HomeMy WebLinkAbout1997-01-29 City CouncilFROM CITY ATTORNEY
January 29, 1997
THE HONORABLE CITY COUNCIL
Palo Alto, California
RE: Stanford Sand Hill Development~Agreement
Dear Members of the Council:
Attached is a full copy of the proposed Development
Agreement between the City of PaloAlto and Stanford University, as
reviewed and recommended by the Planning Commission. This copy
(0051700) includes all changes to date and replaces Attachment 20
to CMR:126:76 (0031492).
Res
APC:bdc
EL PIERRE CALONNE
C:ty Attorney
Attachment
cc:Sanford Skaggs, Esq.
June Fleming, City Manager
Kenneth Schreiber, Director of Planning &
Community Environment
Susan W. Case, Senior Asst. City Attorney
970129 bd¢ 0051702
RECORDING REQUESTED BY AND
WHEN RECORDED MAIL TO:
City Clerk
City of Palo Alto
250 Hamilton Avenue
P.O. Box 10250
Palo Alto, CA 94303
DEVELOPMENT AGREEMENT
Between
CITY OF PALO ALTO, a chartered city
and
BOARD OF TRUSTEES OF THE LELAND STANFORD JUNIOR UNIVERSITY, a
body having corporate powers under the laws of the State of
California
DEVELOPMENT AGREEMENT
THIS DEVELOPMENT AGREEMENT (hereinafter "Agreement")~ is
entered into as of this day of , 1997, by and
between the CITY OF PALO ALTO, a chartered city of the State of
California (hereinafter "City"), and THE BOARD OF TRUSTEES OF THE
LELAND STANFORD JUNIOR UNIVERSITY, a body having corporate powers
under the laws of the State of California (hereinafter "Stanford").
RECITALS
THIS DEVELOPMENT AGREEMENT is entered into on the basis
of the following facts, understandings and intentions of the
parties:
A. These Recitals use certain terms with initial
capital letters which.are defined in Section 1 of this Agreement.
City and Stanford intend to refer to those definitions when the
capitalized terms are used in these Recitals.
B. Government Code sections 65864-65869.5 authorize the
parties to enter into a binding development agreement for the
development of real property within City’s jurisdiction.
C. Pursuant to Government Code section 65865, City has
adopted Resolution No. 6597 establishing procedures and
requirements for consideration of development agreements.
Exhibit "A. "
Stanford is the owner of the Property described in
E. Stanford has applied for, and the City has certified
or approved, as applicable, certain environmental documents and
land use approvals and entitlements relating to the development of
the Project. These actions (the "Project Approvals") consist of
the following:
i. CEQA Compliance. Pursuant to the California
Environmental Quality Act, the State CEQA Guidelines, and
the City’s CEQA implementing guidelines and procedures
(collectively, "CEQA"), the Project, this Agreement and
the Project Approvals were the subject of an
environmental impact report ("EIR"). The EIR was
certified as adequate by the City Council on
, ~997, and the data, analyses, comments,responses, mitlgation measures and other information
970128 ape 0051700 Page i of 33
contained in the EIR was considered by the City Council
prior to its consideration of and action on the Project,
this Agreement, and the Project Approvals. In connection
with the certification and consideration of the EIR in
relation to its approval of the Project, this Agreement
and the Project Approvals, the City Council made findings
pursuant to CEQA as set forth in its Resolution
No. , dated , 1997 ("CEQA Findings").
The CEQA Findings are attached to this Agreement as
Exhibit "B."
2. 1997 Comprehensive Plan Amendments. On
, 1997, the City Council adopted the
hereinafter described Resolutions amending the
Comprehensive Plan to provide for the Project ("1997
Comprehensive Plan Amendments"). The 1997 Comprehensive
Plan Amendments, which are attached to this Agreement
and collectively labeled as Exhibit "C", are described as
follows:
a. Resolution No. __, Amending the Land Use
Element of the Palo Alto Comprehensive Plan
Relating to the Streamside Open Space Land Use
Category
b. Resolution No. __, Amending the Land Use
Map of the Palo Alto Comprehensive Plan for Land of
Stanford University Located Generally at 1000 Sand
Hill Road (Stanford West Apartment Project)
c. Resolution No. __, Amending the Land Use
Map of the Palo Alto Comprehensive Plan for Lands
of Stanford University Located at 600 and 700 Sand
Hill Road (Stanford West Senior Project)
d. Resolution No. , Amending the Land Use
Map and the Street Network Map of the Palo Alto
Comprehensive Plan Relating to Roadway and
Circulation Changes in the Boundaries of the
Streamside Open Space Area inthe Vicinity of the
Stanford Shopping Center
e. Resolution No. , Amending Various
Elements of the Palo Alto Comprehensive Plan
Relating to Road Improvements in the Sand Hill Road
Corridor
970128 ~p~ 0051700 Page 2 of 33
3. 1997 Zoning Ordinance Amendments.On
, 1997, the City Council adopted the
hereinafter described Ordinances amending the Zoning
Ordinance to provide for the Project ("1997 Zoning
Ordinance Amendments"). The 1997 Zoning Ordinance
Amendments, which are attached to this Agreement, and
collectively labeled as Exhibit "D", are described as
follows:
a. Ordinance No. , Amending Section
20.08.020 of the Palo Alto Municipal Code to Change
the Setback Line Along a Portion of Sand Hill Road
b. Ordinance No. , Amending Section
18.08.040 of the Palo Alto Municipal Code to Change
the Classification of Property Known as 600 Sand
Hill Road and 1000 Sand Hill Road from PF to PC and
from RM-30 to PC, Respectively (Stanford West
Senior Housing)
c. Ordinance No. , Amending Section
18.08.040 of the Palo Alto Municipal Code to Change
the zone Classification of Property Located at 600,
700 and i000 Sand Hill Road from RM-30 to PF and
From PF to PM-30
d. Ordinance No. __, Amending Section
18.43.050 of the Palo Alto Municipal Code, Relating
to the Allowable Floor Area of the Stanford
Shopping Center
e. Ordinance No. , Amending Section
18.08.040 of the Palo Alto Municipal Code to Change
the Zone Classification of Property Located at 180
E1 Camino Real from CC to CC(L) (Stanford Shopping
Center)
f. Ordinance No. __, Conditionally Amending
Section 18.08.040 of the Palo Alto Municipal Code
by Prezoning As RM-40 a Portion of a New Parcel to
be Created by the Realignment of Pasteur Drive and
by Prezoning as PF(L) an Area of Land That Will
Become part of Pasteur Drive.
g. Ordinance. No. ___, Amending Section
18.08.040 of the Palo Alto Municipal Code to Change
970128 al~O051700 Page 3 of 33
the Zone Classification of a Portion of Pasteur
Drive at Sand Hill Road from PF(L) to PM-40
4. 1997 Tentative Map. On , 1997/ the
City Council approved a tentative subdivision map with
an exception for road right-of-way width for portions of
the Project ("1997 Tentative Map"). The face page of
the 1997 Tentative Map is attached to this Agreement as
Exhibit ."E," and the entire Tentative Map on file with
the Department of Planning’ and Community Environment is
incorporated by this reference.
