with the Enid Pearson Arastradero Preserve and the Los Trancos Open Space Preserve. No entry by any person who is not a resident at these designated entry *NOT YET APPROVED* 3 212_20201103_ts_24 and exit locations on the shared park boundaries shall be permitted by horse or bicycle. Violations of this subsection shall be a misdemeanor. (c) Foothills Park shall be closed from sunset (the actual closure time to be prescribed in park regulations and posted accordingly) until 8:00 a.m. the following morning. No person shall remain in Foothills Park during the hours of park closure except, for other than duly authorized city employees, holders of permits which authorize afterhours use, and permit holders or and participants in city‐sponsored activities, during the hours of park closure. Violations of this subsection shall be a misdemeanor. (d) No person shall exceed the maximum speed limit for all vehicles in Foothills Park of twenty miles per hour. Violations of this subsection shall be an infraction. (e) No person shall leave an unauthorized vehicle in Foothills Park after the closing time designated and posted for closing of the park. Violations of this subsection shall be a misdemeanor. (f) No person shall operate a bicycle or a motorcycle except on the paved roads of Foothills Park. No person shall operate a skateboard or roller skates or blades or other coasting device in Foothills Park. This subsection shall not apply to a bicycle or motorcycle operated by a police officer or park ranger acting in the course and scope of his or her duties. Violations of this subsection shall be an infraction. (g) No person shall smoke on any trail in Foothills Park. Violations of this subsection shall be a misdemeanor. (h) No person shall make a wood fire in Foothills Park without a permit. Permits for wood fires within Foothills Park may be issued only for the Towle campfire ring. No person shall start or maintain any charcoal cooking fire within Foothills Park except in city‐provided braziers and barbecues in areas so designated and posted. Violations of this subsection shall be a misdemeanor. (i) No person shall shortcut across trail switchbacks. Violations of this subsection shall be an infraction. (j) The city manager shall promulgate regulations for the use of Boronda Lake to protect the users, plants, animals, and structures of the lake. (k) No more than one thousand people shall be permitted in Foothills Park at any one time. (l) No person owning or harboring any dog shall allow or permit such dog to enter or be in Foothills Park on any holiday, as defined in Section 2.08.100(a) of this code, or any Saturday or Sunday. At all other times, no person owning or harboring any dog shall allow or permit such dog, whether licensed or not, to enter or be in Foothills Park except when held under leash by an able‐bodied person. Violations of this section shall be an infraction. SECTION 4. If any section, subsection, sentence, clause, or phrase of this Ordinance is for any reason held to be invalid or unconstitutional by a decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have passed this Ordinance and each and every section, subsection, sentence, clause, or phrase not declared invalid or unconstitutional without regard to whether any portion of the Ordinance would be subsequently declared invalid or unconstitutional. SECTION 5. The Council finds that adoption of this Ordinance is exempt from the California Environmental Quality Act pursuant to CEQA Guidelines Sections 15301 (Existing Facilities) and 15323 (Normal Operations of Facilities for Public Gatherings). *NOT YET APPROVED* 4 212_20201103_ts_24 SECTION 6. This Ordinance shall be effective on the thirty‐first date after the date of its adoption. INTRODUCED: PASSED: AYES: NOES: ABSENT: ABSTENTIONS: NOT PARTICIPATING: ATTEST: ____________________________ ____________________________ City Clerk Mayor APPROVED AS TO FORM: APPROVED: ____________________________ ____________________________ City Attorney City Manager ____________________________ Director of Community Services City of Palo Alto (ID # 11754) City Council Staff Report Report Type: Action Items Meeting Date: 11/16/2020 City of Palo Alto Page 1 Summary Title: Direction on Race and Equity Mission Statement, Reorganization, and Other Updates Title: Direction on the City of Palo Alto's Race and Equity Work Including Adoption of a Mission Statement and Direction on Police Data Collection, Alternative Response Resources, Use of Force Reporting, Future Labor Agreement Negotiations, Citywide Workforce Assessment, and Organization of Future Work From: City Manager Lead Department: City Manager Recommendation Staff recommends that Council discuss the City’s Race and Equity efforts, and approve the following actions on a variety of issues: a) Adoption of the mission statement as a guiding statement of the City’s commitment to make equity a foundational principle in the City’s operational work. b) Direct staff to expedite implementation of the new police records management system with quarterly reports to Council, and to return with the necessary agreements for the records management system allowing for Racial and Identity Profiling Act (RIPA) implementation. c) Starting after the full implementation of the RMS and the first data collection period, direct staff to resume annual data collection and analysis of police contact data similar to the previous Stop Data reports. d) Direct staff to work with Santa Clara County on implementation of participation in the Santa Clara County Psychiatric Emergency Response Team (PERT) program and the Mobile Crisis Response Teams (MCRT) program and to return to the City Council with any necessary agreements for program participation. e) Direct staff to develop/update a policy on the timing of records release related to investigations that qualify for public disclosure under SB 1421 and AB 748. f) Direct staff to amend and expand the current Independent Police Auditor’s (IPA) scope of services to include all administrative use of force reports where a baton, chemical agent, TASER, less-lethal projectile, canine, or a firearm is applied, and all cases where CITY OF PALO ALTO City of Palo Alto Page 2 the subject’s injuries necessitate any treatment beyond minor medical treatment in the field. g) Direct staff to maintain an every six (6) months schedule for IPA reports to City Council containing reviews ready at the time of the report; and for the IPA to provide an audit workplan to the City Council for approval. h) Direct staff to include use of force information to the regular Supplemental Report submitted to the City Council as a cover memorandum to each IPA report. i) Refer the police reform legislative priority thoughts and input to the Policy and Services Committee who will be discussing the City’s legislative priorities in December 2020. j) Refer all race and equity work to the Policy and Services Committee for citywide diversity and inclusion practice areas and policing practice areas. k) Direct staff to return in the fall of 2021 with parameters, proposals, and strategies prior to engaging in Palo Alto Peace Officers’ Association negotiations. l) Direct staff, in coordination with the City’s overall diversity and inclusion efforts, to conduct a workforce demographic assessment as baseline information and to pursue an employee assessment to measure City workforce culture. Background In early June 2020, the City Council adopted a resolution affirming that Black lives matter (CMR 11414) and committed to address systemic racism and bias and approved a Race & Equity Framework and action plan (CMR 11441). The City Council also approved a series of actions including reviewing policing practices, making changes to use of force policies to reduce the potential for violence, and engaging the community in ongoing, thoughtful dialogue and leadership. The Mayor also established several Council Ad Hoc committees to help further the City’s race and equity priorities and work. Since that time staff and the City Council ad hoc committees have brought updates to the full City Council related to the City’s race and equity efforts. The previous reports or City Council updates are as follows (with more recent discussions listed first): - Nov. 2, 2020: (CMR 11690) Palo Alto Police Department Use of Force Policy Changes – https://www.cityofpaloalto.org/civicax/filebank/blobdload.aspx?t=66721.35&BlobID=78 906 - Nov. 2, 2020: (CMR 11708) Referral to the Palo Alto Public Art Commission for the Development of Permanent Public Art on King Plaza at City Hall: https://www.cityofpaloalto.org/civicax/filebank/blobdload.aspx?t=58806.68&BlobID=78 893 - Oct. 26, 2020: (CMR 11689) Update on Palo Alto’s Race & Equity Work: https://www.cityofpaloalto.org/civicax/filebank/blobdload.aspx?t=55110.7&BlobID=788 92 - Sept. 28, 2020: (CMR 11604) Update on Palo Alto’s Race & Equity Work and Next Steps (also discussion with the City’s Independent Police Auditor and the City Council): https://www.cityofpaloalto.org/civicax/filebank/blobdload.aspx?t=59279.6&BlobID=784 66 City of Palo Alto Page 3 - Sept. 14, 2020: (CMR 11573) Study Session with the City's State Legislative Advocate Regarding Bills from the 2020 Legislative Session: https://www.cityofpaloalto.org/civicax/filebank/blobdload.aspx?t=61464.25&BlobID=78 275 - Aug. 24, 2020: (CMR 11551) Update on Palo Alto’s Race & Equity Work: https://www.cityofpaloalto.org/civicax/filebank/blobdload.aspx?t=59847.7&BlobID=780 78 - Aug. 24, 2020: (CMR 11516) Human Relations Commission Report on Their Review of 8 Can't Wait Policies in Relation to Current Palo Alto Police Department (PAPD) Policies: https://www.cityofpaloalto.org/civicax/filebank/documents/78000 - Jun. 23, 2020: Mayor Adrian Fine announced councilmember assignments to four ad hoc committees. The committees were tasked with convening individually and discussing the respective domains to return to the full City Council for potential direction, reform, and improvements. - Early June: two reports mentioned in the paragraph above. At the September 28 meeting, staff shared an updated framework that addresses a way to focus the City’s race and equity work in the coming months and beyond. Staff also shared a list of policing practices and citywide practices that are the focus areas for the ongoing race and equity work at the City. The practice areas identified based on the work done to-date from the ad hocs are as follows (with the lead department in parentheses): Policing Practices: 1. Public contact data collection and trend analysis (PD) 2. Officer deployment priorities and practices for non-violent calls (PD) 3. Officer conduct investigations and transparency (PD/CAO) 4. Discipline and accountability (PD) Citywide Practices: 1. Hiring and promotions including board/commission appointments (CM/HR) 2. Board/commission engagement with race and equity issues (Council) 3. Continuous learning and improvement (CM/HR) 4. Norms and expectations of conduct (CM) (PD=Police Department; CAO=City Attorney’s Office; HR=Human Resources Department; and CM=City Manager’s Office) The practice areas discussed in the ad hocs as follows: • Police Policy Manual, Data, and Hiring Ad Hoc: Discussing Policing Practices 1-2 • Police Transparency and Accountability Ad Hoc: Discussing Policing Practices 3-4 • Citywide Diversity and Inclusion Ad Hoc: Discussing Citywide Practices 1-4 The work of the Alternative Models Ad Hoc has been used as a base recommendation for the work related to Policing Practice 2. City of Palo Alto Page 4 Discussion At the City Council discussion on October 26, 2020, the City Council asked staff to bring back information for City Council consideration to provide direction at the November 16, 2020 City Council meeting. Staff summarized the specific recommended actions resulting from the City Council’s work on race and equity at the end of this report. The City Council’s list of interest areas from the October 26, 2020 meeting are as follows and are further fleshed out in the “Further Information for City Council Action” subsection: 1. Adoption of the draft mission statement for all citywide diversity and inclusion work 2. Council engagement on the demographic data collection and reporting 3. Pursue participation in Santa Clara County’s PERT Program 4. Develop a policy on timing and circumstances of records release of disclosable investigations 5. Expand the duties of the IPA beyond the current scope of officer involved shootings (OIS), taser use, and complaints 6. Prepare an annual report on Revised Use of Force Investigation which includes de- escalation 7. Incorporate police reform into legislative priorities for 2021 8. Send all citywide and policing practices work to the Policy and Services Committee for next year to focus on diversity and inclusion more broadly 9. Follow up related to the upcoming negotiations for the Memorandum of Agreement with the Palo Alto Peace Officers Association 10. Rewarding desired culture in the police department 11. Reporting out on “duty-to-report” situations The City Council also discussed other ideas brought forward by the ad hoc committees which were summarized in the PowerPoint presentation here: https://www.cityofpaloalto.org/civicax/filebank/blobdload.aspx?t=71847.45&BlobID=78930. Other research requested by the City Council at the October 26 meeting: 1. Information on the annual police officer performance evaluations (described further in this report) 2. Follow-up on what the Santa Clara County Mobile Crisis Response Teams (MCRT) could look like for Palo Alto (discussion of this item in this report is combined with Item #3 above related to the County’s PERT program) 3. Follow up on what the CAHOOTs model could look like in Palo Alto (limited discussion of this item is combined with Item #3 above related to the County’s PERT program) 4. Staff survey and demographic data for the Police Department (described further in this report that this information will be included in the citywide diversity and inclusion work where baseline demographic data will be gathered in the coming months) Further Information for City Council Action: 1. Adoption of the draft mission statement for all citywide diversity and inclusion work City of Palo Alto Page 5 The Citywide Diversity and Inclusion City Council ad hoc committee drafted the following mission statement as a guide to the City’s race and equity work. Feedback shared at the October 26 City Council meeting recommended updating the draft mission statement to be more modern. Here is the draft mission statement: The City of Palo Alto is committed to creating a respectful, fair, and professional workplace and city. We will identify inequities and prejudices, welcome diverse perspectives, and use a collaborative approach to create an environment that works for everyone. Staff recommends that the City Council adopt a mission statement as a guiding statement of the City’s commitment to make equity a foundational principle in the City’s operational work. 2. Council engagement on the demographic data collection and reporting Recent state law requires that police departments in California comply with the Racial Identity Profiling Act (RIPA) to collect demographic information about the people stopped by a police officer. A full memo about RIPA is available in at https://www.cityofpaloalto.org/civicax/filebank/blobdload.aspx?t=44493.56&BlobID=77 997. The City of Palo Alto regularly reported on the Stop Data for the Police Department for a 10-year period. An example of a previous report from 2005 can be found online at: https://www.cityofpaloalto.org/cityagenda/publish/cmrs/documents/CMR381-05.pdf). Due to staffing shortages over the years, the City stopped this regular report to City Council. The new RIPA law now requires such information to be collected and reported to the Department of Justice. A sample report from the City of Davis (that already implemented RIPA): https://www.cityofdavis.org/home/showdocument?id=14972. Based on discussions with the City Council and ad hoc committees, staff recommends that the City Council provide the following direction: a) Direct staff to expedite implementation of the new police records management system with quarterly reports to Council, and to return with the necessary agreements for the records management system allowing for Racial and Identity Profiling Act (RIPA) implementation. b) Starting after the full implementation of the RMS and the first data collection period, direct staff to resume annual data collection and analysis of police contact data similar to the previous Stop Data reports. 3. Pursue participation in Santa Clara County’s PERT Program for mental health assistance (also follow-up on what the Santa Clara County Mobile Crisis Response Teams (MCRT) and the CAHOOTs model could look like in Palo Alto) The Alternative Models ad hoc committee recommended that the City continue to City of Palo Alto Page 6 pursue participation in the Psychiatric Emergency Response Team (PERT) program through the County of Santa Clara which would pair a licensed mental health clinician with a law enforcement officer to provide expert mental health assistance on some calls-for-service. Recent staff participation includes engaging in the County’s hiring process and interviewing clinician candidates. However, hiring clinicians for this new program has proven to be more a challenge than expected. The hiring process is continuing this month, with more candidates being interviewed. The County plans to do more recruitment for the clinician positions for other PERT locations in the County. In addition to participation in the hiring process, City staff is awaiting the program agreement from the County. The City Council expressed interest in the Santa Clara County Mobile Crisis Response Team (MCRT) model and inquired of what such a model could look like for Palo Alto. Mobile Crisis Response Teams screen and assess crisis situations over the phone and intervene wherever the crisis is occurring for individuals that exhibit mental health symptoms. They provide an immediate response and deliver crisis intervention services at locations throughout the County. Teams are made of up licensed clinicians and therapists with training and expertise in crisis response. The teams function outside of law enforcement but work collaboratively with law enforcement when needed. This program already exists within Santa Clara County and can be utilized in Palo Alto by any member of the public without any additional resources from the City of Palo Alto. Attachment A provides a one-page flyer about the program which is also available on the County’s website (https://www.sccgov.org/sites/bhd/Services/Pages/mobile-crisis- response-team.aspx). The City could further share the resource information about the County’s program to amplify this existing program. For both PERT and MCRT, the City will work with Santa Clara County on implementation. The City Council also asked about Eugene, Oregon’s CAHOOTS (Crisis Assistance Helping Out On The Streets) model and Denver, Colorado’s STAR (Support Team Assisted Response) response team program. Each of those programs provide nonpolice resources, such as social workers, to be dispatched to certain non-violent calls-for service. These programs offer an additional resource and are very resource intensive to establish. Based on discussions with the City Council and ad hoc committees, staff recommends that the City Council provide the following direction: a) Direct staff to work with Santa Clara County on implementation of participation in the Santa Clara County Psychiatric Emergency Response Team (PERT) program and the Mobile Crisis Response Teams (MCRT) program and to return to the City Council with any necessary agreements for program participation. City of Palo Alto Page 7 4. Ask staff to develop a policy on timing and circumstances of records release of disclosable investigations There has been discussion around when records are released related to use of force situations with the Palo Alto Police Department that fall within the parameters of Senate Bill (SB) 1421 and Assembly Bill (AB) 748. Based on discussions with the City Council and ad hoc committees, staff recommends that the City Council provide the following direction: a) Direct staff to develop/update a policy on the timing of records release related to investigations that qualify for public disclosure under SB 1421 and AB 748. 5. Expand the duties of the IPA beyond the current scope of officer involved shootings (OIS), taser use, and complaints The City’s Independent Police Auditors (IPA), Michael Gennaco and Stephen Connolly of Messers Gennaco and Connolly provide audit services for the City for officer involved shootings, use of force complaints, and any taser use. The City’s dedicated webpage that hosts information about the Independent Police Auditor work is online at: https://www.cityofpaloalto.org/gov/depts/pol/auditor.asp. The City Council expressed interest in adding additional types of cases to the list of those reviewed by the City’s IPA. Based on discussions with the City Council and ad hoc committees, staff recommends that the City Council provide the following direction: a) Direct staff to amend and expand the current Independent Police Auditor’s (IPA) scope of services to include all administrative use of force reports where a baton, chemical agent, TASER, less-lethal projectile, canine, or a firearm is applied, and all cases where the subject’s injuries necessitate any treatment beyond minor medical treatment in the field. b) Direct staff to maintain an every six (6) months schedule for IPA reports to City Council containing reviews ready at the time of the report; and for the IPA to provide an audit workplan to the City Council for approval. 6. Ask staff to prepare an annual report on Revised Use of Force Investigation which includes de-escalation Presently, staff provides a report to the City Council with each IPA report called the Supplemental Report (submitted as a cover memo to each IPA report). It includes information on the Personnel and Human Resources Matters Involving Sworn Officers, and Informal Inquiry Reports (IIRs) Statistics. The most recent report to the City Council was in March 2020. The report is online at: https://www.cityofpaloalto.org/civicax/filebank/blobdload.aspx?t=61887.82&BlobID=75 662. The City Council ad hoc committees expressed interest in adding use of force to the Supplemental Report. The information to include would look similar to the Use of Force City of Palo Alto Page 8 Memo which was included in Transmittal #3 released to the City Council in the fall: https://www.cityofpaloalto.org/civicax/filebank/blobdload.aspx?t=51654.01&BlobID=78 257. Based on discussions with the City Council and ad hoc committees, staff recommends that the City Council provide the following direction: a) Direct staff to include use of force information to the regular Supplemental Report submitted to the City Council as a cover memorandum to each IPA report. 7. Incorporate police reform into legislative priorities for 2021 The City Council closely tracked the recent state legislation related to changes in policing policies at a state level. Some of the bills of interest passed and were signed by the Governor and others were not. The City Council ad hocs have expressed interest in continuing to follow the legislation and to weigh in where appropriate. Based on discussions with the City Council and ad hoc committees, staff recommends that the City Council refer this legislative priority input to the Policy and Services Committee who will be discussing the City’s legislative priorities in December 2020. 8. Send all citywide practices and policing practices work to the Policy and Services Committee for next year to focus on diversity and inclusion more broadly When the City Council voted in June 2020 to establish ad hoc committees to further explore different aspects of the City’s race and equity work, the Council stated that the ad hoc committees would be temporary. As the ad hoc work progresses, the question has emerged of how the work will continue beyond the actions taken in the coming months of 2020. Some ideas offered have been the following: Assignment of the Citywide Practices work to the standing City Council Policy and Services Committee. This recommendation came from the Citywide Diversity and Inclusion Ad Hoc committee in recognition that the Citywide Diversity and Inclusion work is ongoing and will be incorporated into citywide functions and operations going beyond just this year. The Diversity and Inclusion Ad Hoc committee has been working on a timeline which could be used as a starting place for the City Council Policy and Services Committee to continue to work in 2021 working towards an equity work plan. The City Council could also consider having the Policy and Services Committee also work on the Policing Practices. Alternative ideas include assignment of the Policing Practices to a blue-ribbon commission on policing, a City Council Committee of the Whole, or a City Council public safety committee. If the City Council pursued a blue-ribbon commission on policing, the City Council would need to determine the specific composition and structure of such a group. City of Palo Alto Page 9 Staff recommends that the City Council provide the following direction: Refer all race and equity work to the Policy and Services Committee for citywide diversity and inclusion practice areas and policing practice areas. 9. Follow up related to the upcoming negotiations for the Memorandum of Agreement with the Palo Alto Peace Officers’ Association Through discussions with the City Council ad hoc committees, transparency, accountability and equity were reaffirmed as priority labor principles to guide the next series of negotiations with Police Department Unions. Currently, the Palo Alto Peace Officers’ Association has a closed contract which is in effect until June 30, 2022. Staff recommends that the City Council direct staff to return in the fall of 2021 with parameters, proposals, and strategies prior to engaging in negotiations. 10. Rewarding desired culture in the police department and surveys and workforce demographic information The City Council and ad hoc committees have emphasized that it is important to honor the very important work done by the police department and to find ways to amplify the positive behavior and culture within the department. The ad hocs have also pointed out an interest in assessing staff and understanding baseline demographic information for the City organization (including the Police Department). Based on this feedback and the draft workplan for the Citywide Diversity and Inclusion ad hoc, staff recommends that the City Council direct staff, in coordination with the City’s overall diversity and inclusion efforts, to conduct a workforce demographic assessment as baseline information and to pursue an employee assessment to measure City workforce culture. Other research requested by the City Council at the October 26 meeting: 1. Information on the annual police officer performance evaluations At the October 26 City Council study session, the City Council asked for information on annual police officer performance evaluations. The Police Department’s employee performance evaluation system is designed to record work performance for both the Department and the employee, providing recognition for good work and developing a guide for improvement. Evaluation reports cover a specific period and are based on the documented employee performance during that time period. The evaluation report is intended to serve as a guide for work planning and review by the supervisor and employee and gives supervisors a way to create an objective history of work performance based on job standards. The Department evaluates employees in a non- discriminatory manner based upon job-related factors specific to the employee’s position and uses several categories to accomplish this. Such categories include, City of Palo Alto Page 10 performance of duties, problem solving, community interaction, communication skills, teamwork, and commitment to organizational mission and goals. Additional Race & Equity Work In addition to the ongoing work related to the recommendations from the ad hoc committees, there continues to be progress on other City Council race and equity priorities, including: 1. The City and SRTS Partnership recognize that supporting healthier school commutes can mitigate challenges by enabling all students access to the healthy and active school commutes. To meet the goals of their 5 Year Work Plan, SRTS Staff are developing an Equity Action Plan. In undertaking this process, they are building out essential community partnerships by advancing the many engagement activities. A few are: • Staff conducted 3 meetings with a PAUSD School and Family Engagement Specialist and the Municipal Operations and Transportation Coordinator to identify physical distancing related concerns on school buses. City staff proposed creating a “Bike Train Pilot” to mitigate these concerns by creating an inclusive volunteer-supported program to encourage older elementary and secondary students to actively commute via the Bike and Pedestrian Overcrossing. • On November 19, staff will host a PAUSD all-Spanish language Safe Routes to School Workshop to build community support among PAUSDs English Language Learner Community, to engage more diverse parent leadership in their monthly City School Transportation Safety Committee meetings, and to share educational information about the health benefits of physically distanced walking and bicycling. • Staff held two equity focused CSTSC discussions to assess PTA support and considerations around hosting diversity trainings within their Transportation leadership group to generate awareness of local and regional transportation equity and justice questions and concerns. 2. Planning for a Library chat with local Stanford Faculty and resident Dr. Jennifer Eberhardt on her book “Biased.” This is forthcoming in December. Stakeholder Engagement Engaging the community at large to provide feedback for the City’s Race and Equity strategy has been a priority throughout this process as shown in the Framework. The City continues to engage the community through a series of Race and Equity conversations. Updates on the City’s efforts can be found on the Race and Equity webpage on the City website (www.cityofpaloalto.org/raceandequity). Resource Impact Fiscal impact is currently unknown at this time. At least three of the above recommendations would require new resources and others could entail a realignment of existing resources to prioritize this work. Significant staffing resources have been dedicated to this work and future resource impacts are dependent on the actions and direction approved by the City Council. The goal is to incorporate the equity work into the City’s regular operations to reflect the City Council’s commitment to the values of diversity and inclusion. City of Palo Alto Page 11 Environmental Impact This is not a project under Section 21065 for purposes of the California Environmental Quality Act (CEQA). Attachments: • Attachment A: SCC MCRT Flyer Behavioral Health Services Department Mobile Crisis Response Teams Santa Clara County residents can call 1-800-704-0900 Monday- Friday 8am to 8pm, selecting option #2 to request a Mobile Crisis Response Team. Mobile Crisis Response Teams screen and assess crisis situations over the phone and intervene wherever the crisis is occurring. They provide an immediate response and deliver crisis intervention services at locations throughout the county. These teams respond to individuals in crisis that exhibit mental health symptoms, may be suicidal or at-risk and need an evaluation for psychiatric hospitalization. Teams are made of up licensed clinicians and therapists with training and expertise in crisis response. Mobile Crisis Response Teams work closely with law enforcement, crisis hotlines, the community and family members. The services they provide include crisis screening, intervention, de-escalation services, and connect or refer people to community resources. The Mobile Crisis Response Teams are available Monday-Friday from 8 am to 8 pm. If a person is experiencing a mental health crisis outside those hours, call the same number — 1-800-704-0900. A clinician is available 24/7 to assess the situation and connect the caller to appropriate services. Over 200 languages are available through a language service line. Mobile Crisis Response Teams increase the response by the County of Santa Clara Behavioral Health Services Department to mental health emergencies. Mobile Crisis Response Team Call 1-800-704-0900 Monday-Friday, 8am to 8pm Select option #2 Suicide & Crisis Hotline 1-855-278-4204 Or text RENEW to 741741 Available 24/7, free & confidential City of Palo Alto (ID # 11565) City Council Staff Report Report Type: Action Items Meeting Date: 11/16/2020 City of Palo Alto Page 1 Summary Title: 788 - 796 San Antonio Road & San Antonio Road Corridor Title: PUBLIC HEARING / QUASI-JUDICIAL / LEGISLATIVE. 788 San Antonio Road [19PLN-00079]: The City Council Will Consider: 1) Adoption of a Resolution Certifying a Final Environmental Impact Report (EIR), Making CEQA Findings Including a Statement of Overriding Considerations, and Adopting a Mitigation Monitoring and Reporting Plan; 2) Adoption of a Resolution Amending the Comprehensive Plan; 3) Adoption of a Zoning Ordinance: a) Expanding the Housing Incentive Program to San Antonio Road, and b) Amending Definition of Gross Floor Area and Amending Retail Preservation for Housing; 4) Approval of a Tentative Map for a Condominium Subdivision; 5) Approval of a Variance to a Special Setback; and 6) Approval of Major Architectural Review for 102 Dwelling Units, a 1,800 Square Foot Commercial Space and two Basement Levels of Parking (Continued From November 9, 2020) From: City Manager Lead Department: Planning and Development Services Recommendation Staff recommends that the City Council take the following actions: 1. Adopt a Resolution certifying the Final Environmental Impact Report, adopting California Environmental Quality Act (CEQA) findings, a Statement of Overriding Considerations and a Mitigation, Monitoring and Reporting Program (Attachment B); 2. Adopt a resolution amending Comprehensive Plan Land Use Element Program L2.4.1 (Attachment C); and 3. Introduce an Ordinance approving text amendments to the Palo Alto Municipal Code Title 18 (Attachment D); 4. Adopt a Record of Land Use Action approving the requests for a Tentative Map, Variance and Architectural Review based on findings and subject to the conditions of approval (Attachment E) City of Palo Alto Page 2 Executive Summary The applicant is Ted O’Hanlon for 788 SAPA Land LLC. The proposal is to demolish the two existing buildings on two parcels located at 788 – 796 San Antonio Road and construct a four- story mixed-use building with two underground parking levels. The project includes 102 dwelling units and approximately 1,800 square feet of ground floor retail space. The site’s current zoning (Commercial Services - CS) development standards do not allow for the building and number of dwelling units as proposed. The applicant therefore requests zoning text amendments. The amendment would apply the Housing Incentive Program (HIP) to the subject property, and as recommended by staff, 16 other properties zoned CS between Middlefield Road and East Charleston Road (9.54 acres), collectively described as the “Program Area.” The HIP process currently enables development having a floor area ratio (FAR) up to 1.5:1 in the CS zone along El Camino Real. The HIP also provides for a waiver of the lot coverage requirements among other incentives to encourage additional housing. As proposed, the HIP for the Program Area would enable an FAR of 2.0:1 and implementation of the mixed-use project, which is comparable to the HIP within the CC(2) zone. The applicant requests approval of the following: 1. Comprehensive Plan Amendment to Program L2.4.1; 2. Zoning Text Amendment for the expansion of the HIP and other amendments; 3. Tentative Map for a one-lot condominium subdivision; 4. Architectural Review; and 5. Variance for protrusion into the Special Setback along San Antonio Road. One of the existing buildings proposed for demolition was constructed in 1953 and is eligible for listing on the California Register of Historic Resources. The loss of this potential resource cannot be mitigated and required the preparation of an Environmental Impact Report (EIR) and adoption of a Statement of Overriding Considerations (SOC). A SOC is a document that identifies the significant environmental impact of the project and project benefits that are seen to outweigh these impacts; the SOC is required for project approval along with certification of the EIR. The Draft EIR was circulated for public comments between July 31, 2020 and September 14, 2020. A Final EIR for the project includes the Draft EIR, revisions to the Draft EIR, responses to comments, and the Mitigation, Monitoring and Reporting Program for the Council’s consideration. The project was subject to seven public hearings described in greater detail in the Background section of this report. Notably, the project was the subject of two Pre-Screening meetings with the City Council (October 2018 and May 2019). The Planning & Transportation Commission (PTC) conducted a public hearing on August 12, 2020 and recommended approval of the project. The Architectural Review Board (ARB) conducted a public hearing on August 20, 2020 City of Palo Alto Page 3 and recommended approval of the project. The purpose of this report is to summarize the background, the key issues and policy implications of the project and facilitate the City Council’s consideration of the project requests. Background The applicant proposes a primarily residential, mixed-use development on a site that includes two lots. To implement the project, the applicant seeks approval of the following: • An amendment to the Comprehensive Plan; • Amendments to the Zoning Code; • Merging the existing lots and creating a one-lot condominium subdivision; • A variance for a pedestrian ramp; and • An Architectural Review application. Development Component The project is the redevelopment of an approximately one-acre property located at the intersection of San Antonio Road and Leghorn Street. The applicant proposes a mixed-use building with ground floor retail and 102 upper floor residential units (32 studios, 66 one- bedroom units and four two-bedroom units). Of those units, 16 (15%) are proposed to be restricted to BMR households. The four-story, mixed-use building would be 49’-5” in height. A two-level basement garage would include 126 vehicle spaces, trash room, and elevator/stairwells. The required bicycle parking is proposed at grade within the lobby and outside of the commercial space in a secured area. The applicant also requests a Variance for a proposed pedestrian ramp that would encroach into the 24-foot special setback along San Antonio Road. This ramp would provide primary access to the building. The project includes a Tentative Map to create an airspace condominium subdivision, creating individual residential/commercial space for sale. Parcel 1 of the condominium includes the commercial space, parking garage, and common areas, and Parcel 2 includes 102 residential units. While the applicant intends to record the Final Map, pay applicable impact fees, and construct the building to condominium code, the applicant has stated that it intends to initially offer the condos for rent. At a later date, the owner may decide to sell the units. The existing buildings at 788 and 796 San Antonio Road are 6,200 square feet and 11,600 square feet, respectively. Of that, 5,897 square feet is occupied by a commercial recreation use (martial arts studio), which is considered “retail/retail-like.” These buildings would be demolished to accommodate the project. The proposed residential FAR is 1.95:1 (84,812 square feet) and the non-residential FAR would be 0.04:1 (1,800 square feet). The total proposed FAR for the project is 2.0:1 (86,614 square City of Palo Alto Page 4 feet). The 1,800 square feet of retail space would be located on the ground floor at the street corner. This space would have a floor to ceiling height of 12 feet. Pedestrian access to the retail space would be provided from both the San Antonio Road and Leghorn Street frontages. The applicant proposes 16 of the dwelling units to be Below Market Rate (BMR) consistent with Palo Alto Municipal Code (PAMC) requirements (See Condition of Approvals #1 through #3 within Attachment E). The project plans feature a contemporary design using a combination of traditional and contemporary materials including smooth stucco, cement fiber panels, Corten steel panels, redwood elements, aluminum framed windows and curtain wall systems. At the north and south ends of the building along San Antonio Road, the building design includes a full curtain wall window system. The main pedestrian entry to the building along San Antonio Road includes an accentuated entry element. The rear of the building has alternating brick and painted stucco facades. The overall mass of the building is broken up by balconies, change of materials, and variation in colors. The vehicular entry to the basement parking facility is accessed from Leghorn Street. In addition to providing parking areas, the basement would include 1,346 square feet for trash rooms. The building is designed to have an open, central courtyard area over the podium deck, a large first floor lobby area fronting San Antonio Road, and a covered, common deck on the fourth floor facing San Antonio Road. Adjacent to the lobby area would be a secured area containing the