5. Other Approvals and Entitlements. On
, 1997, the City Council granted certain
other approvals and entitlements to provide for the
Project, as follows:
a.Architectural Review approval of the Stanford
West Apartments site
b. Design Enhancement Exception to allow less
private open space for 28 apartment units than is
otherwise required, for the Stanford West
Apartments
c. Variance to allow an 18 foot setback on Sand
Hill Road for parking spaces and carports where 25
feet is otherwise required, for the Stanford West
Apartments
d. Variance to allow on-street parking where off-
street parking is otherwise required, for the
Stanford West Apartments
e. Site and Design approval for the Stanford West
Apartments site
f. Design Enhancement Exception to side yard
fencing regulations to allow no solid wall or fence
to be provided along the common property line
between the Multiple Family (RM) zoned site and the
Planned Community (PC) zoned Senior Housing site
g. Architectural Review approval of the Senior
Housing site
970121g apo0051700 Page 4 of 33
h. Architectural Review approval of the Stanford
Shopping Center expansion
i. Variance to allow a setback 1-1/2 feet on
Arboretum Road for various retail building where 24
feet is otherwise required, for the Stanford
Shopping Center expansion
j. Architectural Review approval forthe Roadway
Improvements
6. Conditions of Approval. The 1997 Comprehensive Plan
Amendments, the 1997 Zoning Ordinance Amendments, the
1997 Tentative Map, and the Other Entitlements were
adopted and approved by the City Council subject to
specific conditions (collectively, the "Conditions of
Approval"). The Conditions of Approval are attached to
this Agreement as Exhibit "F."
7. Development Agreement Ordinance. City has duly
adopted and posted, in accordance with all applicable
laws, ordinances and charter provisions, Ordinance No.
authorizing the Mayor to execute this Agreement on
behalf of the City. A certified copy of the Ordinance is
attached as Exhibit
F. City desires to obtain the binding agreement of
Stanford for the development of the Property in accordance with the
provisions of this Agreement, the Comprehensive Plan, as amended,
the zoning and the various other approvals and conditions related
thereto..
G. Stanford desires to obtain the binding agreement of
City that City ~will permit Stanford to develop the Property in
accordance with the Applicable Rules~and Subsequent Applicable
Rules, including any modifications permitted by this Agreement.
H. Stanford has applied to City pursuant to the
Development Agreement Act and City’s Resolution No. 6597 for
approval of a development agreement providing for the binding
agreements desired by the parties hereto. City’s Planning
Commission and Council have given notice of intention to consider
this Agreement, have conducted public hearings thereon pursuant to
Government Code section 65867 and City’s Resolution No. 6597 and
have found that the provisions of this Agreement are consistent
with City’s Comprehensive Plan, as amended.
97o,28 apooos,7oo Page 5 of 33
I. The terms and conditions of this Agreement have been
found by City to be fair, just and reasonable, and provide benefits
to City.
J. This Agreement is consistent with the present public
health, safety and welfare needs of the residents of the City of
Palo Alto and the surrounding region. City has approved the
Project and granted the entitlements after considering the impacts
and benefits of the Project upon the health, safety and welfare of
the City and the region° City has also determined that the
Project, as conditioned and modified, represents a reasonable
balancing of the competing interests of the affected region.
K. This Agreement will bind future City Councils to the
terms and obligations specified in this Agreement and limit, to the
degree specified in this Agreement and under state law, the future
exercise of City’s ability to preclude development on the Property.
L. This Agreement will eliminate uncertainty in
planning and provide for the orderly development of the Property,
eliminate uncertainty about the validity of exactions imposed by
City, allow installation of necessary improvements, provide for
public services appropriate to the development of the Project, and
generally serve the public interest, both within the City of Palo
Alto and in the surrounding region.
M. Development of the Project in accordance with this
Agreement and the Approvals will provide for orderly development
consistent with City’s. Comprehensive Plan. ~The terms and conditions
of this Agreement have undergone extensive review by City staff,
its Planning Commission and the City Council, and have been found
.to be fair, just and reasonable. Specifically, the Planning
Commission and the City Council have found that:
i. The provisions of this Agreement and its purposes
are consistent with. the goals, policies, programs and standards.
specified in City’s Comprehensive Plan;
2. This Agreement will help attain important economic,
social, environmental and planning goals of City and enhances and
protects the public health, safety and welfare of the residents of
the City of Palo Alto and the surrounding region.
3. Stanford will incur substantial costs in providing
public improvements, facilities and services for the benefit of the
public in excess of that required to address the impacts of the
Project;
970128 ap~ 0051700 Page 6 of 33
4. This Agreement
environmental impacts; and
will mitigate significant
5. This Agreement will otherwise achieve the goals and
purposes forwhich the Development Agreement Act was enacted.
NOW, THEREFORE, the parties do hereby agree as follows:
I. Definitions. In this Agreement, unless the context
otherwise requires:
(a) "Applicable Rules" means the rules, regulations
and official policies of City in force on the Effective Date,
governing permitted uses of the Property, governing density, and
governing design, improvement and construction standards and
specifications applicable to the Project.
(b) "City" is the City of PaloAlto.
(c) "Comprehensive
Comprehensive Plan.
Plan" is the Palo Alto
(d) "Conditions of Approval" are the conditions
placed upon the approval of the Project by the City Council, and
include the environmental mitigations adopted by the City Council.
The Conditions of Approval are attached Exhibit "D."
(e) "Development Agreement Act" means Sections
65864 - 65869.5 of the California Government Code.
(f) "Discretionary Action" includes a
"Discretionary Approval" and is an action which requires the
exercise of judgment, deliberation or a decision, and which
contemplates and authorizes the imposition of revisions or
conditions, by City, including any board, commission or department
and.any officer or employee thereof, in the process of approving or
disapproving a particular activity, as distinguished from an
activity which merely requires City, .including any board,
commission or department and any officer or employee thereof, to
determine whether there has been compliance with applicable
statutes, ordinances, regulations, or conditions of approval.
(g) "Effective Date" is the date this Agreement is
executed by all parties. In the event this Agreement is executed
by the parties on different.dates, the date the last party to
execute this Agreement executes shall constitute the Effective
Date.
970128 ~00051700 Page 7 of 33
(h) "Mortgage" means and refers, singly and
collectively, to any mortgages, deeds of trust, security
agreements, assignments and other like security instruments
encumbering all or any portion of the Property or Stanford’s rights
under this Agreement.
(i) "Mortgagee" means and refers to the holder of
any Mortgage encumbering all or any portion of the Property or
Stanford’s rights under this Agreement, and any successor, assignee
or transferee of any such Mortgage holder.
(j) "Party" is a signatory to this Agreement, or a
successor or assign of a signatory to this Agreement.
(k) "Project" means development of the Property in
accordance with the Applicable Rules, Project Approvals, and this
Agreement, Including the following five projects studied in ~the
Environmental Impact Report: The Stanford West Apartment Project
(the "Apartment Project"); the Stanford West Senior Housing Project
(the "Senior Project"); ~the Stanford Shopping Center Expansion
Project (the "Shopping Center Project"); a collection of various
roadway improvements, including widening and extension of Sand Hill
Road, widening and improvement of Quarry Road, construction of a
new Vineyard Lane, extension of Palo Road, extension of Stockfarm
Road, and related roadway improvements (the "Roadway Project"); and
the creation and annexation of a small parcel of property that will
be created by the relocation of Pasteur Drive at Sand Hill Road
(the "Annexation Project"). A more detailed description of the
separate projects that comprise the "Project" is set forth in
Chapter 3 of the Environmental Impact Report prepared for the
Project, and is attached as Exhibit "G."
(i) "Project Approvals" means the Comprehensive
Plan Amendments~ Zoning Ordinance Amendments, variances, site and
design and architectural review, tentative or final maps, and any
other permits, licenses or other entitlements, discretionary or
ministerial, relating to the development of the Property, which are
described in Recital E. or attached Exhibits "B" through "F."
(m) The "Property" means and is more particularly
described in attached Exhibit "Ao"
(n) "Public Improvements" means those public
improvements that Stanford agrees to construct and dedicate to the
City, or that the City or such other public entity as the City
shall lawfully designate, may acquire, construct, equip, install,
operate or maintain.
970128 ap~O051700 Page 8 of 33
(o) "Stanford" is the Board of Trustees of the
Leland Stanford Junior University, a body having corporate powers
under the laws of the State of California and its successors,
assigns, transferees, or other persons or entities acquiring title
to or an ownership interest in the Property or Project.
(p) "Subsequent Applicable Rules" means the rules,
regulations and official policies of City, as they may be adopted
and effective after the Effective Date of this Agreement, governing
permitted uses of the Property, governing density, and governing
design, improvement and construction standards and specifications
_applicable to the Project.
(q) "Zoning Ordinance" is the zoning ordinance for
the City of Palo Alto (Title 18 of the Palo Alto Municipal Code).
2. Interest of Stanford. Stanford represents to City
that, as of the Effective Date, it owns the Property in fee,
subject only to encumbrances, easements, covenants, conditions,
restrictions .and other matters of record.
3. Bindinq Effect. Subject to the provisions of
Section 18(f) below, this Agreement, and all of the terms and
conditions hereof, shall run with the land and shall be binding
upon and inure to the benefit of the parties and their respective
assigns, heirs or other successors in interest.
4. Negation of Agency. The parties acknowledge that,
in entering into and performing this Agreement, each is acting as
an independent entity and not as an agent of the other in any
respect. Nothing contained herein or in any document executed in
¯ connection herewith shall be construed as making City and Stanford
joint venturers or partners.
5. Development of the Property. The following specific
restrictions shall govern the use and development of the Property:
(a) Permitted Uses. The Property may be used as
set forth in’the Applicable Rules, Project Approvals and this
Agreement, including without limitation Exhibits "B" through "F."
(b) Maximum Density and InteDsity of Uses. When
developed, the density and intensity of use of the Property shall
not exceed those densities and intensities of use set forth in the
Applicable Rules, Project Approvals and this Agreement.
970128 apc 0051700 Page 9 of 33
(c) Dedication of Property for Public Purposes.
Provisionsfor the dedication of land for public purposes are set
forth in Section 6 below.
(d) Other Development Standards. All design and
development standards not set forth in the Project Approvals or
this Agreement shall be in accordance with the Applicable Rules as
applied to the project through the ~applicable zoning and other
future actions taken by City; provided such standards shall not
be inconsistent with the Project Approvals.
(e) Subsequent Applicable Rules. A Subsequent
Applicable Rule can be applied to the Project without Stanford’s
consent only if City determines it necessary to protect against
conditions which create a substantial and demonstrable risk to the
physical health or safety of residents or users of the Project or
the affected surrounding region.
6.Dedications,Exactions, Mitigations and
Reservations.
Stanford shall make the dedications, exactions,
mitigations or reservations required by.the Project Approvals and
Applicable Rules, and all real property conveyances, encumbrances,
or Other contracts of any kind shall be in a form acceptable to the
City Attorney. The specific provisions of the Project Approvals
shall control over conflicting or duplicative provisions ofthe
Applicable Rules relating to dedications, exactions, mitigations or
reservations. For convenience, Section 6(a) contains an exemplary
list of the easements required by the Project Approvals, but it
shall not create any independent, additional requirements.
(a) Easements.
’(I)Apartment project. Necessary easements to
serve the Apartment Project forelectric,~ water, gas, wastewater
and storm drain purposes; an easement or easements for purposes of
bicycle and pedestrian access on "Main" Street and between the
existing bike/pedestrian bridge at San Mateo Avenue and the
Project; necessary easements to serve the Apartment Project for
emergency vehicle access; conservation easement; and other
dedications per subdivision approval, as all such easements are
described in the 1997 Tentative Map and Project Approvals.
(2)Senior Project. Necessary easements to
serve the Senior Project for electric, water, gas, wastewater and
storm drain purposes;an access and maintenance easement in favor
9701:ZSap~O05~700 Page I0 of 33
of the Santa Clara Valley Water District; necessary easements to
serve the. Senior Project for emergency vehicle~ access; and bike
paths, as all such easements are described in the 1997 Tentative
Map and Project Approvals.
(3) Shopping Center Project. Necessary easements
to serve the Shopping Center for electric, water, gas, wastewater
and storm drain purposes, as all such easements are described in
the Project Approvals
(4)Roadway Easements.Easements for
right-of-way purposes for all public streets; necessary easements
for traffic signal control; necessary easements for electric,
water, ~gas, wastewater and storm drain purposes; easement for
utility vehicle access to, and reasonable clearance around, the
utility substation on Quarry Road; and public transit easements, as
all such easements are described in the 1997 Tentative Map and the
Conditions of Approval.
(b) Below-Market-Rate ("BMR") Housing Requirement.
Stanford shall make certain units in the Apartment Project
available for leasing at below-market rental rates .(the "BMR
Program") to fulfill its obligations under Program 13 of the
Housing Element of the Comprehensive Plan with respect to both the
Apartment Project and the Senior Housing Project. The specific
requirements of the BMR Program are set forth in the attached
Exhibit "H." Certain additional terms of the BMR Program described
in Exhibit "H" shall be determined by Stanford, subject to.the
reasonable approval of City’s Director of Planning and Community
Environment, before a certificate of occupancy is issued for the
Apartment Project.