majority of the bicycle parking spaces for the project. The remaining bicycle parking spaces would be located on the plaza area outside of the retail space, for short-term users. Each unit would provide access to its own balcony enabling views either away from the building or into the interior courtyard. Sixteen trees were surveyed for the project. Nine are street trees, three are adjacent, off-site trees; the remaining four trees are on the project site. Thirteen trees are considered protected. Three protected street trees are proposed for removal to accommodate the Leghorn street frontage realignment that includes a wider sidewalk. A fourth tree (Raywood Ash Tree) is proposed to be removed given its poor health (shown on plan sheets T-2 and AR-1). Protected trees lost by the development will be replaced in accordance with the City’s tree technical manual. Proposed landscaping includes street trees, interior trees, shrubs, ground cover, and vines. Accompanying the vegetation would be hardscape in the form of walkways or paved areas. The plaza areas would feature colored concrete and stamped patterns providing a connection to the site’s previous user. The applicant proposes to place a pedestrian ramp within the 24-foot special setback along San Antonio Road. The ramp would protrude 14 feet into the setback, leaving 10 feet clear to the City of Palo Alto Page 5 property line. The ramp would provide the primary access to the building and would be the only accessible ramp for persons with disabilities. There is a secondary pedestrian access proposed on the Leghorn Street side that includes steps. Therefore, a Variance is requested for the ramp protrusion into the setback. Attachment E is the draft Record of Land Use Action for Council action on the Architectural Review, Tentative Map and Variance applications. Comprehensive Plan Amendment To implement the Applicant’s project, a Comprehensive Plan (Plan) amendment is necessary and proposed to eliminate an inconsistency. The project is subject to several Plan goals, policies and programs. On balance, the project is consistent with the Comprehensive Plan, except for Program L2.4.1 that implements Policy L- 2.4. • Policy L-2.4 Use a variety of strategies to stimulate housing, near retail, employment, and transit, in a way that connects to and enhances existing neighborhoods. o Program L2.4.1 Amend the Housing Element to eliminate housing sites along San Antonio Road and increase residential densities in Downtown and the California Avenue area to replace potential units from the sites eliminated. Attachment C is the Resolution for the Comprehensive Plan Amendment. Zoning Amendment To implement the Applicant’s project, a zoning amendment request is necessary and proposed. The applicant requests Council amend the Zoning Code language to allow for application of the HIP to the site. Further, staff requests considering extending the HIP beyond the subject property, to CS zoned properties fronting the east side of San Antonio Road between Middlefield Road and East Charleston Road. Collectively, these 18 parcels (including the development site) encompass 9.54 acres, referred to as the “Program Area.” The zoning amendment request would specifically include the following: • Extend housing incentives to the subject property and more broadly to CS zoned properties on the east side of San Antonio Road between Middlefield Road and East Charleston Road (except 705 San Antonio, which is not on the east side), including: o Establishing an HIP that includes a waiver to allow up to a 2.0:1 FAR for housing projects and changes to lot coverage restrictions; o Eliminating maximum housing density requirements; o Allowing rooftop gardens to count towards required open space; o Excluding the first 1,500 square feet of retail or retail-like floor area from parking City of Palo Alto Page 6 requirements; • Amend the citywide definition of gross floor area to exempt certain areas in subterranean parking facilities from inclusion in gross floor area/FAR; and • Amend the citywide retail preservation requirements to modify the standard for a waiver from the retail preservation ordinance, to allow exceptions for certain housing projects. Based on the potential yield for density, the Program Area could yield 818 dwelling units, including the development project. Attachment D is the Draft Ordinance for the zoning text amendments. Project Timeline The project has been the subject of several prior public hearings, including two pre-screenings with the City Council, a Scoping Meeting and a project review meeting with the PTC, and three ARB hearings. In addition, the applicant facilitated a community meeting that was open to the public. Following the summary of the staff report links, this section discusses the timeline leading to the subject of this report to the City Council regarding the overall consideration of the applicant’s request. Summary of Prior City Public Hearings and Staff Reports Hearing Meeting Date Staff Report Link City Council: October 15, 2018: May 20, 2019: tinyurl.com/788-San-Antonio-10-5-2018 bit.ly/788SA2ndPrescreening PTC: September 11, 2019: August 12, 2020: tinyurl.com/788-San-Antonio-PTC-9-11-2019 bit.ly/788SanAntonioPTCAugust122020 HRB: None ARB: August 15, 2019: January 16, 2020: August 20, 2020: bit.ly/2OWv9qW tinyurl.com/788-San-Antonio-ARB-1-16-2020 tinyurl.com/788-San-Antonio-ARB-8-20-2020 First Council Pre-Screening (October 15, 2018) The Council held a prescreening study session to consider a conceptual state-density bonus project that would have required a zone change for the subject property from the current CS zoning to RM-40. Fifty-four (54) housing units were proposed including eight below market rate units (BMR) in a four-story building. The site contains approximately 12,000 square feet of existing retail or retail-like uses that the City’s codes required to be incorporated into a new project, if the site were redeveloped under commercial zoning. With the zone change, the retail City of Palo Alto Page 7 preservation requirement would not apply. In its prescreening review, however, Council encouraged the applicant to incorporate a retail or retail-like component into a future project. After the October 2018 Council meeting, the City adopted zoning code amendments with the intent of making housing projects more attractive to developers and to advance the City closer to its goal of adding 300+ housing units each year. These Housing Incentive Program (HIP) amendments did not extend to San Antonio Road. The applicant submitted the project application on March 5, 2019. Since the application request was different than the prior request, staff scheduled a subsequent prescreening study session with the City Council. Second Council Pre-screening (May 20, 2019) The applicant presented to Council a version of the project with 64 dwelling units, as a prescreening request for zoning amendments. This iteration of the project included 1,730 square feet of ground floor retail and 10 BMR units. Discussion at the meeting centered on the appropriateness of having housing along the San Antonio Road corridor and at more intense levels closer to a 2.0:1 Floor Area Ratio (FAR). At that meeting, some members of the City Council expressed interest in applying the HIP along the San Antonio Road corridor between Middlefield Road and East Charleston Road; this discussion is captured on pages 5-12 of the Council meeting minutes1. First Architectural Review Board Meeting (August 15, 2019) The Architectural Review Board (ARB) reviewed the project. The plans the ARB reviewed was for 102 dwelling units, including 16 BMR units and 1,780 square feet of ground floor retail, and a single level basement with vehicle stackers. The proposed residential FAR is 1.93:1 (84,175.3 square feet). The proposed non-residential FAR would be 0.04:1 (1,779.5 square feet). The total FAR for the project is 1.97:1 (85,954.8 square feet). The ARB provided feedback on ways to make the project more consistent with the Architectural Review findings. The ARB review was captured in meeting minutes2 and is viewable here (https://tinyurl.com/788-San-Antonio-8-15- 19Video). First Planning & Transportation Commission Meeting (September 11, 2019) The Planning and Transportation Commission (PTC) conducted a public hearing/scoping hearing to hear comments regarding the scope of the Environmental Impact Report (EIR). Meeting minutes3 capture the discussion from the public and the PTC. 1 May 20, 2019 Council meeting minutes: https://www.cityofpaloalto.org/civicax/filebank/blobdload.aspx?t=71027.62&BlobID=72705 2 August 15, 2019 ARB meeting minutes: https://www.cityofpaloalto.org/civicax/filebank/documents/73613 3 September 11, 2019 PTC meeting minutes: https://www.cityofpaloalto.org/civicax/filebank/documents/74497 City of Palo Alto Page 8 Second Architectural Review Board Meeting (January 16, 2020) The ARB provided feedback on the project design, captured in meeting minutes4 and a video of the ARB meeting is viewable here: https://tinyurl.com/788-San-Antonio-1-16-20Video. The recommendations were suggested to make the project more consistent with the Architectural Review findings. Release of Draft Environmental Impact Report The Draft EIR for the project was released on July 31, 2020 for public comment in accordance with the California Environmental Quality Act (CEQA). The comment period was a 45-day period commencing on September 14, 2020. The Draft EIR considered the recently adopted CEQA thresholds regarding transportation impacts on the environment by evaluating Vehicle Miles Travelled (VMT). Applicant’s Community Meeting (August 6, 2020) The applicant facilitated a community meeting on-line, to discuss the current project; comments were provided by those that attended the online meeting. Second Planning & Transportation Commission Meeting (August 12, 2020) The PTC reviewed the project including the Comprehensive Plan program amendment, Zoning text amendment, Tentative Map and Variance. Notable changes to the project include the provision of a second level for the basement and elimination of the vehicle parking stackers. The project does not include any parking reduction for the development project. The PTC’s review of the project was captured in meeting minutes5 and is the video is viewable here https://tinyurl.com/788-San-Antonio-8-12-20Video. In summary, public comments included concerns about traffic, groundwater, bicycle safety, and comments in support of the project. The PTC recommended approval of the project and recommended that the project: • Provide a robust Transportation Demand Management (TDM) document; • Consider intersection improvements at San Antonio Road and Leghorn Street; and The PTC also recommended that Council consider creating a corridor plan along San Antonio Road linking land use and transportation issues. Third Architectural Review Board Meeting (August 20, 2020) The ARB reviewed the Architectural Review application, project plans and draft approval findings. The ARB’s review of the project was captured in meeting minutes6 and the video is 4 January 16, 2020 ARB meeting minutes: https://www.cityofpaloalto.org/civicax/filebank/documents/75702 5 August 12, 2020 PTC meeting minutes: https://www.cityofpaloalto.org/civicax/filebank/blobdload.aspx?BlobID=78342 6 August 20, 2020 ARB meeting minutes: City of Palo Alto Page 9 viewable here https://tinyurl.com/788-San-Antonio-8-20-20Video. The ARB recommended approval of the project with conditions that the project address eight design items with an ARB Subcommittee. Those issues to be addressed include: • Reconsider Corten steel material and/or provide additional details; • Consider substitution for Redwood or provide more information on the life cycle of maintenance; • Reconsider bright white paint color with earth tone color; • Consider making the “ribbon” element a uniform thickness; • Consider making the corner (Leghorn/San Antonio) more visually architectural. Consider adding relief through changing materials; • Consider locating the bicycle wash facility in the basement; • Review the use of Blue Oak trees with Urban Forestry staff; and • Consider an alternative to the vertical window in the stairwell. Discussion With adoption of the proposed legislation requests, the proposed development at 788 – 796 San Antonio Road would comply with all applicable plans, policies and regulations, as described further below. In addition, future developments could take advantage of the HIP expansion. Neighborhood Setting and Character The Development Site The one-acre site includes two parcels and two, one-story commercial/light industrial buildings. The structure at 788 San Antonio Road is considered eligible for listing on the California Register of Historical Resources (California Register). The property is associated with the long-term operation of the California Chrysanthemum Growers Association, a Japanese flower growers’ cooperative that commissioned construction of the building in 1953. The structure at 790-796 San Antonio Road, was built in 1967. According to the Historic Evaluation conducted by Page & Turnbull (June 2020), under a contract with the City of Palo Alto, the structure does not meet the criteria for eligibility. Program Area The Program Area includes the San Antonio Road corridor between Middlefield Road and East Charleston Road. The Program Area includes 18 parcels zoned CS encompassing 9.54 acres. The eastern boundary of the program area borders the City of Mountain View. With the exception of one parcel, 705 San Antonio Road, all of the parcels in the Program Area are located on the east side of San Antonio Road. San Antonio Road is 80 feet wide from curb to curb and includes four lanes and a landscaped https://www.cityofpaloalto.org/civicax/filebank/documents/78571 City of Palo Alto Page 10 median with left turn pockets. The corridor includes detached sidewalks that are five-feet wide. A new 300 room hotel project is currently under construction at 744 San Antonio Road. This was approved with a 2.0:1 FAR and represents a similar scale project as the proposed project. There is a 24-foot special setback along San Antonio Road and a 15-foot special setback along Leghorn Street, which could be used to accommodate additional bike facilities in the future. To the west of the project and across San Antonio Road are is the Greenhouse development consisting of 228 condominium housing units within three-story, multi-family buildings on the 15-acre site. The Greenhouse buildings are located over 150 feet from the project site. The project site is adjacent to and within the vicinity of several one-story commercial buildings. These low-rise commercial developments currently predominate along the San Antonio Road corridor. The area is gradually being re-developed with buildings that rise to the maximum 50- foot height limit. Another notable development, the Taube Koret Campus for Jewish Life (TKCJL) Planned Community has a similar mass and height. TKCJL is located at the intersection of San Antonio Road and East Charleston Road, adjacent to the Altaire housing development. Consistency with the Comprehensive Plan, Area Plans and Guidelines The Comprehensive Plan contains the City’s policies on land use and community design, transportation, housing, natural environment, safety, business and economics, and community services, otherwise known as “elements” of the Plan. Its policies apply to both public and private properties. Its focus is on the physical form of the city. The Plan is used by the City Council and the PTC to evaluate land use changes. It is used by citizens and neighborhood groups to understand the City’s long-range plans and proposals for different geographic areas. The Plan also provides the basis for the City’s development regulations. Each “element” includes goals, policies and programs that are the essence of the Plan and provide a framework to guide decisions on a wide range of issues. A Goal is a general end towards which the City will direct effort. A Policy is a specific statement of principle or of guiding actions that implies clear commitmen. A policy is a general direction that a governmental agency sets to follow, in order to meet its goals and objectives before undertaking an action program. The Service Commercial land use designation is categorized as primarily commercial in nature but permits residential uses in appropriate locations. The subject application proposes a mixed- use project with a small proportion of retail to residential. The Multi-Family Residential designation exists on the west side of San Antonio Road, though it would be unique on the east side, designated Service Commercial from Middlefield Road to East Charleston Road. Housing Element The Housing Element (2014) of the Comprehensive Plan identifies the 788 San Antonio Road site as a housing inventory site (with a realistic yield of 11 units) along with other properties San City of Palo Alto Page 11 Antonio Road traverses the southern boundary of the City into the adjacent City of Mountain View. The 14 identified housing inventory sites along this corridor are located on the east side of San Antonio Road and are zoned CS. The Housing Element indicates that these sites would have a realistic yield of 155 units. The CS zone allows for multifamily housing at 30 dwelling units per acre as part of a mixed-use development. The parcels on the west side of San Antonio Road are primarily developed with single- and multi-family residential units, including The Greenhouse, with some commercial uses. The parcels on the east side of San Antonio Road, including the identified housing sites, are developed with non-residential uses interspersed with some multi-family residential developments. In addition, there are several Comprehensive Plan Programs and Policies that would be advanced by carefully implemented intensification of this corridor. However, one program, L2.4.1 in the Land Use Element of the Comprehensive Plan (2017-2030) indicates that the San Antonio Road Housing Inventory Sites should be removed in favor of concentrating residential density in the Downtown and California Avenue areas. The PTC recommends an amendment to Program L2.4.1 to ensure complete consistency in the following manner: Program L2.4.1 Amend the Housing Element to increase eliminate housing sites along San Antonio Road between Middlefield Road and East Charleston Road and increase residential densities in Downtown and the California Avenue area to replace potential units from the sites eliminated. When considering the Comprehensive Plan as a whole, the project and proposed zoning text amendments, are compatible with the objectives, policies, general land uses, and programs specified in the Plan. Zoning Compliance Staff performed a detailed review of the proposed project’s consistency with applicable zoning standards. A summary table is provided in Attachment F. This provides the context of the proposed project, compared with the existing zoning and the proposed development. Adoption of the proposed amendments described further in the following section would make the project consistent with the Zoning Code. Proposed Amendments The Zoning Code was amended in 2019 to provide incentives to produce additional housing units that are an alternative to using the Density Bonus code. These incentives were packaged as the Housing Incentive Program (HIP). In accordance with the City’s Comprehensive Plan, the HIP targets properties along El Camino Real and the Downtown and California Avenue areas. Specifically, the CS district properties along El Camino Real are eligible to use the HIP. The HIP includes several provisions that incentivize housing production. The proposed amendments City of Palo Alto Page 12 would further incentivize housing production, clarify and modify development standards, and add the San Antonio Road corridor. Housing Incentive Program Amendments The proposed amendments to the HIP would: • Allow up to 2.0:1 FAR for the Program Area, which is 0.5:1 FAR higher than what is allowed along El Camino Real for CS zoned properties. It would be the same FAR for CC(2) zoned properties elsewhere in the City and the same FAR as allowed for hotel uses. The Downtown allows up to 3.0:1 FAR. The 2:1 FAR is proposed within the Program Area due to the area’s greater height limits and the surrounding land uses. While there are residential properties across San Antonio Road, the immediate area does not have other sensitive land uses and abuts light industrial and commercial land uses in the City of Mountain View. • Apply development standards for building height and setbacks and other development standards; remove the 30 units per acre density limit. This would allow for the design of the site and buildings to provide the necessary aesthetic qualities to be consistent with the required Architectural Review Findings. • Allow rooftop garden area to count for up to 60% of the required open space. This would allow for some flexibility in design for projects. • Allow reduced parking for small retail. Exclude the first 1,500 square feet of ground- floor retail area from the retail parking requirement for residential mixed-use projects. The Development Project does not propose to utilize the parking exemption; however, it should be considered as part of the HIP for other potential projects within the Program Area. • Encourage 100% affordable projects. Extend same HIP provisions that support 100% affordable housing projects to the Program Area. The consideration of the HIP expansion is coming at a time when the City’s Regional Housing Allocation (RHNA) numbers are coming into focus. The proposed development project would represent a third of the City’s current annual housing production goals. The potential density from the remaining properties within the Program Area would only assist the City identifying other opportunity sites during the next Housing Element cycle. Gross Floor Area Definition The City uses the term ‘gross floor area’ (GFA) along with ‘floor area ratio’ to help regulate the size of buildings on property. The GFA definition states what is included and excluded from calculations of GFA. Basement parking facilities accessory to a permitted or conditionally permitted use on the same site are exempt from calculations of gross floor area (per PAMC 18.04.030 65(b)(i)) for this site, unless this space is deemed usable for commercial uses by the Planning Director. The term usable is broad and can lead to confusion among planners, City of Palo Alto Page 13 applicants, and the public. Staff proposes an amendment to the gross floor area definition for subterranean parking facilities that would exempt certain areas from the calculation. Currently, parking and drive aisle areas are exempt. As proposed, areas designed and required for electrical and fire equipment rooms, and other areas designated for similar purposes that do not increase the intensity of the use of the site would be exempted from floor area. This exclusion only applies to the minimum area needed for equipment rooms, and similar purposes to comply with current code requirements. These below-grade areas would not generate additional parking demand, nor directly add to the bulk of the building. Retail Preservation The purpose of PAMC 18.40.180, Retail Preservation, is to maintain the amount of retail or retail-like ground-floor space in the City. Providing retail space on sites is sometimes challenging for housing developers. During the May 20, 2019 Pre-screening meeting, the Council debated the issue. Council at the time appear amenable to some reduction in the retail requirement, but not a complete waiver or exemption for residential projects in zones where retail floor area is required. The project site includes 5,897 square feet of existing retail or retail-like space. The applicant proposes to build approximately 1,800 square feet of retail floor area and requests a partial exemption from the retail preservation ordinance, to exempt the remaining (approximately) 4,100 square feet of retail or retail-like space. For sites with substantially more retail or retail-like space, redevelopment for housing becomes less attractive for two primary reasons. First, it reduces the amount of floor area that can be dedicated toward housing units. Second, retail area must be parked at four spaces per thousand square feet, which adds to the project’s overall construction costs. The ordinance requires replacement of any ground floor retail or retail-like space permitted or operating as of March 2, 2015 with another retail or retail-like use. The ordinance notes two grounds for requesting a waiver or adjustments to the retail preservation requirements. These include “economic hardship” and “alternative viable active use”. Documentation is required to prove that these grounds have merit to warrant a waiver or adjustment. The bar to grant a waiver from the retail preservation ordinance is high. Staff proposes that Council amend the ordinance with a partial exemption from the retail preservation for residential high density (30 or higher units per acre) mixed-use projects on CS zoned properties. CS zoned properties typically cater to automobile-oriented commercial. The introduction of high density residential mixed-use projects would draw more pedestrian- oriented commercial businesses. Except for commercially zoned areas with a Ground Floor or City of Palo Alto Page 14 Retail combining district, the proposed waiver would allow the replacement of retail and retail- like uses with housing. Existing retail-like uses could be replaced with a minimum of 1,500 square feet of retail space. Summary of Key Issues In addition to the legislative and quasi-judicial aspects of the application, the City has received a number of other comments, which were generally grouped into the following areas: 1. Retail Preservation 2. Floor Area Ratio 3. Transportation 4. Parking 5. Groundwater Retail Preservation As early as the Pre-screening meetings, there were comments focused on preserving retail and including additional retail into the development project. At the time, one of the existing tenants of the site, Studio Kicks (martial arts facility) had concerns about the loss of the space. However, there have been no recent comments from representatives or users of Studio Kicks on the development proposal. It is understood that there are competing interests in having retail preservation and additional housing. As described in the “retail preservation” section, the transition to higher density mixed-use projects lends itself to pedestrian-oriented retail. This transition could also bolster the likelihood of more robust mobility options for the corridor, such as bicycle and transit facilities creating the type of synergy necessary for a successful high- density neighborhood. Floor Area Ratio (FAR) There were comments regarding the FAR during the PTC and ARB meetings. There was a suggestion that a 1.5:1 FAR would be more appropriate for the Program Area. That is also an alternative mentioned the project’s EIR. That alternative would result in a reduction of approximately 25% of the projected dwelling units. Concerns about the FAR being too massive was discussed but ultimately assuaged, since the City’s Architectural Review process and findings would ensure that projects are consistent and/or compatible with the surroundings. Transportation The City has expressed interest in locating high-density housing near transit. This project increases density, which requires consideration of bicycle and transit mobility options. The nearest Santa Clara Valley Transportation Authority (VTA) bus stops are located at Charleston and San Antonio Road, and on Middlefield Road and San Antonio Road. There is no bus service on San Antonio Road between Middlefield Road and Charleston Road. The site is within a five- to 20-minute bike ride of many major employers in the area and a nine- City of Palo Alto Page 15 minute ride to Caltrain. San Antonio Road includes a Class III facility (no bike lanes and shared with through traffic). Class II bicycle facilities are found on Middlefield and Charleston. San Antonio Road is congested at times. San Antonio Road is a designated truck route, where large trucks can get access to US 101. Placing more residential units within the Program Area would increase the demand for safe pedestrian and bicycle facilities and the development of a more complete street that accommodates all users such as vehicles, deliveries, pedestrians, and cyclists. Traffic reports associated with the project’s EIR indicates no significant traffic impacts to San Antonio Road. In addressing the concern regarding pedestrians and cyclists, the PTC included as part of their recommendation: • Consider intersection improvements at San Antonio Road and Leghorn Street (see Condition 22 in Attachment E); and • The Council consider a corridor plan along San Antonio Road linking land use and transportation issues (discussed further below). Parking Throughout the process, there were comments regarding parking provisions for the development project. Concerns included the use of vehicular stacking parking systems that could fail and any reductions in required parking that could result in residents parking in adjacent neighborhoods. In response to these concerns, the applicant added a second basement parking level and eliminated the vehicular stacking parking systems. The project now meets the City’s parking requirements, including parking the retail space entirely. Groundwater Several comments from the public noted concern about the construction of the basement for the project. There was increased concern when the project included an additional basement level. The project may require dewatering as part of the excavation construction. Palo Alto Municipal Code (PAMC) 16.28.155 addresses temporary construction-related dewatering. The code includes various regulations, not limited to but including (a) limitations on the time of year that dewatering may occur; (b) notification to neighboring properties of the dewatering; and (c) fill stations allowing water to be used by neighboring properties. Following the City’s code requirements would ensure that construction activities involving dewatering would have minimal impact on surrounding areas. Policy Implications The proposed project supports the City’s efforts to implement goals and policies outlined in the recently adopted Comprehensive Plan, focusing on addressing what Council has identified as three key priorities for the community this year: housing, sustainability and mobility. City of Palo Alto Page 16 Housing Goals and programs outlined in the Housing Element encourage housing within proximity to public transit, employment opportunities, and commercial areas, as well as a range in types of units to support the City’s fair share of the regional housing needs. The HIP expansion would further these goals and programs. As noted, the site is within the vicinity of major employers and is situated within a commercial area. Public transit is also within the vicinity; however, with implementation of more residential dwelling units a corridor plan and exploring additional linkages to public transit is appropriate. The PTC recommends the Council consider such a plan. However, reduced staff and consultant resources and competing interests for reduced fiscal spending may require this initiative be postponed. Sustainability The project includes a TDM plan. As conditioned, the TDM plan shall include robust measures and strategies to achieve the goal of reducing single-occupancy vehicle trips to the project site by a minimum of 20% in conformance with the City’s Comprehensive Plan. The proposed project is anticipated to generate vehicle miles travelled (VMT) per resident at a rate below the impact threshold and VMT impacts attributable to the project are anticipated to be less than significant. Therefore, the project furthers the City’s sustainability goals. Mobility San Antonio Road is a designed truck route, a four-lane road with class III bicycle facilities. This corridor includes 24-foot special setbacks on both sides of San Antonio Road that could provide the area necessary to accommodate future mobility improvements. As conditioned, this project includes dedication of the area within the 24-foot special setback for future mobilty improvements. Implementation of a corridor plan that links the proposed land uses with transportation could improve mobility within the corridor. Resource Impact There are no fiscal or budgetary impacts to the City associated with this private development or the text amendments. The project is a cost-recovery project where the costs of processing the application, including the completion of the environmental review documentation are borne by the applicant. Timeline Following Council’s decision, if approved, a second reading of the Zoning Code Text Amendment Ordinance would follow in December. Stakeholder Engagement The PAMC requires notice of this public hearing be published in a local newspaper of general City of Palo Alto Page 17 circulation and mailed to owners and occupants of property within 600 feet of the subject property at least ten days in advance of a public hearing. Attachment H includes public comments and Attachment I includes a link to the Final EIR that contains response to public comments on the Draft EIR. Environmental Review The subject project has been assessed in accordance with the authority and criteria contained in the California Environmental Quality Act (CEQA), the State CEQA Guidelines, and the environmental regulations of the City. Specifically, the project requires the certification of an EIR. The EIR was prepared by Rincon under contract with the City. The EIR considers both the development project and the legislative amendments as a “Program EIR”. A “Program EIR” is an EIR that may be prepared on a series of actions that can be characterized as one large project. This EIR also has enough detail to evaluate the proposed development project. Notice of Preparation and Scoping Meeting Pursuant to CEQA, a Notice of Preparation (NOP) was posted for public comment on September 4, 2019 through October 7, 2019. The purpose of the NOP was to state that an EIR was being prepared for the project and to allow the public and other affected agencies to provide comment on topics that they thought should be covered by the EIR. This consultation period was for at least 30-days after the issuance of the NOP. The City received two written comments on the NOP and those were included in the Introduction section of the EIR for reference. A scoping meeting on the EIR was conducted on September 11, 2019 during a duly noticed PTC meeting. Verbal comments are summarized within the Draft EIR Table 1-2. Public Circulation The Draft EIR was circulated for public review between July 31, 2020 and September 14, 2020. Public comments on the Draft EIR were included in a Final EIR, which responds to each of the substantive comments received. The Final EIR was provided to commenters on October 30, 2020 and can be found in Attachment I. Potential Impacts Environmental impacts are physical impacts on the environment and are separated into either construction (temporary) or operational (longer-term and ongoing) impacts and evaluated based upon established thresholds of significance. If an impact is potentially significant, then mitigation measures are required to reduce that impact to a level of less than significant if feasible. The following were identified as potential significant impacts by topic that could be mitigated to less than significant: Air Quality, Biological Resources, Geology/Soils, Hazards/Hazardous Materials, Noise and Tribal Cultural Resources. City of Palo Alto Page 18 Cultural Resources Impact CUL-1. The project would result in demolition and removal of two existing single-story commercial buildings at 788 and 790-796 San Antonio Road. Due to its retained integrity, one existing structure at 788 San Antonio Road may be eligible for individual listing in the California Register of Historic Resources (California Register) and constitutes a historical resource for the purposes of CEQA. Therefore, impacts to historic resources for the 788 – 796 San Antonio development would be significant and unavoidable. Further, development in the rest of the program area under the HIP expansion could result in the demolition or modification of structures eligible for listing on the City’s Historic Inventory or California Register. The proposed development project would be required to implement mitigation measures, which would reduce significant direct impacts to the eligible historic resource to the extent feasible. Despite the implementation of these mitigation measures for the project, which include historic and photographic documentation and an interpretive website, the historic resource would be demolished and the impact to the 788 San Antonio Road property would not be reduced to a less-than-significant level under CEQA. Demolition by its nature is complete and total material impairment of the historical resource, and no feasible mitigation measures are available to mitigate the demolition of the CEQA historical resources to a less-than-significant level. The demolition of the eligible building results in an unavoidable significant impact that would require the City Council to adopt a Statement of Overriding Consideration (SOC), since there is no mitigation for a demolished building. For the balance of the program area, where demolition or modifications are proposed to structures over 45 years in age, a Historic Resources Evaluation shall be prepared to determine the structure’s eligibility on the local or State historic registers. Historic Listing Eligible Structure The building at 788 San Antonio Road was constructed in 1953. As noted in the Page & Turnbull 788 San Antonio Road Historic Resources Report (Appendix D of the Draft EIR), the building appears to be individually eligible for listing in the California Register under Criterion 1 (Events) for its association with the California Chrysanthemum Growers Association, a long-term representative of the importance of Japanese American floriculture and industrial cooperatives in the San Francisco Bay Area. This cooperative floriculture group provided Japanese American growers on the San Francisco Peninsula with shared access to growing technologies, shipping options, and stabilized markets from its founding in 1932 to the end of the twentieth century. The character-defining features of 788 San Antonio Road include the following features original to its 1953 construction: • Rectangular, one-story massing, including original building and 1958 eastern extension; City of Palo Alto Page 19 • Side- and cross-gabled roof element at west building façade; • Concrete masonry unit construction; • Multi-light steel-frame windows on north, west, and south façades; • Vehicle utility openings on south façade; • Wood-plank shelves below windows on west façade. The building at 788 San Antonio Road retains integrity to the degree necessary to appear eligible for individual listing in the California Register under Criterion 1 (Events) with a period of significance of 1953-2002. Final EIR The Final EIR consists of comments received by the Lead Agency on the Draft EIR during the public review period, responses to those comments, and necessary revisions to the text of the Draft EIR (Attachment I). In conformance with the California Environmental Quality Act (CEQA) and CEQA Guidelines, the Final EIR provides objective information regarding the environmental consequences of the proposed project. The Final EIR is intended to be used by the City and any Responsible Agencies in making decisions regarding the project. The CEQA Guidelines advise that, while the information in the Final EIR does not control the agency’s ultimate discretion on the project, the agency must respond to each significant effect identified in the Draft EIR by making written findings for each of those significant effects. According to the State Public Resources Code (Section 21081), no public agency shall approve or carry out a project for which an environmental impact report has been certified which identifies one or more significant effects on the environment that would occur if the project is approved or carried out unless both of the following occur: (a) The public agency makes one or more of the following findings with respect to each significant effect: (1) Changes or alterations have been required in, or incorporated into, the project which will mitigate or avoid the significant effect on the environment. (2) Those changes or alterations are within the responsibility and jurisdiction of another public agency and have been, or can and should be, adopted by that other agency. (3) Specific economic, legal, social, technological, or other considerations, including considerations for the provision of employment opportunities of highly trained workers, make infeasible the mitigation measures or alternatives identified in the environmental City of Palo Alto Page 20 impact report. (b) With respect to significant effects which were subject to a finding under paragraph (3) of subdivision (a), the City finds that specific overriding economic, legal, social, technological, or other benefits of the project outweigh the significant effects on the environment. Statement of Overriding Considerations (SOC) The Final EIR indicates that the Project would result in significant and unavoidable impacts which cannot be adequately mitigated through the adoption and implementation of feasible mitigation measures. Those impacts, along with mitigation measures to mitigate them to the extent feasible, are listed below as referenced in the Final EIR. Demolition of the eligible structure at 788 San Antonio Road represents a substantial adverse effect to a historical resource eligible for the California Register. No mitigation measure will completely reduce the impact of demolition to implement the project and there are no feasible project alternatives that would both completely avoid significant impacts or meet all of the project objectives as stated and discussed in the Final EIR, therefore statements of overriding consideration are necessary. As stated below and within the attached record of land of use action, statements that the City Council may modify to support adoption of the SOC: (1) The site is in an area that is in transition from low-intensity commercial development to higher-intensity commercial and mixed-use development. The area includes Housing Inventory Sites contained in the City’s Housing Element. Based on recent and current housing demand, the preservation and expansion of these opportunity sites are necessary for the City to meet current and anticipated Regional Housing Needs Allocation (RHNA) goals. The Housing Incentive Program (HIP) expansion allows for the project’s objectives to be met and the adaptive reuse of the historic structure cannot feasibly accommodate a mixed-use project and meet the project objectives. (2) Redevelopment of the site will include a mixed-use use project that would include local serving, pedestrian-oriented commercial and residential units. The approval of these residential units would represent one-third of the number of dwelling units established by the City in year for housing production. The project would be the catalyst for future mixed-use projects. There is a potential for the HIP to accommodate approximately 800 dwelling units in the program area. While the loss of the historic structure would result in a negative impact on the environment, this loss is outweighed by the benefit of the needed increase in the City’s housing stock, which will help in alleviating the current housing crisis. Attachments: City of Palo Alto Page 21 Attachment A: Location Map Attachment B: Resolution Making CEQA Findings with Statement of Overriding Considerations Attachment C: Resolution for Comprehensive Plan Amendment Attachment D: Ordinance Amending Title 18 of the Municipal Code Attachment E: Record of Land Use Action Attachment F: Zoning Comparison Table Attachment G: Applicant's Project Description Attachment H: Public comments up until 8-3-20 Attachment I: Project Plans and Environmental Impact Report 1 2 7 - 5 7 - 0 7 81 2 7 - 1 4 - 0 1 4 1 2 7 - 1 4 - 0 2 3 1 2 7 - 1 4 - 0 2 2 1 2 7 - 1 4 - 0 2 4 1 2 7 - 1 4 - 0 3 0 1 2 7 - 1 4 - 0 3 1 1 2 7 - 1 4 - 0 3 6 1 2 7 - 1 4 - 0 3 2 1 2 7 - 1 4 - 0 7 8 1 2 7 - 1 4 - 0 7 9 - 1 4 -7 0 8 01 2 1 2 7 - 1 4 - 0 5 0 1 2 7 - 1 4 - 0 4 2 1 2 7 - 1 4 - 0 4 3 1 2 7 - 1 4 - 0 4 8 1 2 7 - 1 4 - 0 4 7 1 2 7 - 1 4 - 0 4 6 0 4 5- 1 4 -1 2 7 40 41 4 --1 2 7 1 2 7 - 1 4 - 0 4 9 1 2 7 - 1 4 - 0 6 8 1 2 7 - 1 4 - 0 6 7 1 2 7 - 1 4 - 0 6 61 2 7 - 1 4 - 0 6 91 2 7 - 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0 2 - 0 1 0 FE R N E A V E N U E MID D L E F I E L D R O A D SU T H E R L A N D D R I V E SA N A N T O N I O R O A D KEA T S C O U R T MID D L E F I E L D R O A D SA N A N T O N I O R O A D BY R O N S T R E E T MAPLEWOOD P L A C E SU T H E R L A N D D R I V E FABIAN STREET SEMIN O L E W A Y MO N T R O S E A V E N U E SA N A N T O N I O R O A D LEGHORN STREET BIBBIT S D R I V E EAST CHARLESTON ROA D SA N A N T O N I O R O A D CO M M E R C I A L S T R E E T IN D U S T R I A L A V E N U E EAST CHARLESTON ROAD MA P L E WO O D AVENUE EAST C H A R L E S T O N R O A D 3924 3930 3928 3 9 7 4 772 39 7 9 39 7 3 3934 3940 9463 76 3 7 5 7 75 1 3945 3939 78 7 39 5 5 39 6 1 79 5 3951 3943 3949 39 4 8 3927 830 80 0 79 2 78 6 84 9 3977 80 1 3980 811 473 467 461 455 452 43 8 424 437 443 449 525 4190 4180 417 0 4160 690 415 2 4120 408 1 4073 406 1 408 0 4088 407 2 4064 405 6 4044 4049 4057 4037 725 717 4061 4049 4073 711 741 737 625 627 623 621 622 74 4 75 0 7 5 6 76 2 76 8 76 9 76 3 7 5 7 75 1 73 9 74 5 75 9 75 3 73 4 74 0 74 4 779 76 5 73 3 4123 4133 4118 41 3 4 412 6 415 4 639 637 633 633 629 631 620 62 4 62 6 62 8 63 0 634 632 638 636 642 640 4160 4158 415 4 4157 6994147 4145 414 9 415 1 4153 4155 4148 4150 4150 719 744 738 732 726 720 714 702 410 9 411 7 412 5 4103 411 3 4110 4102 708 749 707 713 725 731 737 743 712 718 726 708 704 700 4099 4096 765 4171 418 5 750 744 748 720 716 420 1 422 5 42 3 3 710 725 705 4151 760 794 798 796 792 790 786 780 774 768 762 756 750 77 5 7 7 4 779 785 788 780 796 7 7 0 773 767772 764 761 750 755 734 777 4017 4015 405 7 40 5 5 825 835 408 0 407 4 40 6 2 40 3 0 402 0 795 797 799 801 821 815 809 87 0 860 84 4 920 916 892 890 882 923 919 911 876 872 868 862 860 850 92 1 845 855 885 883 895897 961 904 906 089 914 918 922924926 10 0 1 762 780 840 91 0 824 816 814 810 808 800 796 788 94 1 864 858 407 7 870 874 3950 4156 4152 521 790 792 812 856 817 899 3997 708 569 925 CS CS(AD) CS CS(AD) PF PC-2711 CS RM-20 PC-1417 PC-4843 RM-20 R-2 CN This map is a product of the City of Palo Alto GIS This document is a graphic representation only of best available sources. 