(c) .Apartment Rental Management Plano Stanford
shall prepare and submit an Apartment Rental Management Plan for
the apartment project which shall provide that priority for the
units shall be given to Stanford employees and persons working on
Stanford lands. The Apartment Rental Management Plan shall be
consistent with Exhibit "H-I" and in a form acceptable to the City.
A copy of the draft Apartment Rental Management Plan is attached as
Exhibit "H-I."
(d) City-Retained Experts° Several Conditions of
Approval for the Project require the exercise of highly specialized
technical skills or professional judgment by fity, and in order to
fulfill these obligations City will be required to retain
professional experts as consultants or contractors° City shall
retain complete review and approval responsibility for the
970128 ape 0051700 Page ii of 33
functions performed by such retained experts, and.City shall not
delegate final decision making responsibility to.such experts.
(i)Payment. Stanford shall pay the total costs
incurred by City in contracting for the services of certain third
party professional experts in connection with construction of the
Project (collectively, "City Consultants"), as required by the
Conditions of Approval. The compensation payable to the City
Consultants shall be commensurate with the prevailing market rates
in the Palo Alto or greater Bay area for similar services. Upon
City approval of the initial agreement for services for each City
Consultant, Stanford shall deposit with City an amount up to 20% of
the total approved contract amount. The exact amount of the
deposit will vary depending on the consultant contract and will be
determined by the City staff person assigned to oversee the
contract. Thereafter, each quarter, City shall provide Stanford
with an estimate of the amounts that will be payable to the City
Consultants during the following three-month period, indicating for.
each how much deposit is currently available, how much additional
deposit will be needed to fund the Contracts during that period,
and a schedule for providing the additional deposits. City shall
provide Stanford with statements itemizing the charges to Stanford
in reasonable detail.
Stanford understands and acknowledges that City’s
contractual agreements with each City Consultant will provide that
no work under such contract shall commence or continue, as the case
may be, until and unless sufficient funds are on deposit to the
account of that contract to cover the cost of such work, and that
failure on the part of Stanford to make timely payments may result
in a cessation of construction-related operations.
Stanford may inspect and audit City’s records with respect
to all such charges in accordance with the California Public
Records Act.
(2)Scope of Work and.Authority~ The scope of work
for each of the City Consultants shall provide only for those
services that are reasonably necessary to .fulfill the purposes
described in the Conditions of Approval . Additional services may
be provided, as mutually agreed upon by City and Stanford. City
agrees to establish in the initial scope of work for each City
Consultant the general duties to be performed by the City
Consultant, a fixed hourly rate of pay, andan estimated total
contract amount, based on ~City staff’s professional judgment and
knowledge of the project at the time the contract is executed. City
and Stanford recognize and acknowledge that the schedule of work
970128 ap~O051700 Page 12 of 33
for most City Consultants will be greatly dependent upon such
variables as the timing of submittals from Stanford and its
consultants, construction scheduling and timing and unplanned
contingencies, and that these variables may result in and require
changes in the scope of services or estimated budget for a City
Consultant contract.
City shall perform proper oversight to ensure that only
the reasonable and necessary amount of time and effort is being
expended by each City Consultant, to competently perform his or her
assigned tasks according to .the standards of his or her profession,
in an efficient, economical and timely manner.
(3)Fee Waiver.City shall not require
Stanford to pay any fees otherwise payable under the Municipal Fee
Schedule for any services that will be performed by a City
Consultant pursuant to this section 6.4.
(4) Required Consultants. The City Consultants
that Stanford shall be required to fund are listed below.
Arborist.
Creek Restoration Specialist.
Archaeologist/Historian.
Senior Level Planner.
Building Plan Checker and Inspector.
Electric Utility Engineer/Inspector.
Public Works Engineer/Inspector.
Hydrologist.
(e) Annexations. City shall petition the Local Agency
~Formation Commission to annex to City the unincorporated island
that will be created by the relocation of Pasteur Drive at Sand
Hill Road. Stanford agrees thatit will not oppose the annexation
and that it will cooperate by executing allnecessary documents,
by providing information required by LAFCO or City, acting as the
conducting authority, and by attending~LAFCO and City hearings and
testifying in favor of the annexation. Stanford shall not be
¯ required to pay any of the costs of the annexation other than
compensation of its staff and retained experts necessary to comply
with~the provisions of this section 6(e).
(f)Designation of Job Site for Sales and Use Tax
Purposes. Stanford shall designate and -shall require its
contractors and subcontractors to designate the Property as the
place of sale of "fixtures" furnished and installed by them for the
Project, and also.to designate and require its contractors and
97o128.p~oo517oo Page 13 of 33
subcontractors to designate the Property as the place of use of
"materials" used in construction of the Project. Stanford agrees
and shall require its contractors and subcontractors to comPlete
and file any forms as the State Board of Equalization may
reasonably require to effect the designations required by this
section 6(f), pursuant to Regulation 1806 of the State Board of
Equalization.
(g) E1 Camino Park. Stanford currently leases to City
certain real property known as "El Camino Park." The current lease
term expires on February 26, 2013. A 12.19 acre portion of that
property, used for playing fields and associated activities, is
commonly known as "El Camino Ball Park." The parties hereby agree
that, as of the date of issuance of the first building permit for
the Project, the rent for E1 Camino Ball Park shall thereafter be
set at the rental rate in effect on that date, and shall not
increase until the expiration of the current lease term.
As of the date of expiration of the current lease
term, the City will retain an independent appraiser, who will
appraise that certain 12.19 acre portion of E1 Camino Park known as
"El Camino Ball Park," based on its then "highest and best use" for
low density, multiple-family residential use, in accordance with
the then applicable codes and regulations (the "Appraised Price").
If Stanford does not agree with the City’s appraisal, it may retain
its own independent appraiser for purposes of the appraisal. If
the parties cannot agree on one of the appraisals, the two
appraisers shall appoint a third appraiser, whose appraisal shall
be accepted by both parties as the Appraised Price. Stanford
agrees to extend the lease for E1 Camino Ball Park for an
additional 20 years, expiring on or about February 26, 2033, and
.the rent for the 12.19 acres shall be determined based upon the
Appraised Price. and shall not change during the lease period from
2013 to 2033. There shall be no change in the basis for the rent
for any other property within the E1 Camino Park lease, including
Holiday Inn, MacArthur Park, Red’Cross and Caltrain Depot lease
areas. This Section 6(g) shall survive and be enforceable
throughout the term of the E1 Camino Park Lease, notwithstanding
expiration or termination of this Agreement°
(h) No Other Dedications° Except as set forth in this
Section or Section 9 below, or as may be agreeable to Stanford,
Stanford shall not be required to make any dedications or
reservations of the Property, or any portion thereof or interest
therein, or of any other .property in connection with the
development, construction, use, or operation of the Project, or any
portion thereof.