0'307' 788-796 San Antonio & Program Area CITY O F PALO A L TO IN C O R P O RAT E D C ALIFOR N I A P a l o A l t oT h e C i t y o f A P RIL 1 6 1894 The City of Palo Alto assumes no responsibility for any errors ©1989 to 2016 City of Palo Alto sahsing, 2019-09-05 10:35:38 (\\cc-maps\Encompass\Admin\Meta\View.mdb) Legend 788 San Antonio Program Area GM 1 Resolution No ______ Resolution of the Council of the City of Palo Alto Certifying the Final Environmental Impact Report for the Housing Incentive Program Expansion and 788 San Antonio Road Mixed-use Project Pursuant to the California Environmental Quality Act and Adopting the Mitigation Monitoring and Reporting Program and the Statement of Overriding Considerations The Council of the City of Palo Alto RESOLVES as follows: SECTION 1. Introduction and Certification. (a) The City Council of the City of Palo Alto ("City Council"), in the exercise of its independent judgment, makes and adopts the following findings to comply with the requirements of the California Environmental Quality Act ("CEQA"; Pub. Resources Code, §§ 21000 et seq.), and Sections 15091, 15092, and 15093 of the CEQA Guidelines (14 Cal. Code Regs., § 15000 et seq.). All statements set forth in this Resolution constitute formal findings of the City Council, including the statements set forth in this paragraph. These findings are made relative to the conclusions of the City of Palo Alto Housing Incentive Program Expansion and 788 San Antonio Road Mixed-use Project Final Environmental Impact Report (State Clearinghouse No.2019090070) (the "Final EIR"), which includes the Draft Environmental Impact Report ("Draft EIR"). The Final EIR addresses the environmental impacts of the implementation of the Housing Incentive Program Expansion and the 788 San Antonio Mixed-Use Project (the "Project", as further defined in Section 2(b) below) and is incorporated herein by reference. These findings are based upon the entire record of proceedings for the Project. (b) Mitigation measures associated with the potentially significant impacts of the Project will be implemented through the Mitigation Monitoring and Reporting Program described below, which is the responsibility of the City. (c) The City of Palo Alto is the Lead Agency pursuant to Public Resources Code section 21067 as it has the principal responsibility to approve and regulate the Project. Ted O’Hanlon on behalf of 788 SAPA Land, LLC is the Project applicant. 2 (d) The City exercised its independent judgment in accordance with Public Resources Code section 20182.l(c), in retaining the independent consulting firm Rincon Consultants, Inc. ("Rincon, Inc.") to prepare the Final EIR, and Rincon, Inc. prepared the Final EIR under the supervision and at the direction of the City's Director of Planning and Development Services. (e) The City, through Rincon, Inc., initially prepared the Draft EIR and circulated it for review by responsible and trustee agencies and the public and submitted it to the State Clearinghouse for review and comment by state agencies, for a comment period which ran from July 31, 2020, through September 14, 2020. As noted above, the Final EIR includes the Draft EIR. Comments were received and revisions were made to the Final EIR. (f) The City Council agrees with the characterization of the Final EIR with respect to all impacts initially identified as “less than significant” and finds that those impacts have been described accurately and are less than significant as so described in the Final EIR. This finding does not apply to impacts identified as significant or potentially significant that are reduced to a less than significant level by mitigation measures included in the Final EIR. The disposition of each of those impacts and the mitigation measures adopted to reduce them are addressed specifically in the findings below. (g) The Final EIR considers a reasonable range of potentially feasible alternatives, sufficient to foster informed decision making, public participation and a reasoned choice, in accordance with CEQA. (h) Based upon review and consideration of the information contained therein, the City Council hereby certifies that the Final EIR was completed in compliance with CEQA and reflects the City of Palo Alto's independent judgment and analysis. The City Council has considered evidence and arguments presented during consideration of the Project and the Final EIR. In determining whether the Project may have a significant impact on the environment, and in adopting the findings set forth below, the City Council certifies that it has complied with Public Resources Code sections 21081, 21081.5, and 21082.2. (i) Section 4 of the Final EIR shows all revisions which the Final EIR made to the Draft EIR. All references to the Draft EIR in these findings include references to all revisions to the Draft EIR made in the Final EIR. Having reviewed this section and the Final EIR as a whole, the City Council hereby finds, determines, and declares that no significant new information 3 has been added to the Final EIR so as to warrant recirculation of all or a portion of the Draft EIR. Likewise, the City Council has considered all public comments and other information submitted into the record since publication of the Final EIR, and further finds that none of that additional information constitutes significant new information requiring recirculation of the Final EIR. SECTION 2. Project Information. The following Project information is supplied to provide context for the discussion and findings that follow but is intended as a summary and not a replacement for the information contained in the Draft EIR, Final EIR, or Project approvals. (a) Project Objectives The Project Objectives of the Project applicant are set forth in Chapter 2 of the Draft EIR, which is incorporated herein by reference. (b) Project Description The project includes two components, which include 1) amendments to the Zoning Code and Comprehensive Plan affecting 18 parcels and 2) a development project encompassing two of the 18 parcels. The Project includes a Comprehensive Plan Amendment to amend Program L2.4.1 to increase housing sites along San Antonio Road between Middlefield Road and East Charleston Road. The project would involve an amendment to Section 18 of the Palo Alto Municipal Code (PAMC) to allow the application of the Housing Inventive Program (HIP) to the 18 parcels within the program area. This would allow for increased density of multi-family residential development along San Antonio Road corridor. The proposed text amendment would involve the following changes to the zoning regulations that apply to these properties: • Allow a waiver for housing projects to exceed maximum Floor Area Ratio (FAR), up to 2.0; • Allow a waiver to exceed maximum site coverage; 4 • Allow rooftop gardens to count towards required open space; • Exclude retail area from parking requirements; • Exempt certain area in subterranean garages from counting towards FAR; and • Allow a waiver to reduce requirements related to preservation of existing retail space to allow for housing projects In addition to the proposed amendment to the PAMC, the project would also involve development of two of the 18 parcels within the program area, at 788 - 796 San Antonio Road. This development would involve the demolition of the two existing on-site one-story commercial structures and the construction of a four-story mixed-use structure with one retail tenant space, 102 dwelling units, and a two-level subterranean parking garage. Each floor would be arranged according to the same general footprint, with an empty rectangular space in the center to allow solar access to a proposed central courtyard at the first floor. Uses on the first floor would include a 1,803 square-foot retail space at the southwestern corner of the site and common areas along San Antonio Road, including a main entrance and lobby, mail room, bicycle parking rooms, and a bicycle repair room, and dwelling units arranged around the north, east, and south portions of the site. The floors above the first would include residential units arranged around the central courtyard space. Most units would include attached private outdoor balconies with views either towards the central courtyard or out towards the perimeters of the site. A communal landscaped roof garden would be located at the fourth floor at the western portion of the building along San Antonio Road. A conceptual site plan of the proposed Project is shown on Figures 2-2 and 2-7. A conceptual elevation of the development building is shown on Figure 2.8. (All references to figures and tables are to those appearing in the Draft EIR, as modified where applicable in the Final EIR.) A complete description of the Project as proposed by the Project applicant is set forth in Chapter 2 of the Draft EIR, as modified in the Final EIR. (c) Required Approvals The approvals required by the City as lead agency for implementation of the Project include: 5 A. Comprehensive Plan Amendment B. Zoning Text Amendment C. Architectural Review D. Tentative Map (One-lot Condominium Subdivision) E. Variance F. Demolition Permit G. Building Permits H. Encroachment Permit SECTION 3. Record of Proceedings. (a) For purposes of CEQA, CEQA Guidelines section 15091(e), and these findings, the Record of Proceedings for the Project includes, but is not limited to, the following documents: (1) The Final EIR, which consists of the Housing Incentives Program Expansion and 788 San Antonio Road Mixed-Use Project Draft Environmental Impact Report, published and circulated for public review and comment by the City from July 31, 2020 through September 14, 2020 (the "Draft EIR"), and the Housing Incentives Program Expansion and 788 San Antonio Road Mixed-Use Project Final Environmental Impact Report, published and made available on October 30, 2020, and all appendices, reports, documents, studies, memoranda, maps, testimony, and other materials related thereto; (2) All public notices issued by the City in connection with the Project and the preparation of the Draft EIR and the Final EIR, including but not limited to public notices for all public workshops held to seek public comments and input on the Project and the Notice of Preparation, Notice of Completion, Notice of Availability; (3) All written and oral communications submitted by agencies or interested members of the general public during the public review period for the Draft EIR, including oral communications made at public hearings or meetings held on the Project approvals; 6 (4) The Mitigation Monitoring and Reporting Program; (5) All findings and resolutions adopted by the City Council in connection with the Project, and all documents cited or referred to therein; (6) All final reports, studies, memoranda, maps, staff reports, or other planning documents relating to the Project prepared by the City of Palo Alto and consultants with respect to the City of Palo Alto's compliance with the requirements of CEQA, and with respect to the City of Palo Alto's actions on the Project, including all staff reports and attachments to all staff reports for all public meetings held by the City; (7) Minutes and/or verbatim transcripts of all public meetings and/or public hearings held by the City of Palo Alto in connection with the Project; (8) Matters of common knowledge to the City of Palo Alto, including, but not limited to, federal, state, and local laws and regulations; (9) Any documents expressly cited in these findings, in addition to those cited above; and (10) Any other materials required to be in the record of proceedings by Public Resources Code section 21167.G(e). (b) The custodian of the documents comprising the record of proceedings is the Director of Planning and Community Environment, City of Palo Alto, 250 Hamilton Avenue, Palo Alto, California, 94301. (c) Copies of all of the above-referenced documents, which constitute the record of proceedings upon which the City of Palo Alto's decision on the Project is based, are and have been available upon request at the offices of the Planning and Community Environment Department, City of Palo Alto, 250 Hamilton Avenue, Palo Alto, California, 94301, and other locations in the City of Palo Alto. 7 (d) The City of Palo Alto has relied upon all the documents, materials, and evidence listed above in reaching its decision on the Project. (e) The City Council hereby finds, determines and declares that the above- referenced documents, materials, and evidence constitute substantial evidence (as that term is defined by section 15384 of the CEQA Guidelines) to support each of the findings contained herein. SECTION 4. Mitigation Monitoring and Reporting Program. (a) CEQA requires the lead agency approving a project to adopt a Mitigation Monitoring and Reporting Program (MMRP) for the changes made to the project that it has adopted in order to mitigate or avoid significant effects on the environment. An MMRP has been prepared and is recommended for adoption by the City Council concurrently with the adoption of these findings to ensure compliance with mitigation measures during Project implementation. As required by Public Resources Code section 21081.6, the MMRP designates responsibility and anticipated timing for the implementation of the mitigation measures recommended in the Final EIR. The MMRP will remain available for public review during the compliance period. (b) The City Council hereby adopts the MMRP for the Project attached hereto as Exhibit A and incorporated by reference, and finds, determines, and declares that adoption of the MMRP will ensure enforcement and continued imposition of the mitigation measures recommended in the Final EIR, and set forth in the MMRP, in order to mitigate or avoid significant impacts on the environment. SECTION 5. Significant Impacts Reduced to Less than Significant. The Draft EIR and the Final EIR identified several significant and potentially significant environmental impacts that the Project will cause or contribute to. All these significant effects can be fully addressed and reduced to less than significant through the adoption and implementation of standard project requirements incorporated as part of the Project and feasible mitigation measures. Those impacts, along with the standard project requirements and mitigation measures to reduce them to less than significant, are listed below as referenced in the Draft and Final EIR. 8 (A) 4.1 Air Quality (1) Impact AQ-1. Development under the HIP expansion, including the 788 San Antonio Road Project, could result in air pollution emissions that would be inconsistent with the 2017 BAAQMD Clean Air Plan, which is the applicable Air Quality Plan. The 788 San Antonio Road development alone would be consistent with the objectives of the 2017 Clean Air Plan. However, construction of projects in the HIP expansion area would potentially exceed BAAQMD thresholds for criteria pollutants and conflict with the Clean Air Plan. This impact would be less than significant with mitigation incorporated. (a) Potential Impact. The impact above is described in Section 4.1 of the Draft EIR. (b) Mitigation Measure. Implementation of the following mitigation measure would reduce impacts of the Housing Incentive Program Expansion. MM- AQ-1. Construction Mitigation. For individual projects in the HIP expansion area that exceed the BAAQMD air pollutant and precursor screening levels, the project proponent for that particular development shall conduct a quantifiable analysis to measure construction- related impacts to air quality for all construction phases as described in the BAAQMD CEQA Guidelines (2017). If project construction would exceed BAAQMD thresholds for criteria pollutants, the City shall require the construction contractor(s) to implement additional BAAQMD-approved measures beyond Basic Control requirements and demonstrate that such measures would reduce emissions to below thresholds. Additional measures for development projects that exceed significance criteria may include, but are not limited to: • All exposed surfaces shall be watered at a frequency adequate to maintain minimum soil moisture of 12 percent. Moisture content can be verified by lab samples or moisture probe. • All excavation, grading, and/or demolition activities shall be suspended when average wind speeds exceed 20 mph. • Wind breaks (e.g., trees, fences) shall be installed on the windward side(s) of actively disturbed areas of construction. Wind breaks should have at maximum 50 percent air porosity. • Vegetative ground cover (e.g., fast-germinating native grass seed) shall be planted in disturbed areas as soon as possible and watered appropriately until vegetation is established. • The simultaneous occurrence of excavation, grading, and ground-disturbing 9 construction activities on the same area at any one time shall be limited. Activities shall be phased to reduce the amount of disturbed surfaces at any one time. • All trucks and equipment, including their tires, shall be washed off prior to leaving the site. • Site accesses to a distance of 100 feet from the paved road shall be treated with a 6 to 12-inch compacted layer of wood chips, mulch, or gravel. • Minimizing the idling time of diesel-powered construction equipment to two minutes. • The project shall develop a plan demonstrating that the off-road equipment (more than 50 horsepower) to be used in the construction project (i.e., owned, leased, and subcontractor vehicles) would achieve a project wide fleet-average 20 percent NOX reduction and 45 percent PM reduction compared to the most recent ARB fleet average. Acceptable options for reducing emissions include the use of late model engines, low-emission diesel products, alternative fuels, engine retrofit technology, after-treatment products, add-on devices such as particulate filters, and/or other options as such become available. • Use low VOC (i.e., ROG) coatings beyond the local requirements (i.e., Regulation 8, Rule 3: Architectural Coatings). • Requiring that all construction equipment, diesel trucks, and generators be equipped with Best Available Control Technology for emission reductions of NOX and PM. • Limiting import/export of soils or limiting the number of hauling trips per day to reduce emissions of NOX associated with hauling truck trips. • Phasing construction activities to reduce daily equipment use. (c) Findings. With implementation of Mitigation Measure AQ-1, the HIP expansion would be consistent with the goals of the 2017 Clean Air Plan. and impacts would be less than significant. (d) Remaining Impact. Impacts would be less than significant. (2) Impact AQ-2. Impact AQ-2. Construction and operation of the 788 San Antonio Road project would not result in emissions of criteria pollutants in excess of BAAQMD thresholds and the project would be in compliance with BAAQMD carbon monoxide thresholds. However, construction of future projects under the HIP expansion could potentially exceed BAAQMD standards for criteria pollutants. This impact would be less than significant with mitigation incorporated. (a) Potential Impact. The impact above is described in Section 4.1 of the Draft EIR. 10 (b) Mitigation Measure. Implementation of MM AQ-1 would reduce impacts of the individual development projects. Because the 788 San Antonio Road development has been demonstrated not to exceed applicable construction emissions, Mitigation Measure AQ-1 does not apply to this development. (c) Findings. With mitigation, future projects under the HIP expansion in the program area would be required to quantify construction emissions and include emissions control measures as applicable to demonstrate projects would not exceed applicable thresholds for construction-related emissions. (d) Remaining Impact. Implementation of the mitigation measure would make the impacts less than significant. (B) Section 4 of Initial Study: Biological Resources (1) Biological Resource Impact: The project may result in impacts to protected nesting bird species. This impact would be significant but mitigable. (a) Potential Impact. The impact above is described in Section 4 of the Initial Study of the Draft EIR. (b) Mitigation Measure. In conformance with the California State Fish and Game Code and the provisions of the Migratory Bird Treaty Act, the project shall implement the following measure to reduce impacts to nesting birds and raptors to a less than significant: (2) BIO-1 Nesting Bird Surveys and Avoidance. Construction, grading, site preparation and other ground-disturbing activities required for development allowed by the proposed HIP expansion that would involve vegetation or tree removal shall be prohibited during the general avian nesting season (February 1 – August 31), if feasible. If nesting season avoidance is not feasible, the applicant shall retain a qualified biologist, as approved by the City of Palo Alto, to conduct a preconstruction nesting bird survey to determine the presence/absence, location, and activity status of any active nests on or adjacent to the development site. The extent of the survey buffer area surrounding the site shall be established by the qualified biologist to ensure that direct and indirect effects to nesting birds are avoided. To avoid the destruction of active nests and to protect the reproductive success of birds protected by the MBTA and CFGC, nesting bird surveys shall be performed not more than 14 days prior to scheduled vegetation clearance and structure demolition. In the event that active nests are discovered, a suitable buffer (typically a minimum buffer of 50 feet for passerines and a minimum buffer of 250 feet for raptors) shall be established around such active nests and no construction shall be allowed 11 within the buffer areas until a qualified biologist has determined that the nest is no longer active (i.e., the nestlings have fledged and are no longer reliant on the nest). No ground disturbing activities shall occur within this buffer until the qualified biologist has confirmed that breeding/nesting is completed and the young have fledged the nest. Nesting bird surveys are not required for construction activities occurring between August 31 and February 1. (c) Findings. Implementation of Mitigation Measure BIO-1 would ensure protection of nesting birds that may be present on the site during construction activities. (d) Remaining Impact. Implementation of the Mitigation Measure would reduce the potentially significant impact to special status species to a less than significant level (C) 4.2 Cultural Resources (1) Impact CUL – 1: (Other than 788 – 796 San Antonio Road) Development in the rest of the program area under the HIP expansion could result in the demolition or modification of structures eligible for listing on the City’s historic inventory or CRHR. (a) Potential Impact. The impact listed above is discussed in Section 4.2 of the Draft EIR. (b) Mitigation Measures: Implementation of the following measures would reduce the impact. CUL-1 Historic Resource Evaluation. For future projects in the program area that would involve demolition or modification of structures over 45 years in age, a Historic Resources Evaluation (HRE) shall be prepared by a qualified professional to determine the structure’s eligibility for listing on the local or state historic registers. The report shall be submitted to the Planning Director and will be utilized by staff in their evaluation of the project and CEQA review. If the structure is determined to be eligible for listing on the local or state register, Mitigation Measure CUL-2 shall be implemented. CUL-2 Rehabilitation and Restoration. For future projects in the program area that involve modification of structures determined to be eligible for listing on the City’s historic inventory or CRHR, prior to submittal for building permits, a qualified historic preservation architect shall review the plans for the modifications to verify that the work is in keeping with applicable Secretary of the Interior’s Standards for Rehabilitation, such that the original materials and character-defining features will be retained and rehabilitated. The final design 12 and materials associated with building modifications shall be reviewed and approved by the Director and the Historic Preservation Planner of the City of Palo Alto Planning and Community Environment Department. (c) Findings: If a future project under the HIP expansion proposes to materially alter a structure within the program area, implementation of Mitigation Measure CUL-1 would allow the City to determine if the structure is eligible for listing in a local, state, or national register. If a structure proposed for alteration is found to be eligible for any one of these registers, Mitigation Measure CUL-2 would be required. Mitigation Measure CUL-2 would reduce impacts associated with modification or alteration of existing eligible resources by ensuring compliance with the standards for rehabilitation of historic structures. Because future demolition of potentially eligible historical structures is speculative, further analysis is not required at this time, but would be required as part of any future development application under the HIP expansion once project-level information is available. (d) Remaining Impact: Future projects would implement Mitigation Measures CUL-1 and CUL-2 and therefore consistent with CEQA for the Program Level analysis for the HIP Expansion component of the project. (2) Cultural Resource Impact to unidentified archaeological resources. Project grading and other ground-disturbing activities could result in impacts to previously unidentified archaeological resources. This impact would be significant but mitigable. (a) Potential Impact: This impact is discussed in Section 5 of the Initial Study. (b) Mitigation Measures: The following mitigation measures would be required to avoid or reduce the project’s potentially significant impacts to archaeological resources: CR-1 Worker’s Environmental Awareness Program (WEAP). For all development subject to the proposed HIP expansion, a qualified archaeologist shall be retained who meets the Secretary of the Interior’s Professional Qualifications Standards for archaeology to conduct WEAP training for archaeological sensitivity for all construction personnel prior to the commencement of ground disturbing activities. Archaeological sensitivity training should include a description of the types of cultural resources that may be encountered, cultural sensitivity issues, regulatory issues, and the proper protocol for treatment of the materials in 13 the event of a find. CR-2 Unanticipated Discovery of Cultural Resources. For all development subject to the proposed HIP expansion, in the event that archaeological resources are unearthed during project construction, all earth-disturbing work near the find must be temporarily suspended or redirected until an archaeologist meeting the Secretary of the Interior’s Professional Qualification Standards for archaeology (NPS 1983) has evaluated the nature and significance of the find. If the discovery proves to be significant under CEQA, additional work, such as preservation in place or archaeological data recovery, shall occur as required by the archeologist in coordination with City staff and descendants and/or stakeholder groups, as warranted. Once the resource has been properly treated or protected, work in the area may resume. A Native American representative shall be retained to monitor mitigation work associated with Native American cultural material. (c) Findings: Implementation of Mitigation Measures CR-1 and CR-2 would ensure that cultural resources are properly identified and preserved in the event they are uncovered during construction. (d) Remaining Impacts: would reduce impacts regarding disrupting intact archaeological resources to a less than significant level. (D) Geology and Soils (1) Impact 1: The program area and project site are in an area that may be underlain by soils susceptible to liquefaction. Impacts related to liquefaction and unstable soils would less than significant with mitigation incorporated. (a) Potential Impact: This impact is discussed in Section 7 of the Initial Study. (b) Mitigation Measure: The following mitigation measure shall be implemented prior to and during construction of projects proposed under the proposed HIP expansion to avoid or reduce the project’s potentially significant effects related to liquefaction: GEO-1 Geotechnical Investigation. Prior to approval of grading permits for a building or structure associated with the development allowed by the HIP expansion, a detailed final geotechnical investigation shall be performed to identify significant geotechnical constraints on 14 the proposed development. The report shall develop formal recommendations for project design and construction, including site grading/soil preparation and foundation design. Among other components, the report shall include a quantitative evaluation of liquefaction susceptibility, including projected levels of post-liquefaction settlement; an evaluation of soil shrink-swell potential; and an investigation of compressible soils that may be prone to settlement/subsidence. The report shall be stamped and signed by a professional engineer (PE) or geotechnical engineer and provided by the applicant to the City of Palo Alto for review to ensure that foundations designed for all proposed structures are appropriate and meet code requirements. The PE or geotechnical engineer of record shall also review the final grading, drainage, and foundation plans to confirm incorporation of the report recommendations. Field monitoring during project construction shall be performed to verify that the work is performed as recommended. (c) Findings: Following the recommendations of the geotechnical report will ensure that projects meet proven construction techniques. (d) Remaining Impact: With implementation of Mitigation Measure GEO-1, the potentially significant impact associated with liquefaction would be reduced to a less than significant level. (2) Unanticipated Paleontological Resource Discovery. Construction activities associated with development in the program area could involve ground disturbance and excavation that could result in the unanticipated discovery of paleontological resources. In addition, excavation at depths greater than 18 feet would involve removal of soils beyond the alluvial fan deposits and are more likely to result in the discovery of paleontological resources. (a) Potential Impact: This impact is discussed in Section 7 of the Initial Study. (b) Mitigation Measure: With implementation of the following mitigation measures, potential impacts to subsurface cultural resources would be reduced to a less than significant level: GEO-2 Discovery of Paleontological Resources. Construction activities associated with the development allowed under the HIP expansion shall adhere to the following measures. 15 1. Ground Disturbance. Prior to ground-disturbing activities for projects associated with the HIP expansion, the applicant or its designee will retain a qualified paleontologist to provide on-call services in the event of an unanticipated discovery. A qualified professional paleontologist is defined by the SVP standards as an individual preferably with an M.S. or Ph.D. in paleontology or geology who is experienced with paleontological procedures and techniques, who is knowledgeable in the geology of California, and who has worked as a paleontological mitigation project supervisor for a least two years (SVP 2010). Prior to the start of construction, the qualified paleontologist or his or her designee shall conduct a Paleontological Worker Environmental Awareness Program (WEAP), a training for construction personnel regarding the appearance of fossils and the procedures for notifying paleontological staff should fossils be discovered by construction staff. The WEAP shall be fulfilled at the time of a preconstruction meeting at which a Qualified Paleontologist shall attend. In accordance with SVP (2010) guidelines, in the event that undetected buried resources are encountered, all work shall halt in the immediate vicinity of the find and the qualified professional paleontologist shall be notified to evaluate the discovery. The qualified paleontologist shall determine the significance of the discovery and identify whether additional mitigation or treatment is warranted. Measures may include testing, data recovery, reburial, archival review and/or transfer to the appropriate museum or educational institution. All testing, data recovery, reburial, archival review or transfer to research institutions related to monitoring discoveries shall be determined by the qualified paleontologist and shall be reported to the City. Work in the area of the discovery will resume once the find is properly documented and authorization is given to resume construction work. 2. Excavation Below 18 Feet. Prior to the commencement of grading and excavation below a depth of 18 feet for any project associated with the HIP expansion, applicants shall retain a qualified paleontologist approved by the City of Palo Alto to monitor grading and excavation activities. Full-time monitoring onsite shall occur whenever excavation activities exceed 18 feet below ground surface. The duration and timing of the monitoring will be determined by the qualified paleontologist and the location and extent of proposed ground disturbance. If the qualified paleontologist determines that full-time monitoring is no longer warranted, based on the specific geologic conditions at the surface or at depth, he/she may recommend that monitoring be reduced to periodic spot-checking or cease entirely. Any paleontological resources discovered by construction personnel or 16 subcontractors shall be reported immediately to the paleontologist. In the event undetected buried resources are encountered during grading and excavation, all work in the immediate vicinity of the find shall cease and the paleontologist shall evaluate the resource and propose appropriate mitigation measures. Measures may include testing, data recovery, reburial, archival review and/or transfer to the appropriate museum or educational institution. All testing, data recovery, reburial, archival review or transfer to research institutions related to monitoring discoveries shall be determined by the qualified paleontologist and shall be reported to the City. (c) Findings: Mitigation Measure GEO-2 would apply to all construction activities associated with housing allowed under the HIP expansion and would ensure that potential impacts to paleontological resources would be less than significant by providing for the recovery, identification and curation of previously unrecovered fossils. (d) Remaining Impact: Impacts following implementation of the mitigation measure would be less than significant. (E) Hazards and Hazardous Materials (1) Impact 1. Based on these existing conditions, construction activities associated with the higher-density housing allowed by the HIP expansion, including excavation to accommodate foundations and subterranean structures, could expose construction workers or nearby residents to potentially unacceptable health risks from contaminated soil. Moreover, hauling of such materials may occur within 0.25 mile of schools. (a) Potential Impact: This impact is discussed in Section 9 of the Initial Study. (b) Mitigation Measure: The project shall implement the following mitigation measures to protect construction workers during construction: HAZ-1 Site Risk Management Plan. Prior to issuance of permits allowing groundwater dewatering or earth-disturbing activity, the developer shall prepare a site risk management plan (SRMP). The SRMP will address known and unknown environmental issues that may be encountered during development. The plan shall identify appropriate measures to be followed when impacted soil and groundwater are encountered during demolition, excavation, 17 dewatering, and construction. This includes health and safety measures to reduce exposure to potentially impacted soil and groundwater for construction workers and dust control measures to reduce exposure to contaminated dust particles for nearby residents. Health and safety measures shall include the required personal protective equipment (PPE) to be used by site personnel, including action levels and decision criteria for upgrading the levels of PPE. The SRMP shall also identify personnel to be notified, emergency contacts, and a sampling protocol if impacted media is encountered. The excavation and demolition contractors shall be made aware of the possibility of encountering known and unknown hazardous materials including impacted soil and groundwater; and shall be provided with appropriate contact and notification information. The plan shall include a provision stating at what point it is safe to continue with the excavation or demolition, and identify the person authorized to make that determination. In addition, the SRMP shall include measures for the appropriate handling and profiling of impacted soil and groundwater to be removed from the project site and disposed offsite. Removal, transportation, and disposal of impacted soil and groundwater shall be performed in accordance with applicable federal, state, and local laws, regulations, and ordinances. The SMRP shall be submitted to the City of Palo Alto for review and approval prior to issuance of a grading or building permit. If deemed necessary by City staff, the SRMP shall also be submitted to the Santa Clara County Department of Environmental Health for review and oversight. (c) Findings: Implementation of Mitigation Measure HAZ-1 would ensure that impacts would be reduced to a less than significant level. (d) Remaining Impact: Impacts would be less than significant. (F) 4.5 Noise (1) Impact N-1. The construction of projects under the proposed HIP expansion, including the 788 San Antonio Road Project, would temporarily increase ambient noise levels at sensitive receptors in and near the program area. (a) Potential Impact: The potential impact is discussed in Section 4.5 of the Draft EIR. 18 (b) Mitigation Measure: The project shall implement the following mitigation measure, which would lessen potential construction-related noise impacts to a less than significant level: N-1 Construction-Related Noise Reduction Measures. The applicant shall apply the following measures during construction of projects in the program area: • Mufflers. Construction equipment shall be properly maintained and all internal combustion engine driven machinery with intake and exhaust mufflers and engine shrouds, as applicable, shall be in good condition and appropriate for the equipment. During construction, all equipment, fixed or mobile, shall be operated with closed engine doors and shall be equipped with properly operating and maintained mufflers, consistent with manufacturers’ standards. • Electrical Power. Electrical power, rather than diesel equipment, shall be used to run compressors and similar power tools and to power temporary structures, such as construction trailers or caretaker facilities. • Equipment Staging. All stationary equipment (e.g., air compressors, portable generators) shall be staged as far away from sensitive receptors as feasible. Where feasible, construct temporary noise barriers around stationary equipment in a manner that fully blocks the line of sight to residential windows in the adjacent apartment complex. • Equipment Idling. Construction vehicles and equipment shall not be left idling for longer than five minutes when not in use. • Workers’ Radios. All noise from workers’ radios shall be controlled to a point that they are not audible at sensitive receptors near construction activity. • Smart Back-up Alarms. Mobile construction equipment shall have smart back-up alarms that automatically adjust the sound level of the alarm in response to ambient noise levels. Alternatively, back-up alarms shall be disabled and replaced with human spotters to ensure safety when mobile construction equipment is moving in the reverse direction. • Sound Barrier. During the demolition, site preparation, grading, building, and paving phases of construction, temporary sound barriers shall be installed and maintained facing sensitive receptors (e.g., residential units, educational facilities) located within 100 feet of the center of construction activity. Temporary sound barriers shall, at a minimum, block the line of sight between noise-generating construction equipment and adjacent windows at sensitive receptors and shall be placed as close to the source equipment as feasible. Such barriers shall be field tested to reduce noise by at least 10 dBA at sensitive receptors. A sound 19 barrier can achieve a 5 dBA noise level reduction when it is tall enough to break the line of-sight from the source equipment to the sensitive receptor, and it can achieve an approximate 1 dBA additional noise level reduction for each 2 feet of height after it breaks the line of sight (FHWA 2011). Mobile sound barriers may be used as appropriate to attenuate construction noise near the source equipment. • Disturbance Coordinator. The applicant shall designate a disturbance coordinator who shall be responsible for responding to any local complaints about construction noise. The noise disturbance coordinator shall determine the cause of the noise complaint (e.g., starting too early, bad muffler) and shall require that reasonable measures warranted to correct the problem be implemented. A telephone number for the disturbance coordinator shall be conspicuously posted at the construction site. (c) Finding: The analysis estimates that construction activity during allowed hours would generate ambient noise up to 87 dBA Leq at the nearest sensitive receptors before mitigation, which would represent an increase of up to 16 dBA Leq above existing ambient noise levels. The use of temporary sound barriers according to the specifications in Mitigation Measure N-1 would reduce construction noise levels by 10 dBA Leq. The installation of a temporary sound barrier as directed in Mitigation Measure N-1, combined with other noise reduction measures required in Mitigation Measure N-1, would be sufficient to reduce ambient noise during construction by at least 10 dBA Leq. After this noise reduction, construction noise at the nearest sensitive receptors would be no greater than 77 dBA Leq, or up to 6 dBA above existing ambient noise levels. As a result, construction activity would not cause an increase of 10 dBA or greater in hourly noise levels above existing ambient conditions at sensitive receptors for two or more hours per day, five days per week, for a period of 12 months or more. Mitigation Measure N-1 would reduce construction noise to the extent feasible, and resultant noise levels from construction activity after mitigation would not exceed the City’ maximum allowable level of 110 dBA at any point outside of the project site (PAMC Section 9.10.060). (d) Remaining Impact: The identified impact would be less than significant with implementation of the mitigation measure. (F) Tribal Cultural Resources (1) Impact 1, Undisturbed subsurface tribal cultural resources. There is the possibility of encountering undisturbed subsurface tribal cultural resources during demolition and construction activities. 20 (a) Potential Impact: This impact is discussed in Section 18 of the Initial Study. (b) Mitigation Measure: The following mitigation measure would be required to avoid or reduce the project’s potentially significant impacts to tribal cultural resources: TCR-1 Unanticipated Discovery of Tribal Cultural Resources. In the event that cultural resources of Native American origin are identified during construction of any development associated with proposed HIP expansion, all earth-disturbing work in the vicinity of the find must be temporarily suspended or redirected until an archaeologist has evaluated the nature and significance of the find and an appropriate Native American representative, based on the nature of the find, is consulted. If the County, in consultation with local Native Americans, determines that the resource is a tribal cultural resource and thus significant under CEQA, a mitigation plan shall be prepared and implemented in accordance with state guidelines and in consultation with Native American groups. The plan would include avoidance of the resource or, if avoidance of the resource is infeasible, the plan would outline the appropriate treatment of the resource in coordination with the archeologist, if applicable, and the appropriate Native American tribal representative. (c) Finding: Mitigation Measure TCR-1 would ensure that tribal cultural resources are identified properly and preserved in the event they are uncovered during construction. (d) Remaining Impact: Implementation of the mitigation measure would reduce impacts regarding disrupting tribal cultural resources to a less than significant level. SECTION 6. Significant and Unavoidable Impacts. The Draft EIR and the Final EIR documented that the Project would result in significant and unavoidable impacts which cannot be adequately mitigated through the adoption and implementation of feasible mitigation measures. Those impacts, along with mitigation measures to mitigate them to the extent feasible, are listed below as referenced in the Draft EIR. 4.2 Cultural Resources Impact CUL-1: The project would result in demolition and removal of two 21 existing single-story commercial buildings at 788 and 790-796 San Antonio Road. Due to its retained integrity, one existing structure at 788 San Antonio Road may be eligible for individual listing in the California Register of Historic Resources (CRHR) and constitutes a historical resource for the purposes of CEQA. Further, development in the rest of the program area under the HIP expansion could result in the demolition or modification of structures eligible for listing on the City’s historic inventory or CRHR Therefore, impacts to historic resources would be significant and unavoidable (a) Potential Impact. The impact identified above is described and discussed in Section 4.2 of the Draft EIR. (b) Mitigation Measures. The following mitigation measures will be adopted and will be implemented as provided in the Mitigation Monitoring and Reporting Program, and as further described in the remainder of these findings: Mitigation Measures CUL-3 and CUL-4. MM CUL-3: Historic Documentation Package. Prior to issuance of demolition permits for the 788 San Antonio Road Mixed-Use Project, the applicant shall undertake Historic American Building Survey (HABS) documentation of the structure including its character defining features. The documentation should generally follow the HABS Level III requirements and include measured drawings that depict the size, scale, and dimensions of the subject property; digital photographic recordation of the interior and exterior of the subject property including all character-defining- features; a detailed historic narrative report; and compilation of historic research. The documentation shall be undertaken by a qualified professional who meets the standards for history, architectural history, or architecture (as appropriate), as set forth by the Secretary of the Interior’s Professional Qualification Standards (36 CFR, Part 61). The original archival-quality documentation shall be offered as donated material to the City of Palo Alto Historic Inventory where it would be available for current and future generations. Archival copies of the documentation also shall be submitted to the City of Palo Alto Library where it would be available to local researchers. Completion of this mitigation measure shall be monitored and enforced by the City. 22 MM CUL-4 Interpretive Website. Prior to issuance of demolition permits for the 788 San Antonio Road Mixed-Use Project, the applicant shall develop an online interpretive website that displays materials concerning the history and architectural features of the property. Interpretation of the site’s history shall be supervised by an architectural historian or historian who meets the Secretary of the Interior’s Professional Qualification Standards and may engage additional consultants to develop the display. The interpretative website, which may include, but are not limited to, a display of photographs, news articles, memorabilia, and/or video. The site shall be overseen by Palo Alto Historic Association, a similar non-profit, or the City of Palo Alto at the applicant’s expense. The content of the site shall be approved by the Director of Planning & Development Services or designee. (a) Findings. The above-noted mitigation measures will reduce the severity of this potentially significant impact by documenting the building materials. The mitigation measures also provide the opportunity to display an interpretation of the site’s history. However, because of the implementation of the project requires the demolition of the building, these measures would not fully mitigate this Impact to a less-than-significant level. (b) Remaining Impacts. There are no other feasible mitigation measures available to mitigate this impact to a less-than-significant level. Implementation of Mitigation Measures CUL-3 and 4 would lessen the Project's impacts on the described historical resources through documentation and providing an interpretive archival of the building’s materials. However, the implementation of the Project requires the demolition and these mitigation measures would not result in reversing the demolition, and therefore would still result in a significant impact to historic resources. (c) Overriding Considerations. The environmental, social, economic and other benefits of the Project override any remaining significant adverse impacts of the Project relating to historical resources as set forth in the Statement of Overriding Considerations below. SECTION 7. Findings Regarding Project Alternatives. Public Resources Code section 21002 prohibits a public agency from approving a 23 project if there are feasible alternatives or feasible mitigation measures available which would substantially lessen the significant environmental effects of the project. When a lead agency finds, even after the adoption of all feasible mitigation measures, that a project will still cause one or more significant environmental effects that cannot be substantially lessened or avoided, it must, prior to approving the project as mitigated, first determine whether there are any project alternatives that are feasible and that would substantially lessen or avoid the project's significant impacts. Under CEQA, "feasibility” includes "desirability" to the extent that it is based on a reasonable balancing of the relevant economic, environmental, social, and technological factors, and an alternative may be deemed by the lead agency to be "infeasible" if it fails to adequately promote the project applicant's and/or the lead agency's primary underlying goals and objectives for the project. Thus, a lead agency may reject an alternative, even if it would avoid or substantially lessen one or more significant environmental effects of the project, if it finds that the alternative's failure to adequately achieve the objectives for the project, or other specific and identifiable considerations, make the alternative infeasible. The City Council certifies that the Final EIR describes a reasonable range of alternatives to the Project, which could feasibly obtain the basic objectives of the Project, and that the City Council has evaluated the comparative merits of the alternatives. As described below, the City Council has decided to approve the Project as proposed, and to reject the remainder of the alternatives, as summarized below. Chapter 2 of the Draft EIR set forth the Project applicant's objectives for the Project. That list is incorporated herein by reference. In light of the applicant's objectives for the Project, and given that the Project is expected to result in certain significant environmental effects even after the implementation of all feasible mitigation measures, as identified above, the City hereby makes the following findings with respect to whether one or more of the alternatives evaluated in the Draft EIR could feasibly accomplish most of the goals and objectives for the Project and substantially lessen or avoid one or more of its potentially significant effects. No Project Alternative The No Project Alternative - Current Conditions Scenario is discussed at Section 6.1 of the Draft EIR. The No Project - Current Conditions Scenario is hereby rejected as infeasible 24 because it would not achieve the Project objectives, as explained in Section 6.4 of the Draft EIR. Alternative 2: Project Site - Existing 788 San Antonio Road Building to Remain Plus New Building Location The “Existing 788 San Antonio Road Building to Remain Plus New Building Location” Alternative is discussed in Section 6.2 of the Draft EIR. This alternative is hereby rejected as infeasible because while the demolition of the historically eligible building would not occur, the operation of 6,500 square feet of retail space would increase vehicle trips compared to the proposed project and therefore would result in greater impacts related to air quality, GHG emissions, and transportation. Alternative 2 would meet most of the objectives for the Project, but it would not develop as many residential units to assist with the City’s progress toward its goal of generating 300 housing units per year and improve the jobs housing balance. Alternative 3: Expand the Housing Incentive Program to Allow Floor Area Ratio of 1.5 within the Program Area Alternative The “Expand the Housing Incentive Program to Allow Floor Area Ratio of 1.5 within the Program Area Alternative” is discussed in Section 6.3 of the Draft EIR. would reduce vehicle trip generation, it would result in reduced impacts related to air quality, greenhouse gas emissions, and transportation. Nevertheless, impacts related to historical resources from the potential demolition or impairment of the building at 788 San Antonio Road would remain. Alternative 3 would meet most of the program objectives, but it would not develop as many residential units to assist with the City’s progress towards the City’s Regional Housing Needs Assessment (RHNA) goals. SECTION 8. Statement of Overriding Considerations Pursuant to Public Resources Code Section 21081 and Section 15093 of the CEQA Guidelines, this City Council adopts and makes the following Statement of Overriding Considerations regarding the remaining significant unavoidable impacts of the Project, as discussed above, and the anticipated economic, social and other benefits of the Project. The City finds that: (i) the majority of the significant impacts of the Project will be reduced to less- than-significant and acceptable levels by the mitigation measures described in the 25 Final EIR and approved and adopted by these Findings; (ii) the City's approval of the Project will result in certain significant adverse environmental effects that cannot be avoided even with the incorporation of all feasible mitigation measures into the Project; and (iii) there are no other feasible mitigation measures or feasible Project alternatives that would further mitigate or avoid the remaining significant environmental effects. The significant effects that have not been mitigated to a less-than-significant level and are therefore considered significant and unavoidable are identified in Section 6 herein. Despite these potentially significant impacts, it is the City's considered judgment that the benefits offered by the Project outweigh the potentially adverse effects of these significant impacts. The substantial evidence supporting the following described benefits of the Project can be found in the preceding findings and in the record of proceedings. The benefits of the Project which the City Council finds serve as overriding considerations" justifying its approval include the following: (1) The site is in an area that is in transition from low-intensity commercial development to higher-intensity commercial and mixed-use development. The area includes Housing Inventory Sites contained in the City’s Housing Element. Based on recent and current housing demand, the preservation and expansion of these opportunity sites are necessary for the City to meet current and anticipated Regional Housing Needs Allocation (RHNA) goals. The Housing Incentive Program (HIP) expansion allows for the project’s objectives to be met and the adaptive reuse of the historic structure cannot feasibly accommodate a mixed-use project and meet the project objectives. (2) Redevelopment of the site will include a mixed-use use project that would include local serving, pedestrian-oriented commercial and residential units. The approval of these residential units would represent one-third of the number of dwelling units established by the City in year for housing production. The project would be the catalyst for future mixed-use projects. There is a potential for the HIP to accommodate approximately 800 dwelling units in the program area. While the loss of the historic structure would result in a negative impact on the environment, this loss is outweighed by the benefit of the needed increase in the City’s housing stock, which will help in alleviating the current housing crisis. INTRODUCED AND PASSED: 26 AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: APPROVED: City Clerk Mayor APPROVED AS TO FORM: City Manager Assistant City Attorney Director of Planning and Development Services 27 Exhibit A MITIGATION MONITORING OR REPORTING PROGRAM PROJECT NAME Housing Inventive Program Expansion and 788 San Antonio Road Mixed-Use Project Application Number 19PLN-00079 Applicant Ted O’Hanlon on behalf of 788 SA, LLC 2625 Middlefield Road, #101 Palo Alto, CA 94306 Date November 2020 The Draft Environmental Impact Report for the Housing Inventive Program Expansion and 788 San Antonio Road Mixed-Use Project identifies the mitigation measures that will be implemented to reduce the impacts associated with the project. The California Environmental Quality Act (CEQA) was amended in 1989 to add Section 21081.6, which requires a public agency to adopt a monitoring and reporting program for assessing and ensuring compliance with any required mitigation measures applied to proposed development. As stated in section 21081.6(a)(1) of the Public Resources Code, “... the public agency shall adopt a reporting or monitoring program for the changes made to the project or conditions of project approval, adopted in order to mitigate or avoid significant effects on the environment.” Section 21081.6 also provides general guidelines for implementing mitigation monitoring programs and indicates that specific reporting and/or monitoring requirements, to be enforced during project implementation, shall be defined as part of adopting an Environmental Impact Report (EIR). The mitigation monitoring table lists those mitigation measures that would be included as conditions of approval for the project. To ensure that the mitigation measures are properly implemented, a monitoring program has been devised which identifies the timing and responsibility for monitoring each measure. Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation Air Quality AQ-1: Construction Mitigation For individual projects in the HIP expansion area that exceed the BAAQMD air pollutant and precursor screening levels, the project proponent for that particular development shall conduct a quantifiable analysis to measure construction-related impacts to air quality for all construction phases as described in the BAAQMD CEQA Guidelines (2017). If project construction would exceed BAAQMD thresholds for criteria pollutants, the City shall require the construction contractor(s) to implement additional BAAQMD-approved measures beyond Basic Control requirements and demonstrate that such measures would reduce emissions to below thresholds. Additional measures for development projects that exceed significance criteria may include, but are not limited to: Applicant Prior to grading permit CPA Planning Department 28 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation All exposed surfaces shall be watered at a frequency adequate to maintain minimum soil moisture of 12 percent. Moisture content can be verified by lab samples or moisture probe. All excavation, grading, and/or demolition activities shall be suspended when average wind speeds exceed 20 mph. Wind breaks (e.g., trees, fences) shall be installed on the windward side(s) of actively disturbed areas of construction. Wind breaks should have at maximum 50 percent air porosity. Vegetative ground cover (e.g., fast- germinating native grass seed) shall be planted in disturbed areas as soon as possible and watered appropriately until vegetation is established. The simultaneous occurrence of excavation, grading, and ground- disturbing construction activities on the same area at any one time shall be limited. Activities shall be phased to reduce the amount of disturbed surfaces at any one time. All trucks and equipment, including their tires, shall be washed off prior to leaving the site. Site accesses to a distance of 100 feet from the paved road shall be treated with a 6 to 12-inch compacted layer of wood chips, mulch, or gravel. Minimizing the idling time of diesel- powered construction equipment to two minutes. The project shall develop a plan demonstrating that the off-road equipment (more than 50 horsepower) to be used in the construction project (i.e., owned, leased, and subcontractor vehicles) would achieve a project wide fleet-average 20 percent NOX reduction and 45 percent PM reduction compared to the most recent ARB fleet average. Acceptable options for reducing emissions include the use of late model engines, low- emission diesel products, alternative fuels, engine retrofit technology, after- treatment products, add-on devices such as particulate filters, and/or other options as such become available. Use low VOC (i.e., ROG) coatings beyond the local requirements (i.e., Regulation 8, Rule 3: Architectural Coatings). Requiring that all construction equipment, diesel trucks, and 29 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation generators be equipped with Best Available Control Technology for emission reductions of NOX and PM. Limiting import/export of soils or limiting the number of hauling trips per day to reduce emissions of NOX associated with hauling truck trips. Phasing construction activities to reduce daily equipment use. Biological Resources BIO-1: Nesting Bird Surveys and Avoidance Construction, grading, site preparation and other ground- disturbing activities required for development allowed by the proposed HIP expansion that would involve vegetation or tree removal shall be prohibited during the general avian nesting season (February 1 – August 31), if feasible. If nesting season avoidance is not feasible, the applicant shall retain a qualified biologist, as approved by the City of Palo Alto, to conduct a preconstruction nesting bird survey to determine the presence/absence, location, and activity status of any active nests on or adjacent to the development site. The extent of the survey buffer area surrounding the site shall be established by the qualified biologist to ensure that direct and indirect effects to nesting birds are avoided. To avoid the destruction of active nests and to protect the reproductive success of birds protected by the MBTA and CFGC, nesting bird surveys shall be performed not more than 14 days prior to scheduled vegetation clearance and structure demolition. In the event that active nests are discovered, a suitable buffer (typically a minimum buffer of 50 feet for passerines and a minimum buffer of 250 feet for raptors) shall be established around such active nests and no construction shall be allowed within the buffer areas until a Applicant or designee/ Construction contractor Prior to and during Construction CPA Planning Department 30 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation qualified biologist has determined that the nest is no longer active (i.e., the nestlings have fledged and are no longer reliant on the nest). No ground disturbing activities shall occur within this buffer until the qualified biologist has confirmed that breeding/nesting is completed and the young have fledged the nest. Nesting bird surveys are not required for construction activities occurring between August 31 and February 1. Cultural Resources CUL-1 Historic Resource Evaluation. For future projects in the program area that would involve demolition or modification of structures over 45 years in age, a Historic Resources Evaluation (HRE) shall be prepared by a qualified professional to determine the structure’s eligibility for listing on the local or state historic registers. The report shall be submitted to the Planning Director and will be utilized by staff in their evaluation of the project and CEQA review. If the structure is determined to be eligible for listing on the local or state register, Mitigation Measure CUL-2 shall be implemented. Applicant or designee Prior to project approval CPA Planning Department CUL-2: Rehabilitation and Restoration For future projects in the program area that involve modification of structures determined to be eligible for listing on the City’s historic inventory or CRHR, prior to submittal for building permits, a qualified historic preservation architect shall review the plans for the modifications to verify that the work is in keeping with applicable Secretary of the Interior’s Standards for Rehabilitation, such that the original materials and character-defining features will be retained and rehabilitated. The final design and materials associated with building modifications shall be reviewed and approved by the Director and the Historic Preservation Planner of the City of Palo Alto Planning and Community Environment Department. Applicant or designee Prior to project approval CPA Planning Department CUL-3: Historic Documentation Package Prior to issuance of demolition permits for the 788 San Antonio Road Mixed-Use Project, the applicant shall undertake Historic American Building Survey (HABS) documentation of the structure including its character defining features. The documentation should generally follow the HABS Level III requirements and include measured drawings that depict the size, scale, and dimensions of the subject property; digital photographic recordation of the interior and exterior of the subject property including all Applicant or designee Prior to issuance of demolition permits CPA Planning Department 31 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation character-defining-features; a detailed historic narrative report; and compilation of historic research. The documentation shall be undertaken by a qualified professional who meets the standards for history, architectural history, or architecture (as appropriate), as set forth by the Secretary of the Interior’s Professional Qualification Standards (36 CFR, Part 61). The original archival-quality documentation shall be offered as donated material to the City of Palo Alto Historic Inventory where it would be available for current and future generations. Archival copies of the documentation also shall be submitted to the City of Palo Alto Library where it would be available to local researchers. Completion of this mitigation measure shall be monitored and enforced by the City. CUL-4: Interpretive Website Prior to issuance of demolition permits for the 788 San Antonio Road Mixed-Use Project, the applicant shall develop an online interpretive website that displays materials concerning the history and architectural features of the property. Interpretation of the site’s history shall be supervised by an architectural historian or historian who meets the Secretary of the Interior’s Professional Qualification Standards and may engage additional consultants to develop the display. The interpretative website, which may include, but are not limited to, a display of photographs, news articles, memorabilia, and/or video. The site shall be overseen by Palo Alto Historic Association, a similar non-profit, or the City of Palo Alto at the applicant’s expense. The content of the site shall be approved by the Director of Planning & Development Services or designee. Applicant or designee Prior to issuance of demolition permits CPA Planning Department CR-1: Worker’s Environmental Awareness Program (WEAP) For all development subject to the proposed HIP expansion, a qualified archaeologist shall be retained who meets the Secretary of the Interior’s Professional Qualifications Standards for archaeology to conduct WEAP training for archaeological sensitivity for all construction personnel prior to the commencement of ground disturbing activities. Archaeological sensitivity training should include a description of the types of cultural resources that may be encountered, cultural sensitivity issues, regulatory issues, and the proper protocol for treatment of the materials in the event of a find. Applicant or designee/ Construction contractor During Construction CPA Planning Department CR-2: For all development subject to the Applicant or During CPA Planning 32 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation Unanticipated Discovery of Cultural Resources proposed HIP expansion, in the event that archaeological resources are unearthed during project construction, all earth- disturbing work near the find must be temporarily suspended or redirected until an archaeologist meeting the Secretary of the Interior’s Professional Qualification Standards for archaeology (NPS 1983) has evaluated the nature and significance of the find. If the discovery proves to be significant under CEQA, additional work, such as preservation in place or archaeological data recovery, shall occur as required by the archeologist in coordination with City staff and descendants and/or stakeholder groups, as warranted. Once the resource has been properly treated or protected, work in the area may resume. A Native American representative shall be retained to monitor mitigation work associated with Native American cultural material. designee/Construction contractor Construction Department Geology and Soils GEO-1: Geotechnical Investigation Prior to approval of grading permits for a building or structure associated with the development allowed by the HIP expansion, a detailed final geotechnical investigation shall be performed to identify significant geotechnical constraints on the proposed development. The report shall develop formal recommendations for project design and construction, including site grading/soil preparation and foundation design. Among other components, the report shall include a quantitative evaluation of liquefaction susceptibility, including projected levels of post- liquefaction settlement; an evaluation of soil shrink-swell potential; and an investigation of compressible soils that may be prone to settlement/subsidence. The report shall be stamped and signed by a professional engineer (PE) or geotechnical engineer and provided by the applicant to the City of Palo Alto for review to ensure that foundations designed for all proposed structures are appropriate and meet code requirements. The PE or geotechnical engineer of record shall also review the final grading, drainage, and foundation plans to confirm incorporation of the report recommendations. Field monitoring during project construction shall be performed to verify that the work is performed as recommended. Applicant or designee Prior to building permit CPA Planning Department GEO-2: Discovery of Paleontological Resources Construction activities associated with the development allowed under the HIP expansion shall adhere to the following measures. Applicant or designee/ Construction manager Prior to ground disturbing activities and CPA Planning Department 33 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation 1. Ground Disturbance. Prior to ground- disturbing activities for projects associated with the HIP expansion, the applicant or its designee will retain a qualified paleontologist to provide on- call services in the event of an unanticipated discovery. A qualified professional paleontologist is defined by the SVP standards as an individual preferably with an M.S. or Ph.D. in paleontology or geology who is experienced with paleontological procedures and techniques, who is knowledgeable in the geology of California, and who has worked as a paleontological mitigation project supervisor for a least two years (SVP 2010). Prior to the start of construction, the qualified paleontologist or his or her designee shall conduct a Paleontological Worker Environmental Awareness Program (WEAP), a training for construction personnel regarding the appearance of fossils and the procedures for notifying paleontological staff should fossils be discovered by construction staff. The WEAP shall be fulfilled at the time of a preconstruction meeting at which a Qualified Paleontologist shall attend. In accordance with SVP (2010) guidelines, in the event that undetected buried resources are encountered, all work shall halt in the immediate vicinity of the find and the qualified professional paleontologist shall be notified to evaluate the discovery. The qualified paleontologist shall determine the significance of the discovery and identify whether additional mitigation or treatment is warranted. Measures may include testing, data recovery, reburial, archival review and/or transfer to the appropriate museum or educational institution. All testing, data recovery, reburial, archival review or transfer to research institutions related to monitoring discoveries shall be determined by the qualified paleontologist and shall be reported to the City. Work in the area of the discovery will resume once the find is properly documented and authorization is given to resume construction work. 2. Excavation Below 18 Feet. Prior to the commencement of grading and excavation below a depth of 18 feet for any project associated with the HIP expansion, applicants shall retain a qualified paleontologist approved by during construction 34 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation the City of Palo Alto to monitor grading and excavation activities. Full-time monitoring onsite shall occur whenever excavation activities exceed 18 feet below ground surface. The duration and timing of the monitoring will be determined by the qualified paleontologist and the location and extent of proposed ground disturbance. If the qualified paleontologist determines that full- time monitoring is no longer warranted, based on the specific geologic conditions at the surface or at depth, he/she may recommend that monitoring be reduced to periodic spot-checking or cease entirely. Any paleontological resources discovered by construction personnel or subcontractors shall be reported immediately to the paleontologist. In the event undetected buried resources are encountered during grading and excavation, all work in the immediate vicinity of the find shall cease and the paleontologist shall evaluate the resource and propose appropriate mitigation measures. Measures may include testing, data recovery, reburial, archival review and/or transfer to the appropriate museum or educational institution. All testing, data recovery, reburial, archival review or transfer to research institutions related to monitoring discoveries shall be determined by the qualified paleontologist and shall be reported to the City. Hazards and Hazardous Materials HAZ-1: Site Risk Management Plan Prior to issuance of permits allowing groundwater dewatering or earth- disturbing activity, the developer shall prepare a site risk management plan (SRMP). The SRMP will address known and unknown environmental issues that may be encountered during development. The plan shall identify appropriate measures to be followed when impacted soil and groundwater are encountered during demolition, excavation, dewatering, and construction. This includes health and safety measures to reduce exposure to potentially impacted soil and groundwater for construction workers and dust control measures to reduce exposure to contaminated dust particles for nearby residents. Health and safety measures shall include the required personal protective equipment (PPE) to be used by site personnel, including action levels and Applicant or designee Prior to issuance of grading permits CPA Planning Department 35 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation decision criteria for upgrading the levels of PPE. The SRMP shall also identify personnel to be notified, emergency contacts, and a sampling protocol if impacted media is encountered. The excavation and demolition contractors shall be made aware of the possibility of encountering known and unknown hazardous materials including impacted soil and groundwater; and shall be provided with appropriate contact and notification information. The plan shall include a provision stating at what point it is safe to continue with the excavation or demolition, and identify the person authorized to make that determination. In addition, the SRMP shall include measures for the appropriate handling and profiling of impacted soil and groundwater to be removed from the project site and disposed offsite. Removal, transportation, and disposal of impacted soil and groundwater shall be performed in accordance with applicable federal, state, and local laws, regulations, and ordinances. The SMRP shall be submitted to the City of Palo Alto for review and approval prior to issuance of a grading or building permit. If deemed necessary by City staff, the SRMP shall also be submitted to the Santa Clara County Department of Environmental Health for review and oversight. Noise N-1: Construction- Related Noise Reduction Measures The applicant shall apply the following measures during construction of projects in the program area: ▪ Mufflers. Construction equipment shall be properly maintained and all internal combustion engine driven machinery with intake and exhaust mufflers and engine shrouds, as applicable, shall be in good condition and appropriate for the equipment. During construction, all equipment, fixed or mobile, shall be operated with closed engine doors and shall be equipped with properly operating and maintained mufflers, consistent with manufacturers’ standards. ▪ Electrical