970128 apcO051700 Page 14 of 33
(i) No Other Public Improvements or Financial
Contributions. Stanford shall not be required to construct public
improvements or make financial contributions to City in lieu of
public improvements, except as expressly set forth in £his
Agreement, or as may be agreeable to Stanford, or as provided in
Sections 8 and 9 below.
7. Phasing Schedule. Stanford shall construct the
Project and comply with the Conditions of Approval, including the
requirements of Section 6 of this Agreement, in accordance with the
schedule set forth in Exhibit "I." Stanford shall have .no
obligation to develop the project, or any component of it, unless
and until it obtains a building permit or permits, at which time
Stanford shall be obligated to complete each component of the
project for which the building permit or permits were obtained, as
well as all public improvements, conditions of approval, mitigation
measures, or other elements of the project approvals required by
the phasing schedule to be completed before occupancy of each
component for which building permits have been obtained. Stanford
may develop the Project in its sole discretion in accordance with
Stanford’s time schedule, subject to the Term of this Agreement set
forth in Section 17, provided construction is not accelerated and
the order, sequence and phasing of the Project shown on Exhibit "I"
is not altered.
Stanfordmay request a change in the order, sequence and
phasing of development of the Project components. If Stanford
requests such a change, it shall provide City an amended Exhibit "I"
showing the requested change and explaining the reasons for the
proposed amendment. Within a reasonable time of receiving the
amended exhibit, the City Manager (a) shall determine whether
¯ additional environmental review is required; (b) may re-determine
the timing of the construction of the dedications, exactions,
mitigations, reservations, or other conditions of approval,
including without limitation any public improvements, so that the
improvements necessary to serve each component of the Project and
to mitigate its impacts are .completed before occupancy of such
component and may modify the amended exhibit to reflect his or her
determinations; and, finally, (c) shall approve or disapprove the
requested change. If Stanford desires to proceed in accordance
with the amended exhibit, it shall promptly give written notice of
its acceptance of the amended exhibit, otherwise the existing
Exhibit "I" shall.remain in effect.
8. Conditions and Impositions. Stanford shall comply
with the following conditions and impositions in connection with
subdivision and development of the Property:
970128 ~p~ 0051700 Page 15 of 33
(a) Comply with all
Conditions of Approval;
Proj ect Approvals and
(b) Complete any action deemed necessary pursuant
to Section 9 below.
9.Agreement and Assurances.
(a) Agreement and Assurances on the Part of
Stanford. The parties acknowledge and agree that development of
the Property will resultin substantial public needs and.further
_acknowledge and agree that this Agreement confers unique benefits
on Stanford which can only be balanced by the provision of
extraordinary public benefits. The parties intend by this
Agreement to provide consideration to the.public to balance the
private benefits conferred on Stanford¯ by providing for the
satisfaction of certain directand indirect public needs resulting
from or relating to the Project, and to provide public assurance
that this Agreement is fair, just and reasonable, and prompted by
the necessities of the situation so as to provide extraordinary
benefits to City. Stanford acknowledges that the Conditions of
Approval, including without limitation any dedications, mitigation,
exactions and reservations, are fair, just and reasonable under the
circumstances, and in consideration of the benefits conferred by
this Agreement, Stanford hereby waives and releases any challenge,
protest or other rights it may have with respect to the legality of
the Conditions of Approval. In consideration of the foregoing and
in consideration of City’s assurances for completion of the Project~
pursuant to the terms and conditions set forth in Section 9(b) and
(f) below, Stanford hereby agrees as follows:
(I) Stanford will develop the Project in
accordance with the terms and conditions of this Agreement, the
Project Approvals, and the Applicable Rules, and with the
Subsequent Applicable Rules when required by this Agreement.
(2) In addition toany other remedies provided
the City under this Agreement, .if Stanford fails to make any
payment orcomplete any other material act or performance specified
in this Agreement, Stanford shall have no further right or
entitlement to any certificate of occupancy until the default has
been cured as provided in Section 10(c) of this Agreement; provided
further that Stanford shall have no further right or entitlement to
any building permit unless it is diligently proceeding to complete
such actions necessary to cure the default as provided in Section
10(c) of this Agreement." The Parties recognize that this
subparagraph may result in the limitation or cessation of the
970128 ~p~ 0051700 Page 16 of 33
rights otherwise conferred by this Agreement upon Stanford (as
defined to include any successors, assigns, transferees, or other
persons or entities acquiring title to or an interest in the
Property or Project) for development.
(b) Agreement and Assurances on the Part of the
Cit~. In order to effectuate the provisions of this Agreement and
as an inducement for Stanford to obligate itself to carry out the
covenants and conditions set forth in the preceding Section 8(a) of
this Agreement and in consideration for Stanford doing so, City
hereby agrees and assures Stanford that Stanford will be permitted
to carry out and complete the entire Project, subject to the terms
and conditions of this Agreement, the conditions established in the
Project Approvals and the Applicable Rules. In furtherance of such
agreement and assurance, and pursuant to the authority and
provisions set forth in the Development Agreement Act, City, in
entering into this Agreement, hereby agrees and acknowledges that:
(i) Entitlement to Develop. Stanford has
acquired and been granted the vested right to develop the Project
to the extent and in the manner provided in this Agreement, .subject
to the Conditions of Approval imposed by the Project Approvals and
in accordance with the Applicable Rules and Subsequent Applicable
Rules when required by this Agreement, and City hereby finds the
Project consistent with the Comprehensive Plan and the Zoning
Ordinance.
Any change in the Applicable Rules, including,
without limitation, any change in any applicable general or
specific plan, zonlng, subdivision or building ordinance or
regulation, adopted or becoming effective after the Effective Date
~including, without limitation, any such change by means of
ordinance, initiative, referendum, resolution, policy, order or
moratorium, initiated or instituted for any reason whatsoever and
adopted by the’Mayor, City Council, Planning Commission or any
other board, commission or department of City, or any~officer or
employee thereof, or by the electorate~ as the case may be, which
would,¯ absent this Agreement, otherwise be applicable to the
Project and which would conflict in any way with or be more res-
trictive than the Applicable Rules, shall not be applied by City to
the ~Project without Stanford’s consent unless City determines it
necessary to protect against conditions which create a substantial
and demonstrable risk to the physical health or safety of residents
or users of the Project or the affected surrounding region. Any
Subsequent Applicable Rule can be applied to the Project without
Stanford’s consent only if City determines it necessary to protect
against conditions which create a substantial and demonstrable risk
970128 apc 0051700 Page 17 of 33
to the physical health or safety of residents or users of the
Project or the affected surrounding region.