Power. Electrical power, rather than diesel equipment, shall be used to run compressors and similar power tools and to power temporary structures, such as construction trailers or caretaker facilities. ▪ Equipment Staging. All stationary equipment (e.g., air compressors, portable generators) shall be staged as far away from sensitive receptors as Applicant or designee, Construction contractor During construction CPA Planning Department 36 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation feasible. Where feasible, construct temporary noise barriers around stationary equipment in a manner that fully blocks the line of sight to residential windows in the adjacent apartment complex. ▪ Equipment Idling. Construction vehicles and equipment shall not be left idling for longer than five minutes when not in use. ▪ Workers’ Radios. All noise from workers’ radios shall be controlled to a point that they are not audible at sensitive receptors near construction activity. ▪ Smart Back-up Alarms. Mobile construction equipment shall have smart back-up alarms that automatically adjust the sound level of the alarm in response to ambient noise levels. Alternatively, back-up alarms shall be disabled and replaced with human spotters to ensure safety when mobile construction equipment is moving in the reverse direction. ▪ Sound Barrier. During the demolition, site preparation, grading, building, and paving phases of construction, temporary sound barriers shall be installed and maintained facing sensitive receptors (e.g., residential units, educational facilities) located within 100 feet of the center of construction activity. Temporary sound barriers shall, at a minimum, block the line of sight between noise- generating construction equipment and adjacent windows at sensitive receptors and shall be placed as close to the source equipment as feasible. Such barriers shall be field tested to reduce noise by at least 10 dBA at sensitive receptors. A sound barrier can achieve a 5 dBA noise level reduction when it is tall enough to break the line-of-sight from the source equipment to the sensitive receptor, and it can achieve an approximate 1 dBA additional noise level reduction for each 2 feet of height after it breaks the line of sight (FHWA 2011). Mobile sound barriers may be used as appropriate to attenuate construction noise near the source equipment. ▪ Disturbance Coordinator. The applicant shall designate a disturbance coordinator who shall be responsible for responding to any local complaints about construction noise. The noise disturbance coordinator shall determine the cause of the noise 37 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation complaint (e.g., starting too early, bad muffler) and shall require that reasonable measures warranted to correct the problem be implemented. A telephone number for the disturbance coordinator shall be conspicuously posted at the construction site. Tribal Cultural Resources TCR-1: Unanticipated Discovery of Tribal Cultural Resources In the event that cultural resources of Native American origin are identified during construction of any development associated with proposed HIP expansion, all earth-disturbing work in the vicinity of the find must be temporarily suspended or redirected until an archaeologist has evaluated the nature and significance of the find and an appropriate Native American representative, based on the nature of the find, is consulted. If the County, in consultation with local Native Americans, determines that the resource is a tribal cultural resource and thus significant under CEQA, a mitigation plan shall be prepared and implemented in accordance with state guidelines and in consultation with Native American groups. The plan would include avoidance of the resource or, if avoidance of the resource is infeasible, the plan would outline the appropriate treatment of the resource in coordination with the archeologist, if applicable, and the appropriate Native American tribal representative. Applicant or designee, Construction contractor During construction CPA Planning Department Not Yet Adopted 1 016 2020-08-06 San Antonio Comp Plan Amendment L2.4.1 RESOLUTION NO. RESOLUTION OF THE COUNCIL OF THE CITY OF PALO ALTO ADOPTING THE TEXT AMENDMENTS TO THE COMPREHENSIVE PLAN LAND USE ELEMENT TO PROMOTE HOUSING ON SAN ANTONIO ROAD. WHEREAS, the Planning Commission, after a duly noticed public hearing on August 12, 2020, recommended that the City Council amend the Land Use Element of the Palo Alto Comprehensive Plan as set forth below; and WHEREAS, upon consideration of said recommendation after duly noticed public hearing, the Council desires to amend said plan as hereinafter set forth; The Council of the City of Palo Alto does RESOLVE as follows: SECTION 1. The City Council finds that the public interest, health, safety and welfare of Palo Alto and the surrounding region require amendments to the Palo Alto Comprehensive Plan as set forth in Section 3. SECTION 2. The proposed text amendments are consistent with the following policies and programs of the Comprehensive Plan: Land Use Policies and Programs • Policy L-1.3. Infill development in the urban service area should be compatible with its surroundings and the overall scale and character of the city to ensure a compact, efficient development pattern. • Policy L-1.6. Encourage land uses that address the needs of the community and manage change and development to benefit the community. • Policy L-1.11. Hold new development to the highest development standards in order to maintain Palo Alto’s livability and achieve the highest quality development with the least impacts. • Policy L-2.2. Enhance connections between commercial and mixed use centers and the surrounding residential neighborhoods by promoting walkable and bikeable connections and a diverse range of retail and services that caters to the daily needs of residents. • Policy L-2.4. Use a variety of strategies to stimulate housing, near retail, employment, and transit, in a way that connects to and enhances existing neighborhoods. Not Yet Adopted 2 016 2020-08-06 San Antonio Comp Plan Amendment L2.4.1 • Policy L-2.6. Create opportunities for new mixed use development consisting of housing and retail. • Policy L-4.2. Preserve ground-floor retail, limit the displacement of existing retail from neighborhood centers and explore opportunities to expand retail. Housing Policies and Programs • Program H2.1.2. Allow increased residential densities and mixed use development only where adequate urban services and amenities, including roadway capacity, are available. • Policy H2.2. Continue to support the redevelopment of suitable lands for mixed uses containing housing to encourage compact, infill development. Optimize the use of existing urban services, and support transit use. • Program H2.2.8. Assess the potential of removing maximum residential densities (i.e. dwelling units per acre) in mixed use zoning districts to encourage the creation of smaller housing units within the allowable Floor Area Ratio (FAR), and adopt standards as appropriate. • Policy H3.1. Encourage, foster, and preserve diverse housing opportunities for very low-, low-, and moderate income households. • Program H3.1.2. Implement the BMR ordinance to reflect the City’s policy of requiring: a) At least 15 percent of all housing units in projects must be provided at below market rates to very low-, low-, and moderate-income households. SECTION 3. The Council finds hereby amends the text of the Program L2.4.1 of the Land Use Element of the Palo Alto Comprehensive Plan as follows: Program L2.4.1 Amend the Housing Element to increase eliminate housing sites along San Antonio Road between Middlefield Road and East Charleston Road and increase residential densities in Downtown and the California Avenue area to replace potential units from the sites eliminated. // // // Not Yet Adopted 3 016 2020-08-06 San Antonio Comp Plan Amendment L2.4.1 SECTION 4. The City as the lead agency for the Project has determined that the project is subject to environmental review under provisions of the California Environmental Quality Act (CEQA) under Guideline section 15081, Decision to Prepare an EIR. Specifically, the City prepared a Program EIR to address a series of actions that can be categorized as one large project. A Historic Resource Evaluation was completed for the project because of the age of a certain existing building on-site and it was determined that the building is eligible for listing on the California Register of Historical Resources. The loss of the potential resource through demolition cannot be mitigated and required the preparation of an EIR. Statements of Overriding Considerations are proposed for significant and unavoidable impacts to Cultural Resources. All other potential significant impacts can be mitigated to a level of less than significant with the implementation of mitigation measures. A Final EIR was prepared for the project that includes responses to comments made during the public draft circulation period (ending on September 14, 2020) and revisions to the draft EIR. INTRODUCED AND PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: APPROVED: City Clerk Mayor APPROVED AS TO FORM: City Manager Assistant City Attorney Director of Planning and Development Services Not Yet Approved Ordinance No. Ordinance of the Council of the City of Palo Alto Amending Title 18 (Zoning) of the Palo Alto Municipal Code, Including Chapters 18.04 (Definitions) and 18.16 (Neighborhood, Community, and Service Commercial (CN, CC, and CS) Districts), 18.40 (General Standards and Exceptions) and 18.52 (Parking and Loading Requirements) to Establish the Housing Incentive Program for CS Zoned Properties Along San Antonio Road Between Middlefield Road and East Charleston Road, Including Rooftop Gardens, Modified Parking Requirements; Change the Gross Floor Area Definition to Exempt Certain Subterranean Square Footage; Modify Retail Preservation for Certain Housing Projects The Council of the City of Palo Alto ORDAINS as follows: SECTION 1. Findings and Declarations. The City Council finds and declares as follows: A. In November 2017, the City adopted an updated Comprehensive Plan that projected 3,545 to 4,420 new housing units between 2015 and 2030, and included policies to encourage housing production. The Council subsequently approved a Housing Work Plan with to support the City’s efforts in meeting its Regional Housing Needs Assessment (RHNA) allocation of 1,988 units at varying levels of affordability and the goals inherent in the Comprehensive Plan policies. The Housing Work Plan detailed the actions needed to spur the production of housing, and included the proposed zoning changes reflected in this Ordinance to remove barriers and disincentives to housing development at higher densities where appropriate near transit, jobs and services, and that is affordable for a range of income levels. B. On April 1, 2019, the City adopted the Housing Work Plan, which included various zoning ordinance amendments related to residential and residential mixed-use developments standards such as the housing incentive program, rooftop gardens and parking requirements. C. On March 5, 2019, Ted O’Hanlon, representing Explore Real Estate on behalf of 788 SAPA Land Inc., the property owner for 788 San Antonio Road in Palo Alto, submitted an application for a high-density residential project. That project has since evolved to include a commercial component. D. On May 20, 2019, the City Council held a duly noticed public hearing and was presented a pre-screening of the project that included potential zoning text amendments to implement the project and developments such as the project within the vicinity (CMR Not Yet Approved 10330). E. On August 12, 2020, the Planning & Transportation Commission conducted a duly noticed public hearing, at which it reviewed, considered, and recommended the amendments to the Palo Alto Municipal Code described herein (CMR 11483). F. On November 9, 2020, the City Council held a duly noticed public hearing and considered the subject amendment, including the recommendation from staff and the Planning & Transportation Commission and all public comments received prior to or at the hearing. G. The proposed Ordinance promotes the development of housing in accordance with the goals and policies in the City’s Comprehensive Plan and the purposes of the City’s Zoning Code. H. The proposed ordinance was considered through the California Environmental Quality Act. SECTION 2. Subsection (a)(65)(B) (Gross Floor Area, Non-residential & Multifamily Exclusions) of Section 18.04.030 of Chapter 18.04 (Definitions) of Title 18 (Zoning) of the Palo Alto Municipal Code (PAMC) is amended to add a new subdivision (vi) as follows: 18.04.030 Definitions (a) Throughout this title the following words and phrases shall have the meanings ascribed in this section. [. . .] (65) “Gross floor area” is defined as follows: [. . .] (B) Non-residential & Multifamily Exclusions: For all zoning districts other than the R-E, R-1, R-2 and RMD residence districts, “gross floor area” shall not include the following: [. . .] (vi) In subterranean parking garages: Areas designed and required for electrical and fire equipment rooms, and other areas designated for similar purposes that do not increase the intensity of the use of the site; this exclusion only applies to the minimum area needed for equipment rooms, and similar purposes to comply with current code requirements. [. . .] SECTION 3. Subsection (k) (Housing Incentive Program) of Section 18.16.060 (Development Standards) of Chapter 18.16 (Neighborhood, Community, and Service Not Yet Approved Commercial (CN, CC, and CS) Districts) of Title 18 (Zoning) of the PAMC is amended as follows: 18.16.060 Development Standards [. . .] (k) Housing Incentive Program (1) For an exclusively residential or residential mixed-use project in the CC(2) zone or on CN or CS zoned sites on El Camino Real, the Director may waive the residential floor area ratio (FAR) limit and the maximum site coverage requirement after the project with the proposed waiver or waivers is reviewed by the Architectural Review Board, if the Director finds that a project exceeding these standards is consistent with the required architectural review findings. In no event shall the Director approve a commercial FAR that exceeds the standard in Table 4 of Section 18.16.060(b) or a total FAR (including both residential and commercial FAR) in excess of 2.0 in the CC(2) zone or 1.5 in the CN or CS zone. (1) The Director may waive the residential floor area ratio (FAR) limit and the maximum site coverage requirement for a project that is reviewed by the Architectural Review Board, if the Director finds that the project with such waiver or waivers is consistent with the required architectural review findings in Section 18.76.020. The Director may only waive these development standards in the following areas and subject to the following restrictions: (A) For an exclusively residential or mixed-use project in the CC(2) zone or on CN or CS zoned sites on El Camino Real. In no event shall the Director approve a commercial FAR that exceeds the standard in Table 4 of Section 18.16.060(b) or a total FAR (including both residential and commercial FAR) in excess of 2.0 in the CC(2) zone or 1.5 in the CN or CS zone. (B) For an exclusively residential or mixed-use project on CS zoned sites on San Antonio Road between Middlefield Road and East Charleston Road. In no event shall the Director approve a commercial FAR that exceeds the standard in Table 4 of Section 18.16.060(b) or a total FAR (including both residential and commercial FAR) in excess of 2.0. (2) For a 100% affordable housing project in the CC(2) zone or on CN or CS Not Yet Approved zoned sites on El Camino Real, the Director may waive any development standard including parking after the project with the proposed waiver or waivers is reviewed by the Architectural Review Board, if the Director finds that a project with such waiver or waivers is consistent with the required architectural review findings. In no event shall the Director approve development standards more permissive than the standards applicable to the Affordable Housing (AH) Combining District in Chapter 18.30(J). A “100% affordable housing project” as used herein means a multiple-family housing or mixed-use project in which the residential component consists entirely of affordable units, as defined in Section 16.65.020 of this code, available only to households with income levels at or below 120% of the area median income, as defined in Section 16.65.020, and where the average household income does not exceed 60% of the area median income level, except for a building manager’s unit. (2) The Director may waive any development standard including parking for a project that is reviewed by the Architectural Review Board, if the Director finds that the project with such waiver or waivers is consistent with the required architectural review findings in Section 18.76.020. The Director may only waive these development standards in the following areas and subject to the following restrictions: (A) For a 100% affordable housing project in the CC(2) zone or on CN or CS zoned sites on El Camino Real; (B) For a 100% affordable housing project on CS zoned sites on San Antonio Road between Middlefield Road and East Charleston Road. (C) In no event shall the Director approve development standards more permissive than the standards applicable to the Affordable Housing (AH) Combining District in Chapter 18.30(J). A “100% affordable housing project” as used herein means a multiple-family housing or mixed-use project in which the residential component consists entirely of affordable units, as defined in Section 16.65.020 of this code, available only to households with income levels at or below 120% of the area median income, as defined in Section 16.65.020, and where the average household income does not exceed 60% of the area median income level, except for a building manager’s unit. (3) This program is a local alternative to the state density bonus law, and therefore, a project utilizing this program shall not be eligible for a Not Yet Approved density bonus under Chapter 18.15 (Residential Density Bonus). [. . .] SECTION 4. Footnote (2) of Table 4 (Mixed Use and Residential Development Standards) of Section 18.16.060 (Development Standards) of Chapter 18.16 (Neighborhood, Community, and Service Commercial (CN, CC, and CS) District) of Title 18 (Zoning) of the PAMC is amended as follows: Section 18.18.060 Development Standards [. . .] (b) Mixed Use and Residential Table 4 specifies the development standards for new residential mixed use developments and residential developments. These developments shall be designed and constructed in compliance with the following requirements and the context-based design criteria outlined in Section 18.16.090, provided that more restrictive regulations may be recommended by the architectural review board and approved by the director of planning and community environment, pursuant to Section 18.76.020. Table 4 Mixed Use and Residential Development Standards CN CC CC(2) CS Subject to regulations in: Minimum Site Specifications Site Area (ft2) None required Site Width (ft) Site Depth (ft) Minimum Setbacks Setback lines imposed by a special setback map pursuant to Chapter 20.08 of this code may apply Front Yard (ft) 0' - 10' to create an 8' - 12' effective sidewalk width (8) None Required (8) 0' - 10' to create an 8' - 12' effective sidewalk width (8) 0' - 10' to create an 8' - 12' effective sidewalk width (8) Not Yet Approved Rear Yard (ft) 10' for residential portion; no requirement for commercial portion Rear Yard abutting residential zone district (ft) 10' Interior Side Yard if abutting residential zone district (ft) 10' Street Side Yard (ft) 5' Build-to-Lines 50% of frontage built to setback (1) 33% of side street built to setback (1) Permitted Setback Encroachments Balconies, awnings, porches, stairways, and similar elements may extend up to 6' into the setback. Cornices, eaves, fireplaces, and similar architectural features (excluding flat or continuous walls or enclosures of interior space) may extend up to 4' into the front and rear setbacks and up to 3' into interior side setbacks Maximum Site Coverage 50% 50% 100% 50% Landscape/Open Space Coverage 35% 30% 20% 30% Usable Open Space 150 sq ft per unit (2) Maximum Height (ft) Standard 35'(4) 50' 37' 50' Within 150 ft. of a residential zone district (other than an RM-40 or PC zone) abutting or located within 50 feet of the side 35' 35'(5) 35'(5) 35'(5) Daylight Plane for lot lines abutting one or more residential zoning districts Daylight plane height and slope shall be identical to those of the most restrictive residential zoning district abutting the lot line Residential Density 15 or 20(9) See sub- No 30 18.16.060(i) Not Yet Approved (net)(3) section (e) below maximum Sites on El Camino Real No maximum No maximum Sites on San Antonio Rd Between Middlefield Rd and E. Charleston Rd 15 or 20(9) - No Maximum Maximum Residential Floor Area Ratio (FAR) 0.5:1(4) 0.6:1 0.6:1 Maximum Nonresidential Floor Area Ratio (FAR) 0.4:1 2.0:1 0.4:1 Total Mixed Use Floor Area Ratio (FAR) 0.9:1(4) 2.0:1 1.0:1 Minimum Mixed Use Ground Floor Commercial FAR(6) 0.15:1(10) 0.15:1(10) 0.25:1(7)(10) 0.15:1(10) Parking See Chapters 18.52 and 18.54 (Parking) 18.52, 18.54 (1) Twenty-five-foot driveway access permitted regardless of frontage; build-to requirement does not apply to CC district. (2) Required usable open space: (1) may be any combination of private and common open spaces; (2) does not need to be located on the ground (but rooftop gardens are not included as open space except as provided below); (3) minimum private open space dimension six feet; and (4) minimum common open space dimension twelve feet. For CN and CS sites on El Camino Real, CS sites on San Antonio Road between Middlefield Road and East Charleston Road and CC(2) sites that do not abut a single- or two-family residential use or zoning district, rooftop gardens may qualify as usable open space and may count as up to 60% of the required usable open space for the residential component of a project. In order to qualify as usable open space, the rooftop garden shall meet the requirements set forth in Section 18.40.230. (3) Residential density shall be computed based upon the total site area, Not Yet Approved irrespective of the percent of the site devoted to commercial use. [. . .] SECTION 5. Subsection (c) (Waivers and Adjustments; and Exemptions) of Section 18.40.180 (Retail Preservation) of Chapter 18.40 (General Standards and Exceptions) of Title 18 (Zoning) of the PAMC is amended to add a new subsection (4)(C) as follows: Section 18.40.180 Retail Preservation [. . .] (c) Waivers and Adjustments; and Exemptions [. . .] (4) Exemptions. The following uses shall be exempt or partially exempt from the provisions of this Section 18.40.180, as provided below shall not apply to: [. . .] (C) A high-density residential or mixed-use project in the CS zone district, but not within the Ground Floor (GF) or Retail (R) combining districts, shall be required to replace only 1,500 square feet of an existing Retail or Retail-Like use. For the purposes of this partial exemption, high-density shall mean 30 or more dwelling units per acre. [. . .] SECTION 6. Footnote 4 of Table 1 (Minimum Off-Street Parking Requirements) of Section 18.52.040 Off-Street Parking, Loading and Bicycle Facility Requirements of Chapter 18.52 (Parking and Loading Requirements) of Title 18 (Zoning) of the PAMC are amended as follows: 18.52.040 Off-Street Parking, Loading and Bicycle Facility Requirements [. . .] Table 1 Minimum Off-Street Parking Requirements [. . .] 1. Long Term (LT) and Short Term (ST) bicycle spaces as described in Section 18.54.060. 2. A "micro-unit" as used herein means a residential unit of 450 square feet or Not Yet Approved less. 3. Senior housing for purposes of this provision means an independent living facility, not a convalescent or residential care facility. 4. For residential mixed-use developments in the CD-C zone, CC(2) zone, and on CN and CS zoned sites abutting El Camino Real, and on CS zoned sites abutting San Antonio Road between Middlefield Road and East Charleston Road, the first 1,500 square feet of ground-floor retail uses shall not be counted toward the vehicle parking requirement. 5. Because these parking standards are reduced from the standards otherwise applicable to multiple-family residential development, projects that utilize these reduced parking standards shall not be eligible for further parking reductions through adjustments under Section 18.52.050, Table 4. [. . .] SECTION 7. If any section, subsection, sentence, clause, or phrase of this Ordinance is for any reason held to be invalid or unconstitutional by a decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have passed this Ordinance and each and every section, subsection, sentence, clause, or phrase not declared invalid or unconstitutional without regard to whether any portion of the Ordinance would be subsequently declared invalid or unconstitutional. SECTION 8. The City as the lead agency for the Project has determined that the project is subject to environmental review under provisions of the California Environmental Quality Act (CEQA) under Guideline section 15081, Decision to Prepare an EIR. Specifically, the City prepared a Program EIR to address a series of actions that can be categorized as one large project. A Historic Resource Evaluation was completed for the project because of the age of a certain existing building on-site and it was determined that the building is eligible for listing on the California Register of Historical Resources. The loss of the potential resource through demolition cannot be mitigated and required the preparation of an EIR. Statements of Overriding Considerations are proposed. All other potential significant impacts can be mitigated to a level of less than significant with the implementation of mitigation measures. A Final EIR was prepared for the project that includes responses to comments made during the public draft circulation period (ending on September 14, 2020) and revisions to the draft EIR. SECTION 9. This Ordinance shall be effective on the thirty-first day after the date of its adoption. INTRODUCED: PASSED: Not Yet Approved AYES: NOES: ABSENT: ABSTENTIONS: NOT PARTICIPATING: ATTEST: City Clerk Mayor APPROVED AS TO FORM: APPROVED: Assistant City Attorney City Manager Director of Planning & Development Services Page 1 of 50 ACTION NO. 2020-___ DRAFT RECORD OF THE COUNCIL OF THE CITY OF PALO ALTO LAND USE ACTION FOR 788 SAN ANTONIO ROAD: TENTATIVE MAP, VARIANCE, AND ARCHITECTURAL REVIEW, 19PLN- 00079 (TED O’HANLON, APPLICANT) At its meeting on November 9, 2020, the City Council of the City of Palo Alto (“City Council”) approved a Major Architectural Review application, a Tentative Map for the development of a one-lot condominium subdivision, and a Variance request making the following findings, determinations and declarations: SECTION 1. Background. A. On March 5, 2019, Ted O’Hanlon applied for entitlements for a development project including: Architectural Review and Tentative Map for the development of a one-lot subdivision of airspace for a mixed-use project with 102 residential units and 1,803 square feet of commercial space (“The Project”) with two levels of basement parking. Concurrently, the applicant applied for a Variance from the 24-foot special setback along San Antonio Road to allow the 14-foot protrusion into the special setback for a pedestrian entry ramp into the building. B. The project site is comprised of two adjacent existing lots (APN Nos. 147-03-041 and -042) of approximately 0.997-acres within the Commercial Service (CS) zoning district. The site contains two existing commercial structures. Commercial land uses are located adjacent to the lot to the north, south and east. To the project’s west include residential land uses. C. Following staff review, the Planning and Transportation Commission reviewed the project and recommended approval on August 12, 2020, subject to conditions of approval. D. Following review from the Planning and Transportation Commission, the Architectural Review Board reviewed the project and recommended approval on August 20, 2020, subject to conditions of approval. E. On November 9, 2020, the City Council held a duly noticed public hearing, at which evidence was presented and all persons were afforded an opportunity to be heard in accordance with the Palo Alto Municipal Code and the Council’s policies and procedures. F. Concurrent with the adoption of this Record of Land Use Action, the City Council adopted a Resolution for an amendment to the City’s Comprehensive Plan and an Ordinance amending the Palo Alto Municipal Code. SECTION 2. Environmental Review. The City as the lead agency for the Project has determined that the project is subject to environmental review under provisions of the California Environmental Quality Act (CEQA) under Guideline section 15081, Decision to Prepare an EIR. Specifically, the City prepared a Program EIR to address a series of Page 2 of 50 actions that can be categorized as one large project. An Historic Resource Evaluation was completed for the project because of the age of a certain existing building on-site and it was determined that the building is eligible for listing on the California Register of Historical Resources. The loss of the potential resource through demolition cannot be mitigated and required the preparation of an EIR. Statements of Overriding Considerations are proposed for significant and unavoidable impacts to Cultural Resources. All other potential significant impacts can be mitigated to a level of less than significant with the implementation of mitigation measures. A Final EIR was prepared for the project that includes responses to comments made during the public draft circulation period (ending on September 14, 2020) and revisions to the draft EIR. SECTION 3. Tentative Map Findings. A legislative body of a city shall deny approval of a tentative map, if it makes any of the following findings (California Government Code Section 66474). The City Council cannot make these findings for the following reasons: 1. That the proposed map is not consistent with applicable general and specific plans as specified in Section 65451: The site is consistent with the Comprehensive Plan as described herein. 2. That the design or improvement of the proposed subdivision is not consistent with applicable general and specific plans: The Project is consistent with the following Comprehensive Plan policies: • Policy L-1.3. Infill development in the urban service area should be compatible with its surroundings and the overall scale and character of the city to ensure a compact, efficient development pattern. • Policy L-1.6. Encourage land uses that address the needs of the community and manage change and development to benefit the community. • Policy L-1.11. Hold new development to the highest development standards in order to maintain Palo Alto’s livability and achieve the highest quality development with the least impacts. • Policy L-2.2. Enhance connections between commercial and mixed use centers and the surrounding residential neighborhoods by promoting walkable and bikeable connections and a diverse range of retail and services that caters to the daily needs of residents. • Policy L-2.4. Use a variety of strategies to stimulate housing, near retail, employment, and transit, in a way that connects to and enhances existing neighborhoods. Page 3 of 50 • Policy L-2.6. Create opportunities for new mixed use development consisting of housing and retail. • Policy L-4.2. Preserve ground-floor retail, limit the displacement of existing retail from neighborhood centers and explore opportunities to expand retail. • Program H2.1.2. Allow increased residential densities and mixed use development only where adequate urban services and amenities, including roadway capacity, are available. • Policy H2.2. Continue to support the redevelopment of suitable lands for mixed uses containing housing to encourage compact, infill development. Optimize the use of existing urban services, and support transit use. • Program H2.2.8. Assess the potential of removing maximum residential densities (i.e. dwelling units per acre) in mixed use zoning districts to encourage the creation of smaller housing units within the allowable Floor Area Ratio (FAR), and adopt standards as appropriate. • Policy H3.1. Encourage, foster, and preserve diverse housing opportunities for very low-, low-, and moderate income households. • Program H3.1.2. Implement the BMR ordinance to reflect the City’s policy of requiring: a) At least 15 percent of all housing units in projects must be provided at below market rates to very low-, low-, and moderate-income households. The Project includes a mixed-use building with frontage along San Antonio Road and Leghorn Street. Parking is provided below grade and therefore allows for the integration of open space and courtyard at-grade. The Project represents reinvestment in the area and is consistent with the land-use designations for the property. The Comprehensive Plan Land Use Policy L2.4.1 states to amend the Housing Element to eliminate housing sites along San Antonio Road and increase residential densities in Downtown and the California Avenue area, and as such, this Project concurrently proposes to amend that Comprehensive Plan policy to make consistent the efforts of this project to intensify density along San Antonio Road. When considering the Comprehensive Plan as a whole, the Project supports the objects, goals and policies of the plan. The Architectural Review Board (ARB) reviewed the Project for compliance with design review objectives; the Planning & Transportation Commission (PTC) reviewed the zoning text amendments, the subdivision and variance requests and the City Council reviewed the recommendations from both ARB and the PTC. 3. That the site is not physically suitable for the type of development: The site is a corner lot with frontage on two streets. The design of the site includes appropriate separation between the mixed-use building and the surrounding buildings. The Project is consistent Page 4 of 50 with the City’s Performance Standards set forth in Palo Alto Municipal Code (PAMC) 18.23, ensuring compatibility between commercial and residential uses. Proposed lighting is directed downward to prevent spillover to adjacent properties. Trash enclosures are located in the basement of the project with servicing of the bins done in a temporary staging area near Leghorn Street. The Project provides the required setbacks except for the pedestrian ramp entry along San Antonio Road that requires approval of a Variance and provides a greater setback that required along Leghorn Street. The project includes vegetation and tree plantings within the setback and open spaces. Mechanical equipment areas are screened appropriately. The site circulation facilitates access for all modes of transportation. The Project includes short-term and long-term bike parking. On-site vehicular traffic will be directed underground, leaving the aboveground for pedestrians and bicyclist. 4. That the site is not physically suitable for the proposed density of development: The Project proposes zoning text amendments to allow the Project to be implemented and therefore allowing the 102 dwelling units and the approximate 2.0:1 Floor Area Ratio development. With the approval of the zoning text amendments, the Project is consistent with the zoning and the site is physically suitable for the density of development. 5. That the design of the subdivision or the proposed improvements are likely to cause substantial environmental damage or substantially and avoidably injure fish or wildlife or their habitat: As noted in the Final EIR certified by the City Council on November 9, 2020, the Project will not cause environmental damage or injure fish, wildlife, or their habitat, in that property is not adjacent to sensitive habitat areas and would incorporate mitigation measures to reduce impacts to nesting birds to a less than significant level. Statements of overriding consideration were adopted for impacts to cultural resources and greenhouse gas emissions consistent with the California Environmental Quality Act (CEQA). 6. That the design of the subdivision or type of improvements is likely to cause serious public health problems: An environmental analysis identifies potentially significant impacts related to the associated development project’s improvements that would require mitigation measures to reduce them to a less than significant level. These include mitigations to address air quality, biological resources, geology and soils, hazards and hazardous materials and tribal cultural resource impacts. In addition, while mitigations are proposed for impacts to cultural resources impacts due to the demolition of building that is eligible for listing on the California Historic Register remain significant and unavoidable. Therefore, statements of overriding considerations were adopted in accordance with CEQA to address the impacts. However, this impact is not likely to cause serious public health problems. Page 5 of 50 7. That the design of the subdivision or the type of improvements will conflict with easements, acquired by the public at large, for access through or use of, property within the proposed subdivision. In this connection, the governing body may approve a map if it finds that alternate easements, for access or for use, will be provided, and that these will be substantially equivalent to ones previously acquired by the public. This subsection shall apply only to easements of record or to easements established by judgment of a court of competent jurisdiction and no authority is hereby granted to a legislative body to determine that the public at large has acquired easements for access through or use of property within the proposed subdivision. The design of the subdivision will not conflict with any easements for access through or use of the property. A public access easement will be dedicated with the Final Map, and other existing easements are vacated to implement the project. SECTION 4. Variance Findings. 1. Because of special circumstances applicable to the subject property, including (but not limited to) size, shape, topography, location, or surroundings, the strict application of the requirements and regulations prescribed in Title 18 substantially deprives such property of privileges enjoyed by other property in the vicinity and in the same zoning district as the subject property. The Project site is a corner property with two street frontages – San Antonio Road and Leghorn Street. Both street frontages are subject to Special Setbacks (PAMC 20.08) enacted in the 1950s, likely for the purposes a future roadway widening. It is unlikely that the road would be widened for vehicles, however, other mobility improvements such as pathways for bicycles and pedestrians may be planned. San Antonio Road has a 24-foot special setback, while Leghorn Street has a 15-foot special setback. Projections into setbacks are usually addressed with General Exceptions as provided for in PAMC 18.40.070 or with a Design Enhancement Exception (DEE), however, no projections are permitted by the General Exceptions for Special Setbacks and a DEE cannot be applied to Special Setbacks (PAMC 18.76.050). Therefore, a Variance to the Special Setback standard is the appropriate request. Adjacent similarly zoned properties that are subject to the 24-foot special setback have smaller setbacks for building area: • 800 San Antonio Road is set back 19 feet from the property line. • 810 and 814 San Antonio Road are set back 16 feet from the property line. • 816 San Antonio Road is set back 17 feet from the property line. • 760 San Antonio is set back 19 feet from the property line. • 720 San Antonio Road is set back 17 feet from the property line. These buildings were constructed after the implementation of the easement. Based on the facts above, a strict application of the 24-foot special setback to the applicant’s project Page 6 of 50 site would deprive the property of privileges enjoyed by other property in the vicinity and in the same zoning district as the subject property. 2. The granting of the application shall not affect substantial compliance with the regulations or constitute a grant of special privileges inconsistent with the limitations upon other properties in the vicinity and in the same zoning district as the subject property. Other properties along San Antonio Road are subject to the 24-foot special setback. However, not many properties also have a 15-foot special setback on one side, except for the property directly across on Leghorn Street. The proposed building meets the required setbacks, while only the ramp leading to the primary entry into the building protrudes 13’-6” into the special setback. This switchback ramp complies with the Americans with Disabilities Act and serves as access for bicyclists into the building. The ramp starts at grade and at the landing is approximately one foot in elevation above grade and the ramp finally reaches approximately two and half feet in elevation above grade at the entry to the building. 3. The granting of the application is consistent with the Palo Alto Comprehensive Plan and the purposes of Title 18 (Zoning). The project proposes zoning text amendments to implement the project. The project as proposed complies with all Zoning Ordinance requirements (other than the encroachments for which a variance is sought), including the context-based design criteria outlined in Chapter 18.16 which specifically encourages “entries to be clearly defined…and bicycle amenities that contribute to the area’s bicycle environment and safety needs.” Furthermore, the proposed project does not conflict with the promotion and protection of public health, safety, peace, morals, comfort, convenience or general welfare. Considering these facts, the proposed project is consistent with the purposes of the Zoning Ordinance (Title 18). The Palo Alto Comprehensive Plan does not contain any setback requirements, so the variance does not include an exception to the Comprehensive Plan. Further, the proposed project is consistent with the Comprehensive Plan, as it will promote the following goals and policies, among others: • L2.4: Use a variety of strategies to stimulate housing, near retail, employment and transit, in a way that connects to and enhances existing neighborhoods. • Policy L-2.6: Create opportunities for new mixed use development consisting of housing and retail. • Policy L-1.3: Infill development in the urban service area should be compatible with its surroundings and the overall scale and character of the city to ensure a compact, efficient Page 7 of 50 development pattern. In summary, an important goal of the Palo Alto Comprehensive Plan is to encourage more housing units. Without a variance, development of housing units would be lost because the buildable site area would effectively be reduced to incorporate the ramp within the setback envelope. 4. The granting of the application will not be detrimental or injurious to property or improvements in the vicinity, and will not be detrimental to the public health, safety, general welfare, or convenience. Approval of the requested variance will facilitate development of a residential mixed-use project: (i) that is consistent with the goals of the comprehensive plan, municipal code, and context based design criteria, (ii) that preserves the health and welfare of five city-owned street trees along San Antonio Road, (iii) that is aesthetically pleasing and complements neighboring properties, and (v) that is consistent with other recent projects in the vicinity. SECTION 5. Architectural Review Findings. 1. The design is consistent with applicable provisions of the Palo Alto Comprehensive Plan, Zoning Code, coordinated area plans (including compatibility requirements), and any relevant design guides. The project is consistent with the following Comprehensive Plan Goals/Policies: Comprehensive Plan Goal/Policy Consistency Service Commercial. Facilities providing citywide and regional services and relying on customers arriving by car. These uses do not necessarily benefit from being in high volume pedestrian areas such as shopping centers or Downtown. Typical uses include auto services and dealerships, motels, lumberyards, appliance stores and restaurants, including fast service types. In almost all cases, these uses require good automobile and service access so that customers can safely load and unload without impeding traffic. In some locations, residential and mixed-use projects may be appropriate in this land use category. Examples of Service Commercial areas include San Antonio Road, El Camino Real and The project includes a mixed-use building with ground floor retail and 102 residential units on an approximately one-acre site. The project is a considered in the context of the proposed broader zoning text amendment that would allow higher density housing for properties within the Service Commercial District along San Antonio Road. Page 8 of 50 Comprehensive Plan Goal/Policy Consistency Embarcadero Road northeast of the Bayshore Freeway. Non-residential FARs will range up to 0.4. Consistent with the Comprehensive Plan’s encouragement of housing near transit centers, higher density multi-family housing may be allowed in specific locations. Policy L-1.3: Infill development in the urban service area should be compatible with its surroundings and the overall scale and character of the city to ensure a compact, efficient development pattern. Developed urban uses surround the project site. All utilities can serve the site. The adjacent buildings are one-story in height, there are buildings that are five stories in height within the vicinity consistent with zoning development standards. Policy L-1.11: Hold new development to the highest development standards in order to maintain Palo Alto’s livability and achieve the highest quality development with the least impacts. The architectural review process includes findings and context-based design criteria necessary to develop the project. The project is subject to the Architectural Review process. Policy L-2.4: Use a variety of strategies to stimulate housing, near retail, employment, and transit, in a way that connects to and enhances existing neighborhoods. The project will be implemented using the Housing Incentive Program (HIP). The HIP is a part of the proposed broader zoning text amendment that would allow higher density housing for properties along San Antonio Road. Policy L-2.6: Create opportunities for new mixed use development consisting of housing and retail. The project would recreate 102 new residential units and approximately 1,800 square feet of retail space. Policy L-2.11: Encourage new development and redevelopment to incorporate greenery and natural features such as green rooftops, pocket parks, plazas and rain gardens. The project includes a roof terrace area with plantings as well as an interior courtyard area with plantings. Policy L-3.1: Ensure that new or remodeled structures are compatible with the neighborhood and adjacent structures. The adjacent and surrounding area includes much older buildings. The project has a very different design from the adjacent structures. However, there are two more recently developed projects that are similar in scale and design as the proposed project. The other projects went through the Architectural Review process. Policy L-4.2: Preserve ground-floor retail, limit the displacement of existing retail from The project will incorporate retail on the ground floor consistent in scale with the Page 9 of 50 Comprehensive Plan Goal/Policy Consistency neighborhood centers and explore opportunities to expand retail. development and retail that promotes pedestrian activity. A certain amount of retail would be waived pursuant to the process allowed in the zoning code. Policy L-4.3: Encourage street frontages that contribute to retail vitality in all Centers. Reinforce street corners in a way that enhances the pedestrian realm or that form corner plazas. Include trees and landscaping. The project creates a corner plaza area defined by landscaping a furniture such as outdoor seating and low walls. Policy T-5.1: All new development projects should manage parking demand generated by the project, without the use of on-street parking, consistent with the established parking regulations. As demonstrated parking demand decreases over time, parking requirements for new construction should decrease. The project provides all its required parking onsite. Policy N-2.10: Preserve and protect Regulated Trees, such as native oaks and other significant trees, on public and private property, including landscape trees approved as part of a development review process and consider strategies for expanding tree protection in Palo Alto. The project protects the existing oak trees. Any removed regulated tree is replaced pursuant to City requirements. H3.1.2 PROGRAM. Implement the BMR ordinance to reflect the City’s policy of requiring: a) At least 15 percent of all housing units in projects must be provided at below market rates to very low-, low-, and moderate- income households. The project includes 15% of the proposed units as below market rate. The Project is consistent with Zoning Code requirements, except where the project seeks to amend the zoning code to allow the provisions of the Housing Incentive Program (HIP), and expansions to waivers to retail preservation requirements, and the variance for the protrusion into the San Antonio Road setback for the pedestrian entry ramp. 2. The project has a unified and coherent design, that: a. creates an internal sense of order and desirable environment for occupants, visitors, and the general community, b. preserves, respects and integrates existing natural features that contribute positively to the site and the historic character including historic resources of Page 10 of 50 the area when relevant, c. is consistent with the context-based design criteria of the applicable zone district, d. provides harmonious transitions in scale, mass and character to adjacent land uses and land use designations, e. enhances living conditions on the site (if it includes residential uses) and in adjacent residential areas. The Project is a residential mixed-use project and proposes a design with ground floor retail at the corner. This retail space is expected to be pedestrian-serving. The exterior of the space includes an outdoor plaza with a connection to the street corner. Elements of the existing historic building’s former association with agriculture industry is integrated into the stamped paving patterns of the plaza. The residential component of the project has a primary entry along San Antonio Road. At the double-height lobby level includes an extensive bicycle storage area with multiple rooms where long-term bicycle parking is proposed. The lobby leads to the central interior courtyard that will serve as on-site open space for tenants. The same stamped paving pattern elements used at the corner plaza are also used in the interior courtyard providing the continuum of association with the site’s past. The architecture is very different from the existing adjacent architecture; however, it is designed to complement recent projects of similar scale in the vicinity. The Project includes balconies for residential units and access to a roof-top terrace allowing users to access a larger on-site outdoor amenity space in addition to the interior courtyard. Context-Based Design Criteria PAMC 18.16.90 1. Pedestrian and Bicycle Environment The design of new projects shall promote pedestrian walkability, a bicycle friendly environment, and connectivity through design elements The Project includes pedestrian-oriented retail with an outdoor plaza at the corner. Long-term bicycle parking is located adjacent to the double-height lobby on the interior. The secured bicycle parking is very visible from San Antonio Road. The lobby is accessible from the sidewalk via a ramp. Short-term bicycle parking is located along the building frontages of San Antonio Road and Leghorn Street. 2. Street Building Facades Street facades shall be designed to provide a strong relationship with the sidewalk and the street (s), to create an environment that supports and encourages pedestrian activity through design elements A glassy retail corner with a 12-foot ceiling topped by three residential units provides a focal point for the intersecting street-facing elevations. From this corner high point, the building steps down in both directions, especially on the San Antonio Road elevation, where the rooftop terrace provides a common outdoor area with views towards the Bay and the East Bay hills. Page 11 of 50 3. Massing and Setbacks Buildings shall be designed to minimize massing and conform to proper setbacks The building is taller than the adjacent single-story buildings. Variegated facades include recessed features such as balconies and windows, different color shades and use of different materials that provide visual relief. 4. Low Density Residential Transitions Where new projects are built abutting existing lower scale residential development, care shall be taken to respect the scale and privacy of neighboring properties The project is located kitty-corner from the Greenhouse residential community. San Antonio Road is a divided road with four lanes and the Greenhouse community is setback farther from San Antonio Road. Scale and privacy are not expected to be an issue given the location. 5. Project Open Space Private and public open space shall be provided so that it is usable for the residents and visitors of the site The Project is subject to public park dedication or payment of an in-lieu fee. Given the difficulty in finding suitable park land within the vicinity of the project, the project applicant will pay the in-lieu fee. On-site private open space includes private balconies, the interior courtyard and the rooftop terrace. All of which are enough to meet the City’s requirements. 6. Parking Design Parking shall be accommodated but shall not be allowed to overwhelm the character of the project or detract from the pedestrian environment The Project provides all the required parking in two basement levels. The garage entry is off of the side street (Leghorn Street) as not to interfere with the pedestrian and bicycle movement along San Antonio Road. 7. Large Multi-Acre Sites Large sites (over one acre) shall be designed so that street, block, and building patterns are consistent with those of the surrounding neighborhood The project proposes to merge to parcels, however, the aggregate size of the two parcels is under one-acre. 8. Sustainability and Green Building Design Project design and materials to achieve sustainability and green building design should be Page 12 of 50 incorporated into the project The project will be consistent with current Green Building codes (CalGreen) including Tier 2 measures shown on Sheets GB-1-R and GB-1-NR of the plans. 3. The design is of high aesthetic quality, using high quality, integrated materials and appropriate construction techniques, and incorporating textures, colors, and other details that are compatible with and enhance the surrounding area. The Project includes a variety of high-quality materials conveying a contemporary architectural design. Together these materials create a cohesive design that is compatible with the surrounding developments. 4. The design is functional, allowing for ease and safety of pedestrian and bicycle traffic and providing for elements that support the building’s necessary operations (e.g. convenient vehicle access to property and utilities, appropriate arrangement and amount of open space and integrated signage, if applicable, etc.). Taking advantage of the ideal weather and the proximity of large employers in the area, the building will provide 102 indoor long-term bike parking spaces adjacent to the ground floor main lobby. The secured bicycle parking is highly visible from San Antonio Road. Entry walkways are sized appropriately to accommodate cyclists, pedestrians and those with disabilities. The building will also feature indoor bike repair areas, and an outdoor bike wash area for residents. The property will also accommodate 18 guest and short-term bike spaces along San Antonio Road and Leghorn Street to serve guests as well as the corner ground floor commercial space. Access to utilities are convenient to maintain and serve the building. Open space is purposely located in the central interior courtyard and on the rooftop. The building includes an architectural ribbon, which will be a location for signs. 5. The landscape design complements and enhances the building design and its surroundings, is appropriate to the site’s functions, and utilizes to the extent practical, regional indigenous drought resistant plant material capable of providing desirable habitat that can be appropriately maintained. The design intent of the landscape is to: 1) reinforce the San Antonio Road and Leghorn Street frontages; 2) differentiate between the uses (residential and retail) with the proposed tree plantings; 3) provide recognizable entries for both the residential and retail uses; 4) address the privacy needs of future residents; and 5) provide varied open space opportunities for future residents and retail uses. All but two of the proposed plant species for the project are native plants (75% of the trees would be native). The plant palette includes trees, shrubs, perennials & annuals, and groundcover. Page 13 of 50 6. The project incorporates design principles that achieve sustainability in areas related to energy efficiency, water conservation, building materials, landscaping, and site planning. The project will meet the current Green Building Code requirements. The majority of the proposed landscape palette is low to very low water use. SECTION 6. Tentative Map Approval Granted. Tentative Map Approval is filed and processed in accordance with PAMC Section 21.12.090 and granted by the City Council under PAMC Sections 21.12 and 21.20 and the California Government Code Section 66474, subject to the conditions of approval herein of this Record. SECTION 7. Variance Approval Granted. The Variance is filed and processed in accordance with PAMC Section 18.77.60 and granted by the City Council under PAMC Section 18.77.050. SECTION 8. Architectural Review Approval Granted. The Architectural Review is filed and processed in accordance with 18.77.070 and granted by the City Council under PAMC Section 18.77.050, subject to the conditions of approval herein of this Record. SECTION 9. Final Map. The Final Map submitted for review and approval by the City Council shall be in substantial conformance with the Tentative Map prepared by BKF Engineers titled “Tentative Map 788 San Antonio Housing,” consisting of nine (9) pages, stamped as received March 31, 2020, except as modified to incorporate the conditions of approval contained herein of this record. A copy of the Tentative Map is on file with the Department of Planning & Development Services, Current Planning Division. Prior to the expiration of the Tentative Map approval, the subdivider shall cause the subdivision or any part thereof to be surveyed, and a Final Map, as specified in Chapter 21.08, to be prepared in conformance with the Tentative Map as conditionally approved, and in compliance with the provisions of the Subdivision Map Act and PAMC Title 21 and submitted to the City Engineer (PAMC Section 21.16.010[a]). SECTION 10. Conditions of Approval (Tentative Map). HOUSING DIVISION The project as proposed includes 102 residential ownership units in a mixed-use development. The project is subject to the Below Market Rate (BMR) requirement as set forth by Palo Alto Municipal Code (PAMC) 16.65.060. Page 14 of 50 1. When the BMR requirement results in a fractional unit, an in-lieu payment to the Residential Housing Fund may be made for the fractional unit instead of providing an actual BMR unit, except that larger projects of 30 or more units must provide a whole BMR unit for any fractional unit of one-half (0.50) or larger. The proposed project – 102 ownership units is subject to a (BMR) requirement of 15.3 units and is proposing 16 units. Of the 16 BMR units, at least 66% of units affordable to households of 80-100% area median income (AMI) and up to 33% affordable to households 100-120% AMI. 2. All BMR units constructed shall be in conformance with the City’s BMR Program rules and regulations. Failure to comply with the timing of this condition and any adopted BMR Program rules and regulations shall not waive its later enforcement. 3. A BMR Agreement in a form acceptable to the City Attorney for the 16 BMR units shall be executed and recorded prior to final map approval or building permit issuance, whichever occurs first. Failure to comply with the timing of this condition and any adopted BMR Program rules and regulations shall not waive its later enforcement. PUBLIC WORKS ENGINEERING DEPARTMENT 4. OFF-SITE IMPROVEMENTS: Submit a copy of the off-site improvement plans that includes the replacement of curb, gutter, sidewalk, utilities, landscape, grind and overlay the full width (from curb to curb) for both sides of project frontage, etc. Plans shall include grades along the conforms. The applicant shall reach out to Public Works to schedule a meeting to discuss the extent of the off- site improvements prior to submittal of Final Map. 5. Subdivider shall prepare and submit documents per PAMC 21.16.020 along with the Final Map. 6. Provide closure calculations and stamped and signed engineer’s cost estimate for the off-site improvements described above. 7. Subdivision Improvement Agreement is required to secure compliance with condition of approval and security of improvements onsite and offsite per PAMC Section 21.16.220. 8. The Final Map shall include CITY ENGINEER STATEMENT, CITY SURVEYOR STATEMENT, BENEFICIARY STATEMENT, DIRECTOR OF PLANNING AND COMMUNITY ENVIRONMENT STATEMENT and CITY CLERK. 9. The City of Palo Alto does not currently have a City Surveyor we have retained the services of 3rd party Surveyor to review and provide approval on behalf of the City. Third-party Surveyor will be reviewing, signing and stamping the Final Map associated with your project. In effort to employ the services of 3rd party Surveyor, and as part of the City’s cost recovery measures, the applicant is Page 15 of 50 required to provide payment to cover the cost of 3rd party Surveyor’s review. Our intent is to forward your Final Map to 3rd party Surveyor for an initial preliminary review of the documents. 3rd party Surveyor will then provide a review cost amount based on the complexity of the project and the information shown on the document. We will share this information with you once we receive it and ask that you return a copy acknowledging the amount. You may then provide a check for this amount as payment for the review cost. The City must receive payment prior to beginning the final review process. PRIOR TO FINAL MAP APPROVAL. 10. Provide electronic copies of the documents submitted. 11. Submit wet signed and stamped mylar copy of the Final Map to the Public Works for signature. Map shall be signed by Owner, Notary and Surveyor prior to formal submittal. 12. Signed Subdivision Improvement Agreement and Security as described per PAMC 21.16.230. PRIOR TO ISSUANCE OF A BUILDING PERMIT OR GRADING AND EXCAVATION PERMIT 13. Final Map shall be recorded with County Recorder. 14. Provide conformed copy of Map to City. TRANSPORTATION 15. San Antonio Road Twenty-Four Foot (24’) Setback. In the event that the City pursues future public improvements within the twenty-four foot setback on San Antonio Road, the property owner will, at its sole cost and as directed by the City, promptly remove private improvements within the special setback and modify the access to the building to accommodate the construction of the public improvements. 16. Leghorn Street/San Antonio Road Intersection Improvements. Prior to issuance of a building permit, the owner or designee shall execute an off-site improvement agreement in a form acceptable to the City Attorney, with plans acceptable to the Chief Transportation Official and City Engineer showing: a) Traffic signal modification/Improvements a. Upgrade traffic signal poles to meet current design standards for visibility b. Upgrade Accessible Pedestrian System (APS) push buttons c. Pole upgrades to allow for optional crosswalk widening to full width (median nose reduction) b) Reduce curb radii on eastern side to shorten cross walk Page 16 of 50 SECTION 11. Conditions of Approval. (Architectural Review) PLANNING DIVISION 1. CONFORMANCE WITH PLANS. Construction and development shall conform to the approved plans entitled, "788 San Antonio Housing,” stamped as received by the City on May 11, 2020 on file with the Planning and Development Services Department, 250 Hamilton Avenue, Palo Alto, California except as modified by these conditions of approval. 2. BUILDING PERMIT. Apply for a building permit and meet any and all conditions of the Planning, Fire, Public Works, and Building Departments. 3. BUILDING PERMIT PLAN SET. All Department conditions of approval for the project shall be printed on the plans submitted for building permit. 4. ARB CONDITION: The owner or designee shall demonstrate the following prior to issuance of a building permit to the satisfaction of the Director of Planning & Development Services or designee: • Reconsider corten steel material and/or provide additional details; • Consider substitution for redwood or provide more information on the life cycle of maintenance; • Reconsider bright white paint color with earth tone color; • Consider making the “ribbon” element a uniform thickness; • Consider making corner (Leghorn/San Antonio) more visually architectural. Consider adding relief through changing materials; • Consider locating the bicycle wash facility in the basement; • Review the use of blue oak trees with Urban Forestry Division; and • Consider an alternative to the vertical window in the stairwell. 5. PROJECT MODIFICATIONS: All modifications to the approved project shall be submitted for review and approval prior to construction. If during the Building Permit review and construction phase, the project is modified by the applicant, it is the responsibility of the applicant to contact the Planning Division/project planner directly to obtain approval of the project modification. It is the applicant’s responsibility to highlight any proposed changes to the project and to bring it to the project planner’s attention. 6. PROJECT EXPIRATION. The project approval shall automatically expire after two years from the original date of approval, if within such two year period, the proposed use of the site or the construction of buildings has not commenced pursuant to and in accordance with the provisions of the permit or approval. Application for a one-year extension of this entitlement may be made prior to the expiration. (PAMC 18.77.090(a)). Page 17 of 50 7. LANDSCAPE PLAN. Plantings shall be installed in accordance with the approved plan set and shall be permanently maintained and replaced as necessary. 8. DEVELOPMENT IMPACT FEES: Development Impact Fees, currently estimated in the amount of $5,344,136.59 plus the applicable public art fee, per PAMC 16.61.040, shall be paid prior to the issuance of the related building permit. 9. IMPACT FEE 90-DAY PROTEST PERIOD. California Government Code Section 66020 provides that a project applicant who desires to protest the fees, dedications, reservations, or other exactions imposed on a development project must initiate the protest at the time the development project is approved or conditionally approved or within ninety (90) days after the date that fees, dedications, reservations or exactions are imposed on the Project. Additionally, procedural requirements for protesting these development fees, dedications, reservations and exactions are set forth in Government Code Section 66020. IF YOU FAIL TO INITIATE A PROTEST WITHIN THE 90- DAY PERIOD OR FOLLOW THE PROTEST PROCEDURES DESCRIBED IN GOVERNMENT CODE SECTION 66020, YOU WILL BE BARRED FROM CHALLENGING THE VALIDITY OR REASONABLENESS OF THE FEES, DEDICATIONS, RESERVATIONS, AND EXACTIONS. If these requirements constitute fees, taxes, assessments, dedications, reservations, or other exactions as specified in Government Code Sections 66020(a) or 66021, this is to provide notification that, as of the date of this notice, the 90- day period has begun in which you may protest these requirements. This matter is subject to the California Code of Civil Procedures (CCP) Section 1094.5; the time by which judicial review must be sought is governed by CCP Section 1094.6. 10. INDEPENDENCE AVENUE / LEGHORN STREET INTERSECTION: Prior to issuance of an occupancy permit, with approval from the City of Mountain View, the owner or designee shall modify the intersection to include restriping of the westbound approach to the intersection to provide a westbound right-turn lane, or to provide a de facto right-turn lane by prohibiting curb-side parking during p.m. peak hours on weekdays. 11. TOXIC AIR CONTAMINANTS EMISSIONS REDUCTIONS: To comply with Comprehensive Plan Policy N-5.4 the applicant shall implement the following measures to reduce exposure of proposed residences to toxic air contaminants emissions from vehicles on San Antonio Road: a. Submit to the City of Palo Alto a ventilation proposal prepared by a licensed design professional for all on-site buildings that describes the ventilation design and how that design ensures all dwelling units would be below the excess cancer risk level of 10 in one million established by the Bay Area Air Quality Management District. b. If the proposed buildings would use operable windows or other sources of infiltration of ambient air, the development shall install a central HVAC system that includes high efficiency particulate filters (a MERV rating of 13 or higher). These types of filters are capable of removing approximately 90 percent of the diesel particulate matter (DPM) emissions from air introduced Page 18 of 50 into the heating, ventilation, and air conditioning (HVAC) system. The system may also include a carbon filter to remove other chemical matter. Filtration systems must operate to maintain positive pressure within the building interior to prevent entrainment of outdoor air indoors. c. If the development limits infiltration through non-operable windows, a suitable ventilation system shall include a ventilation system with filtration specifications equivalent to or better than the following: (1) American Society of Heating, Refrigerating and Air-Conditioning Engineers Minimum Efficiency Reporting Values (MERV) MERV-13 supply air filters, (2) greater than or equal to one air exchanges per hour of fresh outside filtered air, (3) greater than or equal to four air exchanges per hour recirculation, and (4) less than or equal to 0.25 air exchanges per hour in unfiltered infiltration. These types of filtration methods are capable of removing approximately 90 percent of the DPM emissions from air introduced into the HVAC system. d. Windows and doors shall be fully weatherproofed with caulking and weather-stripping that is rated to last at least 20 years. Weatherproof should be maintained and replaced by the property owner, as necessary, to ensure functionality for the lifetime of the project. e. Where appropriate, install passive (drop-in) electrostatic filtering systems, especially those with low air velocities (i.e., one mile per hour (mph)). f. Ensure an ongoing maintenance plan for the HVAC and filtration systems. Manufacturers of these types of filters recommend that they be replaced after two to three months of use. g. The applicant shall inform occupants regarding the proper use of any installed air filtration system. 12. MITIGATION MONITORING AND REPORTING PROGRAM. The Mitigation Monitoring and Reporting Program (MMRP) associated with the project and attached here as Exhibit 1 is incorporated by reference and all mitigation measures shall be implemented as described in said document. Prior to requesting issuance of any related demolition and/or construction permits, the applicant shall meet with the Project Planner to review and ensure compliance with the MMRP, subject to the satisfaction of the Director of Planning and Development Services. 13. FINAL INSPECTION: A Planning Division Final inspection will be required to determine substantial compliance with the approved plans prior to the scheduling of a Building Division final. Any revisions during the building process must be approved by Planning, including but not limited to; materials, landscaping and hard surface locations. Contact your Project Planner, Sheldon S. Ah Sing at sahsing@m-group.us to schedule this inspection. RECYCLING Page 19 of 50 14. It is the responsibility of the owner or designee to transport the refuse containers one to three times per week to the refuse staging area located along Leghorn Avenue. The refuse container lids must be kept closed to prevent rain and vermin from entering the bins. The Site is also responsible for transporting the refuse containers back to the refuse enclosure immediately after collection. The applicant has agreed that the property management will find the proper adaptable hitch (hook tow hitch) that can maneuver the waste hauler, GreenWaste of Palo Alto’s refuse bins. Please contact GreenWaste of Palo Alto at (650) 493-4894 or e-mail ecissna@greenwaste.com (Eric Cissna) for recommendations. WATERSHED PROTECTION 15. PCB Reporting. The applicant shall complete and submit the “PCBs Applicant Package,” including any required sampling reports (per the Applicant Package instructions), with the demolition permit application. The Applicant Package will outline PCBs sampling and reporting requirements that must be met if the project meets ALL of the following conditions: a. The project is a commercial, public, institutional, or industrial structure constructed or remodeled between January 1, 1950 and December 31, 1980. Single-family homes are exempt regardless of age. b. The framing of the building contains material other than wood. Wood-frame structures are exempt. c. The proposed demolition is a complete demolition of the building. Partial demolitions do not apply to the requirements. 16. If the project triggers polychlorinated biphenyls (PCBs) sampling as identified on the “PCBs Applicant Package,” then the project shall conduct representative sampling of PCBs concentration in accordance with the “Protocol for Evaluating Priority PCBs-Containing Materials before Building Demolition (2018).” a. If the representative sample results or records DO NOT indicate PCB concentrations ≥50 parts per million (ppm) in one or more “priority materials,” then the screening assessment is complete. Applicant submits screening form and the supporting sampling documentation with the demolition permit application. No additional action is required. b. If the representative sample results or records DO indicate PCBs concentrations ≥50 ppm in one or more “priority materials,” then the screening assessment is complete, but the Applicant MUST also contact applicable State and Federal Agencies to meet further requirements. Applicant submits screening form and the supporting sampling documentation with the demolition permit application, and also must contacts the State and Federal Agencies as indicated on Page 3 of the “PCBs Screening Assessment Form.” 17. IMPORTANT: ADVANCED APPROVAL FROM THE UNITED STATES ENVIRONMENTAL PROTECTION Page 20 of 50 AGENCY (USEPA) OR OTHER STATE AGENCIES MAY BE REQUIRED PRIOR TO BUILDING DEMOLITION. IT IS RECOMMENDED THAT APPLICANTS BEGIN THE PCBs ASSESSMENT WELL IN ADVANCE OF APPLYING FOR DEMOLITION PERMIT AS THE PROCESS CAN TAKE BETWEEN 1-3 MONTHS. PRIOR TO THE ISSUANCE OF ANY BUILDING PERMIT: 18. The following stormwater treatment measures shall apply to the project as applicable: a. All Bay Area Municipal Regional Stormwater Permit requirements shall be followed. b. Refer to the Santa Clara Valley Urban Runoff Pollution Prevention Program C.3 Handbook (download here: http://scvurppp-w2k.com/c3_handbook.shtml) for details. c. For all C.3 features, vendor specifications regarding installation and maintenance should be followed and provided to city staff. Copies must be submitted to Pam Boyle Rodriguez at mailto:mpamela.boylerodriguez@cityofpaloalto.org. Add this bullet as a note to the building plans. d. Staff from Stormwater Program (Watershed Protection Division) may be present during installation of stormwater treatment measures. Contact Pam Boyle Rodriguez, Stormwater Program Manager, at (650) 329-2421 before installation. Add this bullet as a note to building plans on Stormwater Treatment (C.3) Plan. e. Bay-friendly Guidelines (rescapeca.org) f. Do not use chemicals fertilizers, pesticides, herbicides or commercial soil amendment. Use Organic Materials Review Institute (OMRI) materials and compost. Refer to the Bay Friendly Landscape Guidelines: http://www.stopwaste.org/resource/brochures/bayfriendly-landscape- guidelines-sustainable-practices-landscape-professional for guidance. Add this bullet as a note to the building plans. g. Avoid compacting soil in areas that will be unpaved. Add this bullet as a note to the building plans. 19. The following stormwater quality protection provision shall apply as applicable: a. Temporary and permanent waste, compost and recycling containers shall be covered to prohibit fly-away trash and having rainwater enter the containers. b. Drain downspouts to landscaping (outward from building as needed). c. Drain heating, ventilation, and air conditioning (HVAC) fluids from roofs and other areas to landscaping. TRANSPORTATION 20. SAN ANTONIO ROAD TWENTY-FOUR FOOT (24’) SETBACK. In the event that the City pursues future public improvements within the twenty-four foot setback on San Antonio Road, the property owner will, at its sole cost and as directed by the City, promptly remove private improvements within the special setback and modify the access to the building to accommodate the construction of the public improvements. Page 21 of 50 21. TRANSPORTATION DEMAND MANAGEMENT (TDM) PLAN. Pending submittal of the TIA memo, or if the applicant requests a reduction in parking requirement. The applicant shall prepare a TDM plan for review and approval by the Chief Transportation Official (CTO) or designee prior to the issuance of building permits. The TDM plan shall include robust measures and strategies to achieve the goal of reducing single-occupancy vehicle trips to the project site by a minimum of 20% in conformance with the City’s Comprehensive Plan. The TDM plan shall include an annual monitoring plan to document mode split and trips to the project site. Where the monitoring reports indicate that performance measures are not met through the measures and programs initially implemented, the City may require program modifications and may impose administrative penalties if identified deficiencies are not addressed within six months. 22. LEGHORN STREET/SAN ANTONIO ROAD INTERSECTION IMPROVEMENTS. Prior to issuance of a building permit, the owner or designee shall execute an off-site improvement agreement in a form acceptable to the City Attorney, with plans acceptable to the Chief Transportation Official and City Engineer showing: a) Traffic signal modification/Improvements a. Upgrade traffic signal poles to meet current design standards for visibility b. Upgrade Accessible Pedestrian System (APS) push buttons c. Pole upgrades to allow for optional crosswalk widening to full width (median nose reduction) b) Reduce curb radii on eastern side to shorten cross walk UTILITIES – WASTE, WATER & GAS PRIOR TO ISSUANCE OF DEMOLITION PERMIT: 23. The applicant shall submit a request to disconnect all utility services and/or meters including a signed affidavit of vacancy. Utilities will be disconnected or removed within 10 working days after receipt of request. The demolition permit will be issued by the building inspection division after all utility services and/or meters have been disconnected and removed. FOR BUILDING PERMIT: 24. The applicant shall submit a completed water-gas-wastewater service connection application - load sheet for City of Palo Alto Utilities (CPAU). The applicant must provide all the information requested for utility service demands (water in fixture units/gallons per minutes (g.p.m.), gas in British thermal units per hour (b.t.u.p.h), and sewer in fixture units/gallons per day (g.p.d.)). 25. The applicant shall submit improvement plans for utility construction. The plans must show the size and location of all underground utilities within the development and the public right of way including meters, backflow preventers, fire service requirements, sewer mains, sewer cleanouts, backwater valve, sewer ejector pumps and any other required utilities. The plans must include Page 22 of 50 complete profiles for the design of all gravity lines clearly identifying the minimum vertical clearances from existing underground facilities. 26. The applicant to verify crossing utilities and provide engineering profile drawings for the proposed sewer lateral, there are existing primary and secondary high voltage conduits running along the frontage of the building. 27. The residential development portion will be master metered by CPAU and each dwelling unit will be privately sub metered. See requirement below. The applicant needs to provide an estimated domestic water load in gallons per minute (g.p.m.) to design the water service and meter size. A 4" master water meter will require a four (4) feet x eight (8) feet water meter set with a two (2) inch by-pass per DWG. # STD. WD-04. The vault shall be in private property inside a public utility easement (PUE). 28. Per SB7 (Water Code, Division 1, Chapter 8, Article 5, Section 537-537.5) requires new multi-family residential building to include a water sub-meter for each dwelling unit and to bill tenants accordingly for their water use per CPA Utilities rules and Regulations. Sub-meters shall comply with all laws and regulations governing their installation, maintenance, reading billing, and testing. Due to the extent of the frontage area along the streets, assuming a space constraint does not exist with the total number of meters, these dwelling units could be evaluated for the installation of individual City-owned meters in the Public City Right of Way and not on private property to avoid potential exposure in the event of leaks. 29. The residential will have set of meters and the retails will have another set of meters shown on the plans. 30. New high-density polyethylene (HDPE) water service and meter installation are required to furnish customer's demand for domestic. The water meter will be sized based on the water loads demands. 31. A separate water meter and backflow preventer for the retail space is required. 32. New HDPE water service installation is required to furnish customer's demand for fire sprinkler system. The water service and connection will be sized based on the water fire protection load demands. The applicant shall provide to the engineering department a copy of the plans for fire system including all fire department's requirements prior to the actual approval of the service. 