Any subsequent Discretionary Action which does
not change the density, intensity of use or other site development
standards permitted on the Property shall be governed by the
Applicable Rules, unless City determines that a Subsequent
Applicable Rule is necessary to protect against conditions which
create a substantial and demonstrable risk to the physical health
or safety of residents or users of the Project or the affected
surrounding region. Any subsequent Discretionary Action which does
change the density, intensity of use or other site development
standards permitted on the Property shall be subject to the Subse-
quent Applicable Rules provided, however, that no such subsequent
Discretionary Action, when approved, will constitute grounds for
the termination of this Agreement or otherwise affect the en-
forceability of this Agreement with respect to the development of
the Property hereunder.
Any subsequent Discretionary Actions by City or
any conditions, terms, restrictions and requirements for such
Discretionary Actions by City, shall not, without Stanford’s
consent, prevent development of the Property for the uses and to
the maximum density or intensity of development and other site
development standards set forth in this Agreement, unless City
determines it is necessary to protect against conditions which
create a substantial and demonstrable risk to the physical health
or safety of residents or users of the Project or the affected
surrounding region .
(2) Consistency with Applicable Rules. City
.finds, based upon all information made available to City prior to
or concurrently with the execution of this Agreement, that there
are no Applicable Rules that would prohibit or prevent the full
completion and occupancy of the Project in accordance with uses,
densities, designs, heights and sizes incorporated and agreed to
herein.
(3) Subsequent Discretionary Actions. With
respect to any Discretionary Action or Discretionary Approval that
is required subsequent to the execution of this Agreement, City
agrees that it will not unreasonably withhold from Stanford or
unreasonably condition~or delay any such Discretionary Action or
Discretionary Approval which must ~be issued by City in order for
the Project to proceed to construction and occupancy. In addition,
no condition shall, without Stanford’s consent, precl~de or
otherwise limit Stanford’s ability to develop the Project in
970128 ap~ 0051700 Page 18 of 33
accordance with the density and intensity of use and site
development specifications set forth in this Agreement nor other-
wise conflict with any provision of this Agreement, unless City
determines it is necessary to protect against, conditions which
create a substantial and demonstrable risk to the physical health
or safety of residents or users of the Project or the affected
surrounding region.
(c) Cooperation and Implementation. City agrees
that it will cooperate with Stanford to the fullest extent
reasonable and feasible to implement this Agreement° Upon
satisfactory completion by Stanford of all required preliminary
actions and payments of appropriate fees, City will commence and in
a timely manner proceed to complete all steps necessary for the
implementation of this Agreement and the development of the
Property in accordance with the terms of this Agreement, including,
but not limited to, the processing and checking of any and all
Project Approvals, agreements, covenants, applications and related
matters required under the conditions of this Agreement, building
plans and specifications and any other plans necessary for the
development of the Property, filed by Stanford and the issuance of
all necessary building permits, occupancy certificates or other
required permits for the .construction, use and occupancy of the
Property. Stanford will, in a timely manner, provide City with all
documents, plans and other information necessary for City to carry
out its obligations hereunder.
~ (d) Identification of Applicable Rules. Prior to
the Effective Date, the parties will use reasonable efforts to
identify two (2) sets of the Applicable Rules, one (I) set for the
City and one (I) set for Stanford, so that if it becomes necessary
-in the future to refer to any of the Applicable Rules, there will
be a common set of the Applicable Rules available to both parties.
Failure by City to identify written Applicable Rules shall in no
manner limit City’s ability to later identify or use such
Applicable Rules.
(e) No Other Exactions. Except as set forth in
Sections 6, 7, 8, and 9 and except as may be required by the
Conditions of Approval, noother exactions shall be required to be
paid, dedicated, constructed or contributed by Stanford in
connection with this Agreement or any Project Approval, unless City
determines, .based upon conditions not anticipated by City and
Stanford on or before the Effective Date, that such exaction, is
necessary to protect against conditionswhich create a substantial
and demonstrable risk to ~the physical health and safety of
residents or users of the Project or the affected surrounding
970128apc:0051700 Page 19 of 33
region. For purposes of this Agreement, exaction shall mean any
requirement of City in connection with. or pursuant to any
Applicable Rule or any Project Approval for dedication of land,
construction or improvement of public facilities, payment offees
or making any other contribution required in order to address
impacts of development on the community or the impacts of this
Agreement. For purposes of this Agreement, usual and customary
application, processing and permit fees of the type now in effect
shall not be considered exactions, and shall be paid by Stanford in
whatever amount has been established by City in a generally
applicable manner at the time any such application, processing or
permit is sought by Stanford~
(f) Application of Subsequent Applicable Rules
Stanford hereby agrees .that any Subsequent Applicable Rules can be
applied to the Project if City determines, based upon conditions
not anticipated by City and Stanford on or before the Effective
Date, that it is necessary to do so in order to protect against
conditions which create a substantial and demonstrable risk to the
physical health and safety of residents or users of the Project or
the affected surrounding region.
i0. Periodic Review of Compliance.
(a) Periodic Review. City shall review this
Agreement annually, on or before the anniversary of the Effective
Date, in accordance with the procedures and standards set forth in
this Agreement and in Resolution No. 6597 in order to ascertain
compliance by Stanford with the terms of the Agreement. Stanford
shall submit an annual report, in a form reasonably acceptable to
City, within 30 days after written notice from City. The annual
report shall be accompanied by an annual review fee sufficient to
cover the estimated costs of review and administration of the
Agreement during the succeeding year. The amount of the annual
review and administration fee shall not exceed City’s actual costs
for such review and administration.
(b) Special Review. The City Council of City may
order a special review of compliance with this Agreement at any
time. .The Director of Planning and Community Environment
("Planning Director") or City Council, as determined from time to
time by the City Council, shall conduct such special reviews.
(c)Procedure.
(I) During either a periodic review or a
special review, Stanford shall be required to demonstrate good
970128 ~p~ 0051700 Page 20 of 33
faith compliance with the terms of the Agreement. The burden of
proof on this issue shall be on Stanford. The Parties acknowledge
that failure by Stanford to demonstrate good faith compliance shall
constitute grounds for termination or modification of this
Agreement in accordance with the provisions of this Section i0.
(2) Upon completion of a periodic review or a
special review, ~the Planning Director shall submit a report.to the
City Council setting forth the evidence concerning good faith
compliance by Stanford with the terms of this Ag~reement and the
recommended finding on that issue.
(3) If the City Council finds on the basis of
substantial evidence that Stanford has oomplied in good faith with
the terms and conditions of this Agreement, the review shall be
concluded.