33. The existing unused water services and sewer lateral (s) will be disconnected and abandoned at the main per utilities standards by the City of Palo Alto Utilities. 34. An approved reduced pressure principle assembly (RPPA backflow preventer device) is required for all new water connections from City of Palo Alto Utilities to comply with requirements of California Page 23 of 50 administrative code, Title 17, Sections 7583 through 7605 inclusive. The RPPA shall be installed on the owner's property and directly behind the water meter within five (5) feet of the property line or City Right of Way. 35. An approved reduced pressure detector assembly (RPDA backflow preventer device) is required for the new water connection for the fire system to comply with requirements of California administrative code, Title 17, Sections 7583 through 7605 inclusive. 36. There shall be no new gas service for this project. 37. The applicant is responsible for installing and upgrading the existing utility mains/services/lateral as necessary to handle anticipated peak loads. This responsibility includes all costs associated with the design and construction for the installation/upgrade of the utility mains/services/lateral. 38. Per City of Palo Alto Ordinance 16.08.130 Amendment to CPC 710.1. Sewer backflow protection shall be installed for all new construction, remodels, sewer line repairs/ modifications, structures with sewer ejectors pumps and building floors. Where the elevation is at or below the invert of the city sanitary sewer main. Show the location of the backwater valve on the plans. 39. Sewer ejector pumps shall meet the CPAU conditions limiting the wastewater discharge flow rate to the wastewater collection. Sewage ejector pumps shall meet the following conditions: a. The pump(s) shall be limited to a total 100 gallons per minute (g.p.m.) capacity or b. The sewage line changes to a four (4) inch gravity flow line at least 20 feet from the City clean out. c. The tank and float are set up such that the pump run time not exceed 20 seconds each cycle. 40. Trees may not be planted within 10 feet of new water, gas or wastewater mains/services or meters. New water, gas or wastewater services/meters may not be installed within 10 feet of existing trees. 41. The applicant shall pay the capacity fees and connection fees associated with new utility service/s or added demand on existing services. The approved relocation of services, meters, hydrants, or other facilities will be performed at the cost of the person/entity requesting the relocation. 42. All utility installations shall be in accordance with the latest edition of CPAU Standards for Water, Gas & Wastewater. PUBLIC WORKS ENGINEERING Page 24 of 50 43. STORM WATER TREATMENT: This project shall comply with the storm water regulations contained in provision C.3 of the National Pollutant Discharge Elimination System (NPDES) municipal storm water discharge permit issued by the San Francisco Bay Regional Water Quality Control Board (and incorporated into Palo Alto Municipal Code (PAMC) Chapter 16.11). These regulations apply to land development projects that create or replace 10,000 square feet or more of impervious surface, and restaurants, retail gasoline outlets, auto service facilities, and uncovered parking lots that create and/or replace 5,000 square feet or more of impervious surface. In order to address the potential permanent impacts of the project on storm water quality, the applicant shall incorporate into the project a set of permanent site design measures, source controls, and treatment controls that serve to protect storm water quality, subject to the approval of the Public Works Department. The applicant shall identify, size, design and incorporate permanent storm water pollution prevention measures (preferably landscape-based treatment controls such as bioswales, filter strips, and permeable pavement rather than mechanical devices that require long-term maintenance) to treat the runoff from a “water quality storm” specified in PAMC Chapter 16.11 prior to discharge to the municipal storm drain system. Effective February 10, 2011, regulated projects, must contract with a qualified third-party reviewer during the planning phase to certify that the proposed permanent storm water pollution prevention measures comply with the requirements of Palo Alto Municipal Code Chapter 16.11. The C.3 Data Form and a stamped and signed letter from the third-party reviewer confirming which documents they reviewed and that the project complies with Provision C.3 and PAMC 16.11 must be provided prior to PWE approval of the planning application. Provide updated C.3 Data Form stamp/signed by third-party and signed/stamped approval letter for Building permit set of plans. 44. EASEMENTS: All existing easements shall remain and not be removed. Above grade features such as building features shall not encroach into easement area. 45. SIDEWALK, CURB & GUTTER: As part of this project, the applicant must replace all sidewalks, curbs, gutters and driveway approaches in the public right-of-way along the frontage(s) of the property and must remove any unpermitted pavement in the planter strip. In addition, any abandoned driveway approaches need to be replaced with City standard sidewalk, curb and gutter. The site plan submitted with the building permit plan set must show the extent of the replacement work. The plan must note that any work in the right-of-way must be done per Public Works’ standards by a licensed contractor who must first obtain a Street Work Permit from Public Works at the Development Center. 46. BASEMENT DRAINAGE: Due to high groundwater throughout much of the City and Public Works prohibiting the pumping and discharging of groundwater, perforated pipe drainage systems at the exterior of the basement walls or under the slab are not allowed for this site. A drainage system is, however, required for all exterior basement-level spaces, such as lightwells, patios or stairwells. This system consists of a sump, a sump pump, a backflow preventer, and a closed pipe from the pump to a dissipation device onsite at least 10 feet from the property line, such as a bubbler box in a landscaped area, so that water can percolate into the soil and/or sheet flow across the site. The Page 25 of 50 device must not allow stagnant water that could become mosquito habitat. Additionally, the plans must show that exterior basement-level spaces are at least 7-3/4” below any adjacent windowsills or doorsills to minimize the potential for flooding the basement. Public Works recommends a waterproofing consultant be retained to design and inspect the vapor barrier and waterproofing systems for the basement. 47. BASEMENT SHORING: Shoring for the basement excavation, including tiebacks, must not extend onto adjacent private property or into the City right-of-way without having first obtained written permission from the private property owners and/or an encroachment permit from Public Works. 48. DEWATERING: Proposed underground garage excavation may require dewatering during construction. Prior to issuance of a grading/excavation permit, the owner or designee shall contact Public Works to discuss the dewatering process and submittal requirements. Public Works only allows groundwater drawdown well dewatering. Open pit groundwater dewatering is disallowed. Dewatering is only allowed from April 1 through October 31 due to inadequate capacity in our storm drain system. The geotechnical report for this site must list the highest anticipated groundwater level; if the proposed project will encounter groundwater, the applicant must provide all required dewatering submittals for Public Works review and approval prior to grading permit issuance. Public Works has dewatering submittal requirements and guidelines available at the Development Center and on our website: https://www.cityofpaloalto.org/gov/depts/pwd/forms_and_permits/default.asp 49. GRADING & EXCAVATION PERMIT: An application for a grading and excavation permit must be submitted to Public Works when applying for a building permit. The application and guidelines are available at the Development Center and on our website. 50. STORM WATER POLLUTION PREVENTION: The City's full-sized "Pollution Prevention - It's Part of the Plan" sheet must be included in the plan set. The sheet is available here: http://www.cityofpaloalto.org/civicax/filebank/documents/2732 51. SWPPP: The proposed development will disturb more than one acre of land. Accordingly, the applicant will be required to comply with the State of California’s General Permit for Storm Water Discharges Associated with Construction Activity. This entails filing a Notice of Intent to Comply (NOI), paying a filing fee, and preparing and implementing a site specific storm water pollution prevention plan (SWPPP) that addresses both construction-stage and post-construction Best Management Practices (BMP’s) for storm water quality protection. The applicant is required to submit two copies of the NOI and the draft SWPPP to the Public Works Department for review and approval prior to issuance of the building permit. Also, include the City's standard "Pollution Prevention - It's Part of the Plan" sheet in the building permit plan set. Copies are available from Public Works at the Development Center. Page 26 of 50 52. IMPERVIOUS SURFACE AREA: The project will be creating or replacing 500 square feet or more of impervious surface. Accordingly, the applicant shall provide calculations of the existing and proposed impervious surface areas with the building permit application. The Impervious Area Worksheet for Land Developments form and instructions are available at the Development Center or on our website. Provide hard copy in submittal. 53. STORMWATER MAINTENANCE AGREEMENT: The applicant shall designate a party to maintain the control measures for the life of the improvements and must enter into a maintenance agreement with the City to guarantee the ongoing maintenance of the permanent C.3 storm water discharge compliance measures. The maintenance agreement shall be executed prior to any Building and/or Grading permit issuance. The City will inspect the treatment measures yearly and charge an inspection fee. 54. LOGISTICS PLAN: The contractor must submit a logistics plan to the Public Works Department prior to commencing work. The contractor shall follow the City’s Logistics Plan Preparation Guidelines when preparing this plan. If separate demo, grading and/or building permits are submitted, a separate logistics plan will be required for each separate permit application specific to that phase of construction. 55. Within 45 days of the installation of the required storm water treatment measures and prior to the issuance of an occupancy permit for the building, third-party reviewer shall also submit to the City a certification for approval that the project’s permanent measures were constructed and installed in accordance to the approved permit drawings. 56. STREET OVERLAY. San Antonio Road and Leghorn Street were recently resurfaced and these streets are under a moratorium. Applicant will be required to grind and overlay the full width (from curb to curb) of San Antonio Road and Leghorn Street over the full project frontage per Public Works standards. Plans shall include a signage a striping plan. 57. Based on the City’s GIS there may be plume monitoring wells within the project site. Typically these wells are maintained by Santa Clara Valley Water District (SCVWD). The proposed work shall not destroy any of the monitoring well or affect the function and use of these. Contact SCVWD to verify the well location. Plot and label them on the plans and provide notes to protect wells as required by the district. 58. ROUGH GRADING PLAN. Provide a Rough Grading Plan for the work proposed as part of the Grading and Excavation Permit application. The Rough Grading Plans shall including the following: pad elevation, basement elevation, elevator pit elevation, ground monitoring wells, shoring for the proposed basement, limits of over excavation, stockpile area of material, overall earthwork volumes (cut and fill), temporary shoring for any existing facilities, ramps for the basement access, crane locations (if any), etc. Plans submitted for the Grading and Excavation Permit, shall be stand- alone, and therefore the plans shall include any conditions from other divisions that pertain to Page 27 of 50 items encountered during rough grading for example if contaminated groundwater is encountered and dewatering is expected, provide notes on the plans based Water Quality’s conditions of approval. Provide a note on the plans to direct the contractor to the approve City of Palo Alto Truck Route Map, which is available on the City’s website. 59. STORM WATER HYDRAULICS AND HYDROLOGY: Plans provided do not show if the existing site drainage has a direct discharge into the existing system. Provide an analysis that compares the existing and proposed site runoff from the project site. Runoff shall be based on City of Palo Alto Drainage Design Standards for 10-year storm event with Hydraulic Grade Line (HGL’s) 0.5 foot below inlet grates elevations and 100-year storm with HGL not exceeding the street right-of-way. As described on the City of Palo Alto Drainage Design Standards. The applicant shall provide the tabulated calculations directly on the conceptual grading and drainage plan. This project may be required to replace and upsize the existing storm drain system to handle the added flows and/or depending on the current pipe condition. The IDF tables and Precipitation Map for Palo Alto is available County of Santa Clara County Drainage Manual dated October 2007. The proposed project shall not increase runoff to the public storm drain system. 60. STORM DRAIN LOGO: The applicant is required to paint the “No Dumping/Flows to Adobe Creek” logo in blue color on a white background, adjacent to all onsite storm drain inlets. Stencils of the logo are available from the Public Works Environmental Compliance Division, which may be contacted at (650) 329-2598. A deposit may be required to secure the return of the stencil. Include the directions to paint the logos on the construction grading and drainage plan. Include maintenance of these logos in the Hazardous Materials Management Plan, if such a plan is part of this project. For any new public catch basins in the public road right-of-way, applicant shall place medallions next to the inlets. Medallions are also available from Environmental Compliance Division. 61. Plans for proposed development show the entire site’s storm water runoff directed into the catch basin on Leghorn Street. Applicant will be required to provide Public Works Storm Drain Division a video of the storm drain line from that catch basin to the San Antonio manhole connection. If any of that storm drain line needs to be repaired or replaced, this project must complete that work as part of its offsite improvements. 62. The grading plan provided in the planning stage proposes overland release into the public right of way on San Antonio and Leghorn. This will only be allowed if applicant demonstrates that this matches existing drainage patterns and existing flow volume. 63. Civil plans submitted in the Building permit stage shall include detail sections at all locations where C.3 treatment devices are within 10 feet of the property line. 64. Areas noted as self-treating or self-retaining on the SWMP will not be allowed to have area drains that ultimately connect to the City storm system without explicit third-party C.3 reviewer approval Page 28 of 50 and approval from the City’s storm drain division. This may include revising drainage calculations to factor in this additional discharge. UTILITIES – ELECTRIC 65. Applicant shall provide easement for the transformer. A signed easement shall be the final condition prior to energization of the building. The City reserves the right to shut the power to the building without a signed easement. 66. The applicant shall comply with all the Electric Utility Engineering Department service requirements noted during plan review. 67. The applicant shall be responsible for identification and location of all utilities, both public and private, within the work area. Prior to any excavation work at the site, the applicant shall contact Underground Service Alert (USA) at 1-800-227-2600, at least 48 hours prior to beginning work. 68. Only one electric service lateral is permitted per parcel. Utilities Rule & Regulation #18. 69. If this project requires pad-mount transformers, the location of the transformers shall be shown on the site plan and approved by the Utilities Department and the Architectural Review Board. Utilities Rule & Regulations #3 & #16 (see detail comments below). 70. The developer/owner shall provide space for installing pad-mount equipment (i.e. transformers, switches, and interrupters) and associated substructure as required by the City. 71. The location of the electric panel/switchboard shall be shown on the site plan and approved by the Architectural Review Board and Utilities Department. 72. The customer shall install all electrical substructures (conduits, boxes and pads) required from the service point to the customer’s switchgear. The design and installation shall be according to the City standards and shown on plans. Utilities Rule & Regulations #16 & #18. 73. The customer is responsible for sizing the service conductors and other required equipment according to the California Electric Code requirements and City standards. 74. Any additional facilities and services requested by the Applicant that are beyond what the utility deems standard facilities will be subject to Special Facilities charges. The Special Facilities charges include the cost of installing the additional facilities as well as the cost of ownership. Utilities Rule & Regulation #20. Page 29 of 50 75. Projects that require the extension of high voltage primary distribution lines or reinforcement of offsite electric facilities will be at the customer’s expense and must be coordinated with the Electric Utility. 76. The applicant shall secure a Public Utilities Easement for facilities installed on private property for City use. 77. Industrial and large commercial customers must allow sufficient lead-time for Electric Utility Engineering and Operations (typically 8-12 weeks after advance engineering fees have been paid) to design and construct the electric service requested. 78. A completed Utility Service Application and a full set of plans must be included with all applications involving electrical work. The Application must be included with the preliminary submittal. 79. The applicant shall submit a request to disconnect all existing utility services and/or meters including a signed affidavit of vacancy, on the form provided by the Building Inspection Division. Utilities will be disconnected or removed within 10 working days after receipt of request. The demolition permit will be issued after all utility services and/or meters have been disconnected and removed. 80. All utility meters, lines, transformers, backflow preventers, and any other required equipment shall be shown on the landscape and irrigation plans and shall show that no conflict will occur between the utilities and landscape materials. In addition, all aboveground equipment shall be screened in a manner that is consistent with the building design and setback requirements. 81. Contractors and developers shall obtain permit from the Department of Public Works before digging in the street right-of-way. This includes sidewalks, driveways and planter strips. 82. At least 48 hours prior to starting any excavation, the customer must call Underground Service Alert (USA) at 1-800-227-2600 to have existing underground utilities located and marked. The areas to be checked for underground facility marking shall be delineated with white paint. All USA markings shall be removed by the customer or contractor when construction is complete. 83. The customer is responsible for installing all on-site substructures (conduits, boxes and pads) required for the electric service. No more than 270 degrees of bends are allowed in a secondary conduit run. All conduits must be sized according to California Electric Code requirements and no 1/2 – inch size conduits are permitted. All off-site substructure work will be constructed by the City at the customer’s expense. Where mutually agreed upon by the City and the Applicant, all or part of the off-site substructure work may be constructed by the Applicant. Page 30 of 50 84. All primary electric conduits shall be concrete encased with the top of the encasement at the depth of 30 inches. No more than 180 degrees of bends are allowed in a primary conduit run. Conduit runs over 500 feet in length require additional pull boxes. 85. All new underground conduits and substructures shall be installed per City standards and shall be inspected by the Electrical Underground Inspector before backfilling. 86. For services larger than 1600 amps, a transition cabinet as the interconnection point between the utility’s pad-mount transformer and the customer’s main switchgear may be required. See City of Palo Alto Utilities Standard Drawing SR-XF-E-1020. The cabinet design drawings must be submitted to the Electric Utility Engineering Division for review and approval. 87. For underground services, no more than four (4) 750 MCM conductors per phase can be connected to the transformer secondary terminals; otherwise, bus duct or x-flex cable must be used for connections to pad-mount transformers. 88. If customer installs a bus duct directly between the transformer secondary terminals and the main switchgear, the installation of a transition cabinet will not be required. The customer is responsible for installing all underground electric service conductors, bus duct, transition cabinets, and other required equipment. The installation shall meet the California Electric Code and the City Standards. 89. Meter and switchboard requirements shall be in accordance with Electric Utility Service Equipment Requirements Committee (EUSERC) drawings accepted by Utility and CPA standards for meter installations. 90. Shop/ factory drawings for switchboards (400A and greater) and associated hardware must be submitted for review and approval prior to installing the switchgear to: Tiffany Pagtulingan Power Engineer Utilities Engineering (Electrical) 1007 Elwell Court Palo Alto, CA 94303 91. For 400A switchboards only, catalog cut sheets may be substituted in place of factory drawings. 92. All new underground electric services shall be inspected and approved by both the Building Inspection Division and the Electrical Underground Inspector before energizing. 93. The customer shall provide as-built drawings showing the location of all switchboards, conduits (number and size), conductors (number and size), splice boxes, vaults and switch/transformer pads. 94. The follow must be completed before Utilities will make the connection to the utility system and energize the service: Page 31 of 50 a. All fees must be paid. b. All required inspections have been completed and approved by both the Building Inspection Division and the Electrical Underground Inspector. c. All Special Facilities contracts or other agreements need to be signed by the City and applicant. d. Easement documents must be completed. HOUSING The project as proposed includes 102 residential ownership units in a mixed-use development. The project is subject to the Below Market Rate (BMR) requirement as set forth by Palo Alto Municipal Code (PAMC) 16.65.060. 95. When the BMR requirement results in a fractional unit, an in-lieu payment to the Residential Housing Fund may be made for the fractional unit instead of providing an actual BMR unit, except that larger projects of 30 or more units must provide a whole BMR unit for any fractional unit of one-half (0.50) or larger. The proposed project – 102 ownership units is subject to a BMR requirement of 15.3 units and is proposing 16 units. Of the 16 BMR units, at least 66% of units affordable to households of 80-100% area median income (AMI) and up to 33% affordable to households 100-120% AMI. 96. All BMR units constructed shall be in conformance with the City’s BMR Program rules and regulations. Failure to comply with the timing of this condition and any adopted BMR Program rules and regulations shall not waive its later enforcement. 97. A BMR Agreement in a form acceptable to the City Attorney for the 16 BMR units shall be executed and recorded prior to final map approval or building permit issuance, whichever occurs first. Failure to comply with the timing of this condition and any adopted BMR Program rules and regulations shall not waive its later enforcement. URBAN FORESTRY TREE PROTECTION COMPLIANCE: 98. The owner and contractor shall implement all protection and inspection schedule measures, design recommendations and construction scheduling as stated in the TPR & Sheet T-1 and is subject to code compliance action pursuant to PAMC 8.10.080. The required protective fencing shall remain in place until final landscaping and inspection of the project. Project arborist approval must be obtained and documented in the monthly activity report sent to the City. The mandatory Contractor and Arborist Monthly Tree Activity Report shall be sent monthly to the City (pwps@cityofpaloalto.org) beginning with the initial verification approval, using the template in the Tree Technical Manual, Addendum 11. Page 32 of 50 99. PLAN CHANGES. Revisions and/or changes to plans before or during construction shall be reviewed and responded to by the (a) project site arborist, or (b) landscape architect with written letter of acceptance before submitting the revision to the Building Department for review by Planning, Public Works or Urban Forestry. 100. TREE DAMAGE. Tree Damage, Injury Mitigation and Inspections apply to Contractor. Reporting, injury mitigation measures and arborist inspection schedule (1-5) apply pursuant to Tree Technical Manual (TTM), Section 2.20-2.30. Contractor shall be responsible for the repair or replacement of any publicly owned or protected trees that are damaged during the course of construction, pursuant to Title 8 of the Palo Alto Municipal Code, and city Tree Technical Manual, Section 2.25. 101. GENERAL. The following general tree preservation measures apply to all trees to be retained: No storage of material, topsoil, vehicles or equipment shall be permitted within the tree enclosure area. The ground under and around the tree canopy area shall not be altered. Trees to be retained shall be irrigated, aerated and maintained as necessary to ensure survival. 102. BUILDING PERMIT SUBMITTAL- PROJECT ARBORIST CERTIFICATION LETTER. Prior to submittal for staff review, attach a Project Arborist Certification Letter that he/she has; (a) reviewed the entire building permit plan set submittal and, (b) affirm that ongoing Contractor/Project Arborist site monitoring inspections and reporting have been arranged with the contractor or owner (see Sheet T-1) and, (c) understands that design revisions (site or plan changes) within a Tree Protection Zone (TPZ) will be routed to Project Arborist/Contractor for review prior to approval from City. 103. TREE PROTECTION VERIFICATION. Prior to any site work verification from the contractor that the required protective fencing is in place shall be submitted to the Urban Forestry Section. The fencing shall contain required warning sign and remain in place until final inspection of the project. 104. EXCAVATION RESTRICTIONS APPLY (TTM, Sec. 2.20 C & D). Any approved grading, digging or trenching beneath a tree canopy shall be performed using ‘air-spade’ method as a preference, with manual hand shovel as a backup. For utility trenching, including sewer line, roots exposed with diameter of 1.5 inches and greater shall remain intact and not be damaged. If directional boring method is used to tunnel beneath roots, then Table 2-1, Trenching and Tunneling Distance, shall be printed on the final plans to be implemented by Contractor. 105. PLAN SET REQUIREMENTS. The final Plans submitted for building permit shall include the following information and notes on relevant plan sheets: 106. SHEET T-1, BUILDING PERMIT. The building permit plan set will include the City’s full-sized, Sheet T-1 (Tree Protection-it's Part of the Plan!), available on the Development Center website at http://www.cityofpaloalto.org/civicax/filebank/documents/31783. The Applicant shall complete and sign the Tree Disclosure Statement and recognize the Project Arborist Tree Activity Inspection Schedule. Monthly reporting to Urban Forestry/Contractor is mandatory. (Insp. #1: applies to all projects; with tree preservation report: Insp. #1-7 applies) Page 33 of 50 107. The Tree Preservation Report (TPR). All sheets of the Applicant’s TPR approved by the City for full implementation by Contractor, shall be printed on numbered Sheet T-1 (T-2, T-3, etc) and added to the sheet index. 108. Plans to show protective tree fencing. The Plan Set (esp. site, demolition, grading & drainage, foundation, irrigation, tree disposition, utility sheets, etc.) must delineate/show the correct configuration of Type I, Type II or Type III fencing around each Regulated Tree, using a bold dashed line enclosing the Tree Protection Zone (Standard Dwg. #605, Sheet T-1; City Tree Technical Manual, Section 6.35-Site Plans); or by using the Project Arborist’s unique diagram for each Tree Protection Zone enclosure. PUBLIC ART 109. If the applicant chooses to commission art on site, then they must complete both initial and final reviews and receive approval from the Public Art Commission prior to the issuance of a building permit. 110. If the applicant chooses to pay a contribution into the Public Art fund in-lieu of commissioning art on site, the contribution must be made prior to the issuance of a building permit. Page 34 of 50 SECTION 12. Terms of Approval. 1. Effective Date. The approvals memorialized in this Record of Land Use Action shall be effective on the same date that the accompanying ordinance containing zoning text amendments for the subject properties takes effect. 2. Tentative Map. All conditions of approval of the Tentative Map shall be fulfilled prior to approval of a Final Map (PAMC Section 21.16.010[c]). Unless a Final Map is filed, and all conditions of approval are fulfilled within a two-year period from the date of Tentative Map approval, the Tentative Map shall expire and all proceedings shall terminate. An extension of time may be granted by the city council after recommendation of the planning commission, upon the written application of the subdivider, prior to the expiration of the Vesting Tentative Map approval, or any previous extension granted. Such extension(s) shall be subject to the maximum limitations set forth in the Subdivision Map Act. 3. Variance. Approval of the Variance shall automatically expire after two years if the proposed use of the site or the construction of buildings has not commenced, in accordance with PAMC 18.77.090. The Director may approve an extension for a maximum period of twelve additional months only, upon application filed with him or her before the expiration of the initial two-year approval. 4. Architectural Review. Approval of the Architectural Review shall automatically expire after two years if the proposed use of the site or the construction of the buildings has not commenced, in accordance with PAMC 18.77.090. The Director may approve an extension for a maximum period of twelve additional months only, upon application filed with him or her before the expiration of the initial two-year approval. PASSED: AYES: NOES: ABSENT: ABSTENTIONS: ATTEST: APPROVED: _________________________ ____________________________ Page 35 of 50 City Clerk Director of Planning and Development Services APPROVED AS TO FORM: ___________________________ Assistant City Attorney PLANS AND DRAWINGS REFERENCED: Those plans prepared by BKF titled “Tentative Map 788 San Antonio Housing, 788, 790 & 796 San Antonio Road, City of Palo Alto, Santa Clara County, California” consisting of nine (9) pages, stamped, March 31, 2020. Those plans prepared by Studio S Squared Architecture titled “788 San Antonio Housing” consisting of 72 pages, stamped May 11, 2020. Page 36 of 50 EXHIBIT 1: MITIGATION MONITORING AND REPORTING PROGRAM PROJECT NAME Housing Inventive Program Expansion and 788 San Antonio Road Mixed-Use Project Application Number 19PLN-00079 Applicant Ted O’Hanlon on behalf of 788 SA, LLC 2625 Middlefield Road, #101 Palo Alto, CA 94306 Date November 2020 The Draft Environmental Impact Report for the Housing Inventive Program Expansion and 788 San Antonio Road Mixed-Use Project identifies the mitigation measures that will be implemented to reduce the impacts associated with the project. The California Environmental Quality Act (CEQA) was amended in 1989 to add Section 21081.6, which requires a public agency to adopt a monitoring and reporting program for assessing and ensuring compliance with any required mitigation measures applied to proposed development. As stated in section 21081.6(a)(1) of the Public Resources Code, “... the public agency shall adopt a reporting or monitoring program for the changes made to the project or conditions of project approval, adopted in order to mitigate or avoid significant effects on the environment.” Section 21081.6 also provides general guidelines for implementing mitigation monitoring programs and indicates that specific reporting and/or monitoring requirements, to be enforced during project implementation, shall be defined as part of adopting an Environmental Impact Report (EIR). The mitigation monitoring table lists those mitigation measures that would be included as conditions of approval for the project. To ensure that the mitigation measures are properly implemented, a monitoring program has been devised which identifies the timing and responsibility for monitoring each measure. Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation Air Quality AQ-1: Construction Mitigation For individual projects in the HIP expansion area that exceed the BAAQMD air pollutant and precursor screening levels, the project proponent for that particular development shall conduct a quantifiable analysis to measure construction-related impacts to air quality for all construction phases as described in the BAAQMD CEQA Guidelines (2017). If project construction would exceed BAAQMD thresholds for criteria pollutants, the City shall require the construction Applicant Prior to grading permit CPA Planning Department Page 37 of 50 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation contractor(s) to implement additional BAAQMD-approved measures beyond Basic Control requirements and demonstrate that such measures would reduce emissions to below thresholds. Additional measures for development projects that exceed significance criteria may include, but are not limited to: All exposed surfaces shall be watered at a frequency adequate to maintain minimum soil moisture of 12 percent. Moisture content can be verified by lab samples or moisture probe. All excavation, grading, and/or demolition activities shall be suspended when average wind speeds exceed 20 mph. Wind breaks (e.g., trees, fences) shall be installed on the windward side(s) of actively disturbed areas of construction. Wind breaks should have at maximum 50 percent air porosity. Vegetative ground cover (e.g., fast- germinating native grass seed) shall be planted in disturbed areas as soon as possible and watered appropriately until vegetation is established. The simultaneous occurrence of excavation, grading, and ground- disturbing construction activities on the same area at any one time shall be limited. Activities shall be phased to reduce the amount of disturbed surfaces at any one time. All trucks and equipment, including their tires, shall be washed off prior to leaving the site. Site accesses to a distance of 100 feet from the paved road shall be treated with a 6 to 12-inch compacted layer of wood chips, mulch, or gravel. Page 38 of 50 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation Minimizing the idling time of diesel-powered construction equipment to two minutes. The project shall develop a plan demonstrating that the off-road equipment (more than 50 horsepower) to be used in the construction project (i.e., owned, leased, and subcontractor vehicles) would achieve a project wide fleet- average 20 percent NOX reduction and 45 percent PM reduction compared to the most recent ARB fleet average. Acceptable options for reducing emissions include the use of late model engines, low- emission diesel products, alternative fuels, engine retrofit technology, after-treatment products, add-on devices such as particulate filters, and/or other options as such become available. Use low VOC (i.e., ROG) coatings beyond the local requirements (i.e., Regulation 8, Rule 3: Architectural Coatings). Requiring that all construction equipment, diesel trucks, and generators be equipped with Best Available Control Technology for emission reductions of NOX and PM. Limiting import/export of soils or limiting the number of hauling trips per day to reduce emissions of NOX associated with hauling truck trips. Phasing construction activities to reduce daily equipment use. Biological Resources BIO-1: Nesting Bird Surveys and Avoidance Construction, grading, site preparation and other ground- disturbing activities required for development allowed by the proposed HIP expansion that would Applicant or designee/ Construction contractor Prior to and during Construction CPA Planning Department Page 39 of 50 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation involve vegetation or tree removal shall be prohibited during the general avian nesting season (February 1 – August 31), if feasible. If nesting season avoidance is not feasible, the applicant shall retain a qualified biologist, as approved by the City of Palo Alto, to conduct a preconstruction nesting bird survey to determine the presence/absence, location, and activity status of any active nests on or adjacent to the development site. The extent of the survey buffer area surrounding the site shall be established by the qualified biologist to ensure that direct and indirect effects to nesting birds are avoided. To avoid the destruction of active nests and to protect the reproductive success of birds protected by the MBTA and CFGC, nesting bird surveys shall be performed not more than 14 days prior to scheduled vegetation clearance and structure demolition. In the event that active nests are discovered, a suitable buffer (typically a minimum buffer of 50 feet for passerines and a minimum buffer of 250 feet for raptors) shall be established around such active nests and no construction shall be allowed within the buffer areas until a qualified biologist has determined that the nest is no longer active (i.e., the nestlings have fledged and are no longer reliant on the nest). No ground disturbing activities shall occur within this buffer until the qualified biologist has confirmed that breeding/nesting is completed and the young have fledged the nest. Nesting bird surveys are not required for construction activities occurring between August 31 and February 1. Cultural Resources CUL-1 Historic Resource Evaluation. For future projects in the program area that would involve demolition or modification of structures over 45 Applicant or designee Prior to project approval CPA Planning Department Page 40 of 50 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation years in age, a Historic Resources Evaluation (HRE) shall be prepared by a qualified professional to determine the structure’s eligibility for listing on the local or state historic registers. The report shall be submitted to the Planning Director and will be utilized by staff in their evaluation of the project and CEQA review. If the structure is determined to be eligible for listing on the local or state register, Mitigation Measure CUL-2 shall be implemented. CUL-2: Rehabilitation and Restoration For future projects in the program area that involve modification of structures determined to be eligible for listing on the City’s historic inventory or CRHR, prior to submittal for building permits, a qualified historic preservation architect shall review the plans for the modifications to verify that the work is in keeping with applicable Secretary of the Interior’s Standards for Rehabilitation, such that the original materials and character-defining features will be retained and rehabilitated. The final design and materials associated with building modifications shall be reviewed and approved by the Director and the Historic Preservation Planner of the City of Palo Alto Planning and Community Environment Department. Applicant or designee Prior to project approval CPA Planning Department CUL-3: Historic Documentation Package Prior to issuance of demolition permits for the 788 San Antonio Road Mixed-Use Project, the applicant shall undertake Historic American Building Survey (HABS) documentation of the structure including its character defining features. The documentation should generally follow the HABS Level III requirements and include measured drawings that depict the size, scale, and dimensions of the subject property; digital photographic recordation of the interior and Applicant or designee Prior to issuance of demolition permits CPA Planning Department Page 41 of 50 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation exterior of the subject property including all character-defining- features; a detailed historic narrative report; and compilation of historic research. The documentation shall be undertaken by a qualified professional who meets the standards for history, architectural history, or architecture (as appropriate), as set forth by the Secretary of the Interior’s Professional Qualification Standards (36 CFR, Part 61). The original archival-quality documentation shall be offered as donated material to the City of Palo Alto Historic Inventory where it would be available for current and future generations. Archival copies of the documentation also shall be submitted to the City of Palo Alto Library where it would be available to local researchers. Completion of this mitigation measure shall be monitored and enforced by the City. CUL-4: Interpretive Website Prior to issuance of demolition permits for the 788 San Antonio Road Mixed-Use Project, the applicant shall develop an online interpretive website that displays materials concerning the history and architectural features of the property. Interpretation of the site’s history shall be supervised by an architectural historian or historian who meets the Secretary of the Interior’s Professional Qualification Standards and may engage additional consultants to develop the display. The interpretative website, which may include, but are not limited to, a display of photographs, news articles, memorabilia, and/or video. The site shall be overseen by Palo Alto Historic Association, a similar non-profit, or the City of Palo Alto at the applicant’s expense. The content of the site shall be approved by the Director of Planning & Development Services or Applicant or designee Prior to issuance of demolition permits CPA Planning Department Page 42 of 50 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation designee. CR-1: Worker’s Environmental Awareness Program (WEAP) For all development subject to the proposed HIP expansion, a qualified archaeologist shall be retained who meets the Secretary of the Interior’s Professional Qualifications Standards for archaeology to conduct WEAP training for archaeological sensitivity for all construction personnel prior to the commencement of ground disturbing activities. Archaeological sensitivity training should include a description of the types of cultural resources that may be encountered, cultural sensitivity issues, regulatory issues, and the proper protocol for treatment of the materials in the event of a find. Applicant or designee/ Construction contractor During Construction CPA Planning Department CR-2: Unanticipated Discovery of Cultural Resources For all development subject to the proposed HIP expansion, in the event that archaeological resources are unearthed during project construction, all earth-disturbing work near the find must be temporarily suspended or redirected until an archaeologist meeting the Secretary of the Interior’s Professional Qualification Standards for archaeology (NPS 1983) has evaluated the nature and significance of the find. If the discovery proves to be significant under CEQA, additional work, such as preservation in place or archaeological data recovery, shall occur as required by the archeologist in coordination with City staff and descendants and/or stakeholder groups, as warranted. Once the resource has been properly treated or protected, work in the area may resume. A Native American representative shall be retained to monitor mitigation work associated with Native American cultural material. Applicant or designee/Construction contractor During Construction CPA Planning Department Geology and Soils GEO-1: Prior to approval of grading permits for a building or structure associated Applicant or designee Prior to CPA Planning Page 43 of 50 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation Geotechnical Investigation with the development allowed by the HIP expansion, a detailed final geotechnical investigation shall be performed to identify significant geotechnical constraints on the proposed development. The report shall develop formal recommendations for project design and construction, including site grading/soil preparation and foundation design. Among other components, the report shall include a quantitative evaluation of liquefaction susceptibility, including projected levels of post-liquefaction settlement; an evaluation of soil shrink-swell potential; and an investigation of compressible soils that may be prone to settlement/subsidence. The report shall be stamped and signed by a professional engineer (PE) or geotechnical engineer and provided by the applicant to the City of Palo Alto for review to ensure that foundations designed for all proposed structures are appropriate and meet code requirements. The PE or geotechnical engineer of record shall also review the final grading, drainage, and foundation plans to confirm incorporation of the report recommendations. Field monitoring during project construction shall be performed to verify that the work is performed as recommended. building permit Department GEO-2: Discovery of Paleontological Resources Construction activities associated with the development allowed under the HIP expansion shall adhere to the following measures. 