(4) If the City Council makes a finding that
Stanford has not complied in good faith with the terms and
conditions of this Agreement, the City shall provide written notice
to Stanford describing: (i) such failure to comply with the terms
and conditions of this Agreement (referred to herein as a
"Default"), (ii) whether the Default can be cured, (iii) the
actions, if any, required by Stanford to cure such Default, and
(iv) the time period within which such Default must be cured. If
the Default can be cured, Stanford shall have at a minimum 90 days
after the date of such notice to cure such Default, or in the event
that such Default cannot be cured within such 90-day period but can
be cured within one (i) year, Stanford shall have commenced the
actions necessary to cure such Default and shall be diligently
proceeding to complete such actions necessary to cure such Default
:within 90 days from the date of notice. If the default cannot be
cured or cannot be cured within one (I) year, as determined by City
during periodic or spegial review, the City Council may modify or
terminate this Agreement as provided in Section 10(d). and Section
lO(e) .
(5) If Stanford fails to cure a Default within
the time periods set forth in Section 10(c) (4), the City Council
may modify or terminate this Agreement as.provided in Section 10(d)
and Section 10(e).
(d) Proceedings Upon Modification or Termination.
If, upon a finding under Section 10(c) and the expiration of the
cure period specified in Section 10(c) (4) above, City determines to
proceed with modification or termination of this Agreement, City
shall give written notice to Stanford .of its intention so to do.
970128 ~ 0051700 Page 21 of 33
The notice shall be given at least ten calendar days before the
scheduled hearing and shall contain:
(i) The time and place of the hearing;
(2) A statement as to whether or not City
proposes to terminate or to modify the Agreement; and
(3) Such other information as is reasonably
necessary to inform Stanford of the nature of the proceeding.
(e) Hearings on Modification or Termination At
the time and place set for’ the hearing on modification or
termination, Stanford shall be given an opportunity to be heard and
shall be required to demonstrate good faith compliance with the
terms and conditions of this Agreement. The burden of proof on the
issue shall be on Stanford. If the City Council finds, based upon
substantial evidence, that Stanford has not complied in good faith
with the terms or conditions of the Agreement, the City Council may
terminate this Agreement or modify this Agreement and impose such
conditions as are reasonably necessary to protect the interests of
City. The decision of the City Council shall be final and subject
to judicial review only pursuant to Code of Civil Procedure section
1094.5.
(f) Certificate of Compliance. If, at the
conclusion of a periodic or special review, Stanford is found to be
in compliance with this Agreement, City shall, upon request by
Stanford, issue a Certificate of Compliance ("Certificate") to
Stanford stating that after the most recent periodic or special
review and based upon the information known or made known to the
.Planning Director and City Council that: (I) this Agreement
remains in effect, and (2) Stanford is not in default. The
Certificate shall be in.recordable form, shall contain information
necessary to communicate constructive record notice of the finding
of compliance, shall state whether the Certificate is issued after
a periodic or special review and shallstate the anticipated date
of commencement of the next periodic review. Stanford may record
the Certificate.
Whether or not the Certificate is relied upon by
assignees or other transferees or Stanford, City shall not be bound
by a certificate if a default existed at the time of the periodic
or special review, but was concealed from or otherwise not known to
the Planning Director or City. Council.
970128 ~0051700 Page 22 of 33
Ii. Modification, Amendment or Cancellation. Subject to
meeting the notice and hearing requirements of Section 65867 of the
Development Agreement Act, this Agreement may be modified or
amended from time to time by mutual consent of the parties or their
successors in interest in accordance with the provisions of Section
65868 of. the Development Agreement Act and City’s Resolution No.
6597; provided, however, that any amendment which does not relate
to the term, .permitted uses, density or intensity of use, site
development standards, provisions for reservation and dedication of
land, conditions, terms, restrictions and requirements relating to
subsequent Discretionary Actions, or any conditions or covenants
relating to the use of the Property, may, if deemed appropriate by
City, shall not require notice or public hearing.
12. Remedies for Default. It is acknowledged by the
parties that City would not have entered into this Agreement if it
were to have liability~ in damages under this Agreement, or with
respect to this Agreement or the application thereof. The parties
intend by the provisions Of this Section Ii that City shall have no
liability for damages arising out of a breach of this Agreement.
It is further acknowledged that City would not have entered into
this Agreement if Stanford had not acknowledged that a reasonable
relationship exists between all dedications, reservations,
conditions, impositions or other exactions imposed and the impact
of the Project upon the community. In addition, it is further
acknowledged that City would not have entered into this Agreement
if Stanford had not acknowledged that the direct and indirect
impacts of the Project warrant and require the terms and conditions
of this Agreement.
Each of the parties hereto may pursue any remedy at law
.or equity available for the breach of any provision of this
Agreement, including but not limited to temporary or permanent
injunctive relief or restraining orders, except that City shall
have no liabilfty in damages to Stanford during the term of this
Agreement or thereafter with respect to any acts which are alleged
to have commenced or occurred during the term ~f this Agreement.
The parties further acknowledge that money damages and
remedies at law generally are inadequate and specific performance
is an appropriate remedy for the enforcement of this Agreement and
should be available to all. parties for the following reasons:
above.
Money damagesagainst City are excluded as provided
970128 ~1~c0051700 Page 23 of 33
(b) Due to the size, nature and scope of the Project, it
may not bepractical or possible to restore the Property to its
original condition once implementation of this Agreement has begun.
After such implementation, Stanford may be foreclosed from other
choices it may have had to utilize the Property or portions
thereof. Stanford has invested significant time and resources and
performed extensive planning and processing of the Project in
agreeing to the terms of this Agreement and will be investing even
more significant time and resources in implementing the Project in
reliance upon the terms of this Agreement, and it is not possible
to determine the sum of money which would adequately compensate
Stanford for such efforts.
Except for non-damages remedies, including the remedy of
specific performance, Stanford, for itself, its successors and’
assignees, hereby releases City, its officers, agents and employees
from any and all claims, demands, actions, or suits of any kind or
nature arising out of any liability, known or unknown, present or
future, including, but not limited to, any claim or liability,
based or asserted, pursuant to Article I, Section 19 of the
California Constitution, the Fifth and Fourteenth Amendments of the
United States Constitution, or any other law or ordinance which
seeks to impose any other liability or damage, whatsoever, upon the
City because it entered into this Agreement, because of the terms
of this Agreement, or because of the manner of implementation or
performance of this Agreement.
All legal actions shall be heard by a reference from the
Santa Clara County Superior Court pursuant to Code of Civil
Procedure Section 638, et s_9_q. Stanford and City shall agree upon
a single referee who shall then try all issues, whether of fact or
-law, and report a finding and judgment thereon and issue all legal
and equitable relief appropriate under the circumstances of the
controversy before him. If Stanford and City are unable to agree
on a referee within ten (I0) days of a written request to do so by
either party hereto, either party may seek to have one appointed
pursuant to Code of Civil Procedure section 640. The cost of such
proceeding shall initially be borne equally by the parties. Any
referee selected pursuant.to this Section ii shall be considered a
temporary judge appointed pursuant to Article 6, Section 21 of the
California Constitution°
13o Litigation Expenses° If a legal action or
proceeding is brought by any party because of default under this
Agreement, or to enforce a provision thereof, the prevailing party
therein shall be entitled, in addition to ~any other relief, to
recover reasonable attorneys’ fees and court costs from the losing
party as determined by the court in which said action or proceeding
is pending.
970128 ~pc0051700 Page 24 of 33
14. Superseding State or Federal Law. In the event that
any state or federal law or regulation enacted or adopted after the
date of this Agreement shall prevent or preclude compliance with
any of the provisions hereof, such provisions shall be modified or
suspended only to the extent and for the time necessary to achieve
compliance with said law or regulation and the remaining provisions
of this Agreement shall be in full force and effect. Upon repeal
of said law or regulation or occurrence of other circumstances
removing the effect thereof upon this Agreement, the provisions
hereof shall be restored to their full original effect.
15. Hold Harmless. Stanford agrees to and shall hold
City, its officers, agents, employees and representatives, harmless
and shall defend and indemnify City, its officers, agents,
employees and representatives from liability for damage or claims
for damage for personal injury, including death, and claims for
property damage which may arise from the operations of Stanford, or
its contractors, subcontractors, agents, employees or other persons
acting on its behalf in relation to development of the Property.
This hold harmless Section applies to all damages and claims for
damages suffered or alleged to have been suffered by reason of the
operations referred to in this Agreement, regardless of whether or
not City prepared, supplied or approved plans or specifications or
both.
In addition to the foregoing, Stanford agrees to pay all
costs, expenses, resultant charges,, and damages, including but not
limited to attorney’s fees, incurred by or imposed upon City as a
result of any litigation attacking this Agreement or any aspect of
the Project.
City agrees to and shall hold Stanford, its officers,
agents, employees and representatives, harmless and shall defend
and indemnify Stanford from liability for damages or claims arising
out of the wrongful or negligent acts of City in the performance of
its obligations under this Agreement, ’provided, however, that
nothing in this paragraph shall be onstrued to allow damages
against City for breach of this Agreement or as ~otherwise limited
by Section 12.
In the event a claim is filed with either party for which
indemnification is claimed under this paragraph, the party seeking
indemnification shall give notice to the indemnifying party of the
full particulars of the claim promptly after learning of same. The
party seeking indemnification shall not settle such a claim after
a demand for indemnification has been made without the consent of
the indemnifying party, which consent shall not be unreasonably
withheld.-
16. Notices. All notices required or provided for under
this Agreement shall be in writing and shall be delivered
970128 apcO051’700 Page 25 of 33
personally or. by overnight courier service or sent by certified or
registered mail, return receipt requested. Any notice given by:
(i) personal delivery, (ii) recognized overnight national courier
service, or (iii) registered or certified mail, return-receipt
requested, shall be deemed to have been duly given and received
upon ~receipt.Notices to the parties shall be addressed as
follows:
City:City Manager
City of Palo Alto
250 Hamilton Avenue
Palo Alto, California 94301
with a copy to:
City Attorney
City of Palo Alto
250 Hamilton Avenue
Palo Alto, California 94301
Stanford:Stanford Management Company
2770 Sand Hill Road
Menlo Park, California 94025
with a copy to:
.Office of the General Counsel
Stanford University
105 Encina Hall
Stanford, California 94305
Any notice so delivered shall be effective upon the date of
personal delivery or, in the case of mailing, on the date of
delivery as shown on the U.S. Postal Service return receipt. Any
party may change its address for notice by giving ten (~0) days’
notice of such change in the manner provided for in this paragraph.
17. Term of Aqreement. The term of this Agreement shall
commence as of the Effective Date, and shall continue for fifteen
(15) years from the Effective Date or until terminated by mutual
consent of the parties or as otherwise provided by this Agreement.
Upon the termination of this Agreement, no party shall have any
further right or obligation hereunder except with respect to any
obligation to have been performed prior to such termination or with
respect to any default in the performance of the provisions of this~
Agreement which has occurred prior to such termination or with
respect to any obligations which are specifically set forth as
surviving~his Agreement.
970128 apcO051700 Page 26 of 33
18.Miscellaneous.
(a) Construction. As used in this Agreement, and
as the context may require, the singular includes the plural ~and
vice versa, and the masculine gender includes the feminine and
neuter and vice versa.
(b) Severability. If any term, provision, covenant
or condition of this Agreement shall be determined invalid, void,
or unenforceable, the remainder of this Agreement shall not be
affected to the extent the remaining provisions are not rendered
impractical to perform taking into consideration the purposes of
this Agreement. Notwithstanding the foregoing, the provision of
exactions and consideration referenced in Section 9 of this
~Agreement are essential elements of this Agreement and City would
not have entered into this Agreement but for such provisions, and
therefore in the event such provisions are determined to be
invalid, void or unenforceable, this entire Agreement shall be null
and void and of no force and effect whatsoever as of the date such
determination becomes final.
(c) Recordation. Upon execution of this Agreement,
City shall promptly arrange for its recordation as provided in
Government Code section 65868.5. Failure to record this Agreement
within the time period provided for in Section 65868.5 shall not
affect its validity or enforceability amongst the Parties hereto.
(d) Captions and References The captions of the
Sections and subsections of £his Agreement are solely for
convenience of reference, and shall be disregarded in the
construction and interpretation of this Agreement.
(e) Time Time is of the essence of this Agreement
and of each and every term and condition hereof, provided that
failure by City to give notices at the times specified in this
Agreement during a periodic review or special review, or
termination or modification proceeding shall not affect the
validity of such proceedings if Stanford has actual notice of such
proceedings.
( f ) Ass ignment.
(i) Right_to Assign. Stanford shall have the
right to sell, transfer or assign the Property, in whole or in part
(provided that no such partial.transfer shall be permitted to cause
a violation of the Subdivision Map Act, Government Code section
66410, et s_9_q.), to any person or entity at any time during the
term of this Agreement; provided:
or assignment,(i). Concurrently with any such sale, transfer
or within ten (i0) business days thereafter,.
97o128 ~oo~17oo Page 27 of 33
Stanford shall notify City, in writing, of such sale, transfer or
assignment and shall provide City with an executed agreement, in a
form reasonably acceptable to City, by the purchaser, transferee or
assignee and providing therein that the purchaser, transferee or
assignee expressly and unconditionally assumes all the duties and
obligations of Stanford under this Agreement°
(ii) No sale, transfer or assignment of any
right or interest under this Agreement shall be made without the
prior written consent of the City Council, which consent may not be
unreasonably withheld.
Notwithstanding the failure of any purchaser, transferee
or assignee to execute the agreement required by subparagraph (i)
above, the burdens of this Agreement shall be binding upon such
purchaser, transferee or assignee, but the benefits of this
Agreement shall not inure to such purchaser, transferee or assignee
until and unless such agreement is executed.~
(2) Release of Stanford. Notwithstanding any
sale, transfer or assignment, Stanford shall continue