1. Ground Disturbance. Prior to ground-disturbing activities for projects associated with the HIP expansion, the applicant or its designee will retain a qualified paleontologist to provide on-call services in the event of an unanticipated discovery. A Applicant or designee/ Construction manager Prior to ground disturbing activities and during construction CPA Planning Department Page 44 of 50 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation qualified professional paleontologist is defined by the SVP standards as an individual preferably with an M.S. or Ph.D. in paleontology or geology who is experienced with paleontological procedures and techniques, who is knowledgeable in the geology of California, and who has worked as a paleontological mitigation project supervisor for a least two years (SVP 2010). Prior to the start of construction, the qualified paleontologist or his or her designee shall conduct a Paleontological Worker Environmental Awareness Program (WEAP), a training for construction personnel regarding the appearance of fossils and the procedures for notifying paleontological staff should fossils be discovered by construction staff. The WEAP shall be fulfilled at the time of a preconstruction meeting at which a Qualified Paleontologist shall attend. In accordance with SVP (2010) guidelines, in the event that undetected buried resources are encountered, all work shall halt in the immediate vicinity of the find and the qualified professional paleontologist shall be notified to evaluate the discovery. The qualified paleontologist shall determine the significance of the discovery and identify whether additional mitigation or treatment is warranted. Measures may include testing, data recovery, reburial, archival review and/or transfer to the appropriate museum or educational institution. All testing, data recovery, reburial, archival review or transfer to research institutions related to monitoring discoveries shall be determined by the qualified Page 45 of 50 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation paleontologist and shall be reported to the City. Work in the area of the discovery will resume once the find is properly documented and authorization is given to resume construction work. 2. Excavation Below 18 Feet. Prior to the commencement of grading and excavation below a depth of 18 feet for any project associated with the HIP expansion, applicants shall retain a qualified paleontologist approved by the City of Palo Alto to monitor grading and excavation activities. Full-time monitoring onsite shall occur whenever excavation activities exceed 18 feet below ground surface. The duration and timing of the monitoring will be determined by the qualified paleontologist and the location and extent of proposed ground disturbance. If the qualified paleontologist determines that full-time monitoring is no longer warranted, based on the specific geologic conditions at the surface or at depth, he/she may recommend that monitoring be reduced to periodic spot-checking or cease entirely. Any paleontological resources discovered by construction personnel or subcontractors shall be reported immediately to the paleontologist. In the event undetected buried resources are encountered during grading and excavation, all work in the immediate vicinity of the find shall cease and the paleontologist shall evaluate the resource and propose appropriate mitigation measures. Measures may include testing, data recovery, reburial, archival review and/or transfer to the appropriate museum or educational institution. All testing, Page 46 of 50 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation data recovery, reburial, archival review or transfer to research institutions related to monitoring discoveries shall be determined by the qualified paleontologist and shall be reported to the City. Hazards and Hazardous Materials HAZ-1: Site Risk Management Plan Prior to issuance of permits allowing groundwater dewatering or earth- disturbing activity, the developer shall prepare a site risk management plan (SRMP). The SRMP will address known and unknown environmental issues that may be encountered during development. The plan shall identify appropriate measures to be followed when impacted soil and groundwater are encountered during demolition, excavation, dewatering, and construction. This includes health and safety measures to reduce exposure to potentially impacted soil and groundwater for construction workers and dust control measures to reduce exposure to contaminated dust particles for nearby residents. Health and safety measures shall include the required personal protective equipment (PPE) to be used by site personnel, including action levels and decision criteria for upgrading the levels of PPE. The SRMP shall also identify personnel to be notified, emergency contacts, and a sampling protocol if impacted media is encountered. The excavation and demolition contractors shall be made aware of the possibility of encountering known and unknown hazardous materials including impacted soil and groundwater; and shall be provided with appropriate contact and notification information. The plan shall include a provision stating at what point it is safe to continue with the excavation or demolition, and identify the person authorized to make that Applicant or designee Prior to issuance of grading permits CPA Planning Department Page 47 of 50 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation determination. In addition, the SRMP shall include measures for the appropriate handling and profiling of impacted soil and groundwater to be removed from the project site and disposed offsite. Removal, transportation, and disposal of impacted soil and groundwater shall be performed in accordance with applicable federal, state, and local laws, regulations, and ordinances. The SMRP shall be submitted to the City of Palo Alto for review and approval prior to issuance of a grading or building permit. If deemed necessary by City staff, the SRMP shall also be submitted to the Santa Clara County Department of Environmental Health for review and oversight. Noise N-1: Construction- Related Noise Reduction Measures The applicant shall apply the following measures during construction of projects in the program area: ▪ Mufflers. Construction equipment shall be properly maintained and all internal combustion engine driven machinery with intake and exhaust mufflers and engine shrouds, as applicable, shall be in good condition and appropriate for the equipment. During construction, all equipment, fixed or mobile, shall be operated with closed engine doors and shall be equipped with properly operating and maintained mufflers, consistent with manufacturers’ standards. ▪ Electrical Power. Electrical power, rather than diesel equipment, shall be used to run compressors and similar power tools and to power temporary structures, such as construction trailers or caretaker facilities. ▪ Equipment Staging. All stationary equipment (e.g., air compressors, Applicant or designee, Construction contractor During construction CPA Planning Department Page 48 of 50 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation portable generators) shall be staged as far away from sensitive receptors as feasible. Where feasible, construct temporary noise barriers around stationary equipment in a manner that fully blocks the line of sight to residential windows in the adjacent apartment complex. ▪ Equipment Idling. Construction vehicles and equipment shall not be left idling for longer than five minutes when not in use. ▪ Workers’ Radios. All noise from workers’ radios shall be controlled to a point that they are not audible at sensitive receptors near construction activity. ▪ Smart Back-up Alarms. Mobile construction equipment shall have smart back-up alarms that automatically adjust the sound level of the alarm in response to ambient noise levels. Alternatively, back-up alarms shall be disabled and replaced with human spotters to ensure safety when mobile construction equipment is moving in the reverse direction. ▪ Sound Barrier. During the demolition, site preparation, grading, building, and paving phases of construction, temporary sound barriers shall be installed and maintained facing sensitive receptors (e.g., residential units, educational facilities) located within 100 feet of the center of construction activity. Temporary sound barriers shall, at a minimum, block the line of sight between noise-generating construction equipment and adjacent windows at sensitive receptors and shall be placed as close to the source equipment as feasible. Such barriers shall be field tested to reduce noise by at Page 49 of 50 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation least 10 dBA at sensitive receptors. A sound barrier can achieve a 5 dBA noise level reduction when it is tall enough to break the line-of- sight from the source equipment to the sensitive receptor, and it can achieve an approximate 1 dBA additional noise level reduction for each 2 feet of height after it breaks the line of sight (FHWA 2011). Mobile sound barriers may be used as appropriate to attenuate construction noise near the source equipment. ▪ Disturbance Coordinator. The applicant shall designate a disturbance coordinator who shall be responsible for responding to any local complaints about construction noise. The noise disturbance coordinator shall determine the cause of the noise complaint (e.g., starting too early, bad muffler) and shall require that reasonable measures warranted to correct the problem be implemented. A telephone number for the disturbance coordinator shall be conspicuously posted at the construction site. Tribal Cultural Resources TCR-1: Unanticipated Discovery of Tribal Cultural Resources In the event that cultural resources of Native American origin are identified during construction of any development associated with proposed HIP expansion, all earth- disturbing work in the vicinity of the find must be temporarily suspended or redirected until an archaeologist has evaluated the nature and significance of the find and an appropriate Native American representative, based on the nature of the find, is consulted. If the County, in consultation with local Native Americans, determines that the resource is a tribal cultural resource and thus significant under CEQA, a mitigation plan shall be prepared and Applicant or designee, Construction contractor During construction CPA Planning Department Page 50 of 50 Environmental Impact Mitigation Measure Responsibility for Implementation Timing of Compliance Oversight of Implementation implemented in accordance with state guidelines and in consultation with Native American groups. The plan would include avoidance of the resource or, if avoidance of the resource is infeasible, the plan would outline the appropriate treatment of the resource in coordination with the archeologist, if applicable, and the appropriate Native American tribal representative. Page 1 of 3 ATTACHMENT D ZONING COMPARISON TABLE 788 San Antonio Road Table 1: CS ZONING DISTRICT COMPARISON TABLE (TITLE 18.16) Zoning District CS (Existing Zoning) Housing Incentive Program (HIP) Proposed Project if HIP approved Regulation Required Required Proposed Minimum Site Specifications Minimum Site Area (ft2) Site Width (ft) Site Depth (ft) None Required None Required None Required Not Applicable Not Applicable Not Applicable 43,390 sf (0.996 acres) 234-255 feet (varies) 147-187 feet (varies) Minimum Setbacks Min. Front Yard (Leghorn Street) (8) 0 – 10 feet to create an 8 – 12 feet effective sidewalk width (1) Not Applicable 25 feet with 7’ 6” sidewalk Min. Rear Yard 10 feet for residential portion; no requirement for commercial portion Not Applicable 10 feet – 1 inch Min. Interior Side Yard 10 feet (for lots abutting a residential zone district) Not Applicable 10 feet – 3 inch Min. Street Side Yard (San Antonio Road) 5 feet (superseded by special setback requirement) Not Applicable Building: 26 feet – 1 inch with 5 foot sidewalk Pedestrian Ramp: 10 feet Special Setback 24 feet along San Antonio Road and 15 feet along Leghorn Street Not Applicable 26 feet 1 inch along San Antonio Road and 25 feet along Leghorn Street Build-to-Lines (from Special Setback) 50 percent of frontage built to setback; 33 percent of side street built to setback (1) Not Applicable Not Applicable Maximum Site Coverage 50 percent May be waived by the Director of Planning 68 percent (29,467 sf) Minimum Site Open Space (percent) 30 percent Not Applicable 35.5 % (15,412.31 sf) Minimum Usable Open Space (sf per unit) 150 sf per unit (15,300 sf) (2) Not Applicable 155 sf per unit (15,823.86 sf) Page 2 of 3 Table 1: CS ZONING DISTRICT COMPARISON TABLE (TITLE 18.16) Zoning District CS (Existing Zoning) Housing Incentive Program (HIP) Proposed Project if HIP approved Maximum Height 50 feet Not Applicable 49 feet – 5 inches Maximum Residential Floor Area Ratio (FAR) 0.6:1 May be waived by the Director of Planning 1.95:1 (84,812 sf) Maximum Non-Residential Floor Area Ratio (FAR) 0.4:1 Not Applicable 0.04:1 (1,802.56 sf) Maximum Combined Residential and Commercial Floor Area Ratio (FAR) 1.0:1 1.5:1 2.00:1 (86,614.75 sf) Minimum Mixed-Use Ground Floor Commercial FAR 0.15:1 (6,508.5 sf) (10) Not Applicable 0.04:1 (1,779.5 sf) Daylight Plane for lot lines abutting one or more residential zone districts Daylight plane height and slope shall be identical to those of the most restrictive residential zoning district abutting the lot line Not Applicable Not Applicable Maximum Residential Density per Acre(3) 30 units/per acre, and no maximum for sites on El Camino Real Not Applicable 102.34 units per acre CS Zoning Notes for Mixed Use Projects (1) Twenty-five-foot driveway access permitted regardless of frontage; build-to requirement does not apply to CC district. (2) Required usable open space: (1) may be any combination of private and common open spaces; (2) does not need to be located on the ground (but rooftop gardens are not included as open space except as provided below); (3) minimum private open space dimension six feet; and (4) minimum common open space dimension twelve feet. For CN and CS sites on El Camino Real and CC(2) sites that do not abut a single- or two-family residential use or zoning district, rooftop gardens may qualify as usable open space and may count as up to 60% of the required usable open space for the residential component of a project. In order to qualify as usable open space, the rooftop garden shall meet the requirements set forth in Section 18.40.230. (3) Residential density shall be computed based upon the total site area, irrespective of the percent of the site devoted to commercial use. (8) A 12-foot sidewalk width is required along El Camino Real frontage. (10) In the CC(2) zone and on CN and CS zoned sites on El Camino Real, there shall be no minimum mixed use ground floor commercial FAR for a residential project, except to the extent that the retail preservation requirements of Section 18.40.180 or the retail shopping (R) combining district (Chapter 18.30(A)) applies. Page 3 of 3 Housing Incentive Program See Draft Ordinance for details. 18.16.080 Performance Standards. All development in the CS district shall comply with the performance criteria outlined in Chapter 18.23 of the Zoning Ordinance, including all mixed use development 18.16.090 Context-Based Design Criteria. As further described in a separate attachment, development in a commercial district shall be responsible to its context and compatible with adjacent development, and shall promote the establishment of pedestrian oriented design. Table 2: CONFORMANCE WITH CHAPTER 18.52 (Off-Street Parking and Loading) Type Required Proposed Conforms? Multiple-Family 1 space per studio and one-bedroom; 2 spaces per two- bedroom unit Studio: 32 1-bedroom: 66 2-bedroom: 4 Total: 106 spaces 106 spaces Yes Commercial (Restaurant) 1 space per 60 square feet of dining & 1 space per 200 square feet of other areas. 930/60 = 15.5 spaces 873/200 = 4.4 spaces Total: 20 spaces 20 spaces Yes Bicycle Parking Residential Restaurant 1 space per unit/ 100% Long Term (LT) 1 space per 10 units short term for guests (ST) 1 space per 600 square feet (ST) & 1 space per 2,000 square feet (LT) 102 LT spaces 10.2 ST spaces 1.55 + 0.44 = 2 ST spaces Total: 102 LT and 12 ST spaces 102 LT Spaces 18 ST Spaces Yes Page 1 of 3 Explore Real Estate 2625 Middlefield Rd, #101 Palo Alto, CA 94306 650.813.1077 March 30, 2020 Sheldon S. Ah Sing, AICP Principal Planner City of Palo Alto 250 Hamilton Avenue Palo Alto, CA 94301 Email: SAhsing@m-group.us Subject: 788-796 San Antonio Road, Architectural Review, Major Project Mr. Ah Sing: On behalf of the owners of the property located at 788-796 San Antonio Road, we are pleased to present the third revision for review by the Architectural Review Board for a Major Project. Herein is an updated project description. Project Summary The property was acquired in May 2018 and currently consists of 2 existing commercial/light industrial buildings with 3 commercial tenants on a 1-acre parcel. It enjoys excellent proximity in Palo Alto and immediate adjacency to a light-industrial and commercial area of Mountain View. The Google World Headquarters, currently under construction, is a 5-minute bike ride from the property. San Antonio Road also serves as a feeder to Highway 101, a major thoroughfare for accessing San Francisco to the north and San Jose to the south, and many other job centers along the Peninsula. The project proposes to construct 102 rental units with a ground level retail use in a single building. The structure will be 4 floors above grade, with maximum heights below the allowable 50-foot limit and two levels of below grade parking. The total garage area is around 59,000 square feet while the usable (or FAR per code) area above grade is about 86,600 square feet. The proposed project follows the development standards of the Housing Incentive Plan approved by City Council for similarly zoned properties Page 2 of 3 (Commercial Service or CS) on El Camino Real, reasoning that San Antonio Road is similar in many characteristics. The 102 units consist of (4) 2-bedroom/2 bath units, (66) 1-bedroom units and (32) studios. As required by the City, 15% of these (16 units) will be designated for Below- Market Rate qualified users. The 2-level garage provides 126 parking stalls (20 for retail use, 106 for residential), with no tandem stalls or stackers. This compares favorably to our previous 1 level garage design, which had 107 parking spaces (81 stacker stalls, 24 conventional stalls, 2 tandem). An 1,800 square foot ground floor retail area has been designed as a possible café/restaurant, providing a destination and gathering place for both residents and neighbors. The 3,000 square foot roof garden will include a 700 square foot community room, outdoor cooking areas, and both covered and uncovered areas for dining and socializing. Taking advantage of the active California lifestyle and the proximity of Google and other employers, the building will provide 102 indoor long-term bike parking spaces adjacent to the ground floor main lobby. Entry walkways have been generously sized to accommodate both cyclists and pedestrians. The building will also feature indoor bike repair areas, and an outdoor bike wash area for residents. The property will also accommodate 18 guest and short-term bike spaces. The architecture has been designed to complement recent projects of similar scale along San Antonio Road, while also recalling older historic uses in the area. A glassy retail corner with an 12 foot ceilings topped by 3 residential units provides a focal point for the two street-facing elevations. From this corner high point, the building steps down in both directions, especially on the San Antonio side, where the rooftop terrace provides a common outdoor space with views towards the Bay and the East Bay hills beyond. A double height residential lobby provides a grand sense of arrival for residents, and a refreshing view of our lushly landscaped courtyard for passers-by. A rich exterior materials palette of smooth white and gray stucco, clear-heart redwood, Equitone cement fiber panels, and Corten Steel provides visual interest at all levels of the building. The Corten panels clad a playful architectural “ribbon” which winds its way across the San Antonio and Leghorn elevations, demarcating private/public zones, entry portals, and glassy/solid areas of the facade as it travels. A redwood rain screen evokes the walkways and structures of the nearby Baylands Nature Preserve and provides a warm tone at most of the residential balconies. Recalling the historic use of the site as a wholesale flower mart for chrysanthemum distribution, a floral stamp pattern enlivens both the public retail plaza and the private residential courtyard. If useful, we can furnish or refresh supplemental information but it has not been described in this letter to avoid redundancy. Thus far the project has had two City Council Pre-Screenings, a Planning & Transportation Committee review with an Environmental Impact Report in process. We have also submitted information related to the project and the City’s Housing Incentive Program, a Retail Preservation Waiver Page 3 of 3 Request, and Notice of Preparation Comments related to the Environmental Impact Report. We look forward to forthcoming Staff Reports, Development Review Committee and feedback from the Architectural Review Board and ultimately City Council. Best Regards Ted O’Hanlon Cc: Studio S-Squared 788 SAPA Land LLC From:Harter, Pamela To:Planning Commission Subject:resubmitting due not lack of my signature Date:Thursday, August 13, 2020 8:09:14 AM Attachments:letter City of PA development_8-20.docx Importance:High CAUTION: This email originated from outside of the organization. Be cautiousof opening attachments and clicking on links. Thank you, Pamela Harter 765 San Antonio Rd. #86 Palo Alto, CA 94303 NOTICE: This email message and/or its attachments may contain information that is confidential or restricted. It is intended only for the individuals named as recipients in themessage. If you are NOT an authorized recipient, you are prohibited from using, delivering, distributing, printing, copying, or disclosing the message or content to others and must deletethe message from your computer. If you have received this message in error, please notify the sender by return email. 8-12-20 Re: proposed development on San Antonio Rd. 788-796 To whom it may concern, My name is Pamela Harter. I am a homeowner and taxpayer at 765 San Antonio Road, Palo Alto, CA 94303. My family has owned the property for over 40 years. I am also on the HOA board at Green House ll. I am concerned about the proposed project at 788- 796 San Antonio Rd. for many reasons. I will start by saying I am not opposed to development and smart growth. I am opposed to poorly considered development when traffic and parking are not considered. Or the full impact of a development is not considered. • Noise pollution has and will continue to disrupt peace and quiet for years. Very negative impact on residents. • Traffic congestion- total grid lock on San Antonio • Safety cars will take a shortcut to try to beat the grid lock by coming into the complex and rushing to get to the other driveway and exit- very dangerous • Safety- gridlock and access for emergency vehicles • Parking and density. Adequate parking is needed. We depend on our 10 to 12 parking spaces along San Antonio Rd. have the parking for 40 years. • EIR – does not seem legal to use this approval for other properties. • High Water table- importance for protecting underground water- this is California after all • High density development with little regard of impact of residents Noise pollution: Our communities, both Greenhouse l and Greenhouse ll, are adjacent to each other. Both condominium complexes are severely affected by the year and a half long, and still ongoing, hotel construction across the street. The contractor was given an allowance to start early before 8:00 am and also to pour cement in the middle of the night. Many of our residents are impacted severely by constant noise. There has been no peace and quiet. Traffic congestion: Furthermore, our traffic is very congested and gridlocked on San Antonio. This is obviously due to being a main artery from east to west and that there has been massive development on the west end of San Antonio and the construction is still ongoing with another very large project that is relatively new. Safety and gridlock and access for emergency vehicles: I have witnessed frustrated drivers caught in gridlock take a shortcut throughout complex to try to jump the line on 5 or 6 cars. This is very dangerous because the are in a hurry. I have been stuck in traffic coming from 101 for 20 or more minutes to drive a half mile distance. With severe gridlock an emergency vehicle will have a hard time getting into the complexes. Parking and density: How much parking is the garage going to accommodate for this project. They can not push this under the rug and dismiss it. How are the retail businesses going to have adequate parking. The Street parking: our condominiums have been able to use street parking -10 -12 spaces- along San Antonio Rd., for 40 years and are needed for residents and visitors. It is outrageous that you are considering taking it away because the demographics have changed since these condominiums were first built and we now have higher numbers of people living here now. Much greater density. EIR – does not seem legal to use this approval for other properties High Water table- protecting underground water, impacts of diverting the water with deep garages below water table. We cannot squander the underground water. High density development: with little regard of impact on residents and quality of life. Traffic and parking are of great concern. The traffic is very grid locked. Parking is needed for the residents. Pamela Harter Concerned homeowner, longtime resident City of Palo Alto, taxpayer VP Board member Greenhouse ll 765 San Antonio Rd. #86, Palo Alto, CA 94303 831-818-3100 1 Nguyen, Vinhloc From:Scott O'Neil <scottoneil@hotmail.com> Sent:Wednesday, August 12, 2020 9:27 PM To:Planning Commission Subject:Unconventional idea for bike safety at Leghorn & San Antonio project CAUTION: This email originated from outside of the organization. Be cautious of opening attachments and clicking on links. Hi, I had an idea for a bike safety mitigation at the Leghorn project. The site is directly across the street from The Greenhouse, a large multi‐family community with a lot of lawn space that is increasingly expensive to water. What if The Greenhouse were incentivized to open up a public right of way around an edge of their property, terminating at Sutherland, a residential street on the other side? This would open up basically all of Palo Alto to cyclists at the Leghorn project without having to use any difficult streets. Moreover, it would help improve safe bike access to‐and‐from Mountain View. As you surely understand, bike safety within our towns is often stymied by lack of safe interfaces at the borders. A Sutherland‐Greenhouse‐ Leghorn pathway would open up a new safe avenue. I've often wished for such a right‐of‐way when biking in the area. ‐Scott P.S. I might be able to help an interested party get in touch with their HOA board. Feel free to let me know if that is desired. From:Palo Alto Forward To:Planning Commission Subject:Item #3 Public Hearing on 788 San Antonio Road Date:Tuesday, August 11, 2020 9:18:50 PM Attachments:Support for Housing on San Antonio.pdf CAUTION: This email originated from outside of the organization. Be cautiousof opening attachments and clicking on links. Dear Chair Templeton and Planning & Transportation Commission members, I am writing on behalf of Palo Alto Forward in support of the staff recommendations with regard to the 788 San Antonio Road housing project and expansion of the Housing Incentive Program (HIP) to selected other areas on San Antonio Road. As you know Palo Alto will be required to develop sites and policies in support of 2 to 3 times the city’s housing goals under the current Regional Housing Needs Assessment (RHNA) allocation. The previous city decision to eliminate San Antonio Road sites was made with the hopes that sites in downtown, California Avenue and parts of El Camino would be sufficient to meet our housing goals. This has not happened and it is time to broaden the areas where new housing is allowed. The proposed project at 788 San Antonio will make a needed addition to our housing stock as well as demonstrate the viability of the area for new housing. Approval of the project and needed zoning changes will send a signal to regional and state agencies that Palo Alto is taking our increased housing goals seriously and providing zoning and incentives to make such housing feasible. The provisions for increased FAR and reduced retail requirements are similar to city policies already applied in other areas to make housing feasible. Palo Alto Forward supports the staff recommendation to adopt a Statement of Overriding Considerations with regard to the potential historical building issue. The applicant has made provision to recognize the historical significance of the building on site and on a website. As with the North Ventura area Palo Alto Forward believes there are appropriate ways to acknowledge our history without denying much needed housing. We have reviewed the EIR and note as indicated in the staff report that other potential environmental impacts are not significant or can be mitigated. Please move the project and expansion of the HIP area along San Antonio forward as the next step in showing that local control in Palo Alto is consistent with adding the much needed housing. Gail A. Price President, Palo Alto Forward Board August 12, 2020 Re: Item #3 Public Hearing on 788 San Antonio Road Dear Chair Templeton and Planning & Transportation Commission members, I am writing on behalf of Palo Alto Forward in support of the staff recommendations with regard to the 788 San Antonio Road housing project and expansion of the Housing Incentive Program (HIP) to selected other areas on San Antonio Road. As you know Palo Alto will be required to develop sites and policies in support of 2 to 3 times the city’s housing goals under the current Regional Housing Needs Assessment (RHNA) allocation. The previous city decision to eliminate San Antonio Road sites was made with the hopes that sites in downtown, California Avenue and parts of El Camino would be sufficient to meet our housing goals. This has not happened and it is time to broaden the areas where new housing is allowed. The proposed project at 788 San Antonio will make a needed addition to our housing stock as well as demonstrate the viability of the area for new housing. Approval of the project and needed zoning changes will send a signal to regional and state agencies that Palo Alto is taking our increased housing goals seriously and providing zoning and incentives to make such housing feasible. The provisions for increased FAR and reduced retail requirements are similar to city policies already applied in other areas to make housing feasible. Palo Alto Forward supports the staff recommendation to adopt a Statement of Overriding Considerations with regard to the potential historical building issue. The applicant has made provision to recognize the historical significance of the building on site and on a website. As with the North Ventura area Palo Alto Forward believes there are appropriate ways to acknowledge our history without denying much needed housing. We have reviewed the EIR and note as indicated in the staff report that other potential environmental impacts are not significant or can be mitigated. Please move the project and expansion of the HIP area along San Antonio forward as the next step in showing that local control in Palo Alto is consistent with adding the much needed housing. Gail A. Price President, Palo Alto Forward Board From:Ted O"Hanlon To:Planning Commission Subject:PTC 8/12, Item 3: 788 San Antonio Rd Date:Tuesday, August 11, 2020 9:32:18 AM CAUTION: This email originated from outside of the organization. Be cautiousof opening attachments and clicking on links. Greetings Commissioners At tomorrow evening's PTC hearing the 102 unit project at 788 San Antonio is on the agenda. In advance, if you are available and would like to connect for a brief Q&A, please let me know. We could do this by phone or video. In advance, thanks for your consideration and review of the project. Best Regards,Ted O'Hanlon Project Executivetedohanlon@gmail.com 415.317.5070 mobile/text From:slevy@ccsce.com To:Planning Commission Cc:Lait, Jonathan; Shikada, Ed Subject:788 San Antonio project and HIP expansion Date:Monday, August 10, 2020 12:02:07 PM CAUTION: This email originated from outside of the organization. Be cautiousof opening attachments and clicking on links. Dear Chair Templeton and PTC members, Supporting the staff recommendation for the 788 San Antonio housing development and expansion of the Housing Incentive Program (HIP) to a broader area along San Antonio willprovide three positive outcomes: 1. It will expand the available housing sites in our city, something urgently needed on several grounds, 2. It will move forward a project adding more than 100 new homes including 16 reserved for low income residents, and 3. It will send a signal to regional and state agencies that Palo Alto is serious about expanding housing opportunities and affordability Background This will be the first housing proposal to come before PTC since the 6th cycle (2022-2030) regional housing needs determination for the Bay Area was approved by the state Department of Housing and Community Development (HCD). Palo Alto’s new city allocation will be between just over double the current allocation to probably three times or between 4,500 snf 6,000 units. The new Housing Element that Palo Alto needs to prepare must identify sites and policies tomeet the overall unit goals and also by income group. The staff recommendation will be astep forward in meeting both of these goals. The regional and Palo Alto RHNA goals include units for low, middle and higher income groups. A focus solely on units reserved for low income residents is not only difficult (only one has been approved recently after a long process) but also is contrary to the RHNA guidelines. And such a focus overlooks or dismisses the great need for housing that is affordable and available for moderate/middle income residents who do not qualify for subsidy but also cannot afford the $2-3 million median prices for single family homes. It is also true that many units reserved for low income residents come about as part of market rate developments that must meet the city goal of 15% BMR units including the proposed housing at 788 San Antonio. I urge the commission to adopt the staff recommendation and not add conditions that affect project feasibility as housing projects must make financial sense (pencil out) to get financing and move forward, The EIR The proposals both for the project and HIP expansion got good marks in the EIR with many insignificant findings and some that can be easily mitigated. Please approve the staff recommendation for a Statement of Overriding Consideration for the potential historical building. There are ways proposed by the developer to preserve the memory of this building as with the cannery site in North Ventura that do not prevent the much needed housing from being built. Local Control I support local control if it means, as it should, that Palo Alto gets to decide how best to meet our housing goals. I do not support local control when it means Palo Alto gets to decide not to meet our housing goals. We do not have local control that says in Palo Alto you do not need a driver’s license or sales of alcohol and tobacco to 10 year olds is legal. We do not get to pick which state laws and goals we wish to meet. Support the staff recommendation and send a signal that Palo Alto intends to find ways tobroaden housing access and affordability. Stephen Levy Attachment I Project Plans and Environmental Impact Report Due to shelter-in-place, these documents are only available online. Directions to review Project plans online: 1. Go to: bit.ly/PApendingprojects 2. Scroll to find “788 San Antonio Road” and click the address link 3. On this project specific webpage you will find a link to the Project Plans, Draft EIR and Final EIR and other important information Direct Link to Project Webpage: https://www.cityofpaloalto.org/news/displaynews.asp?NewsID=4575&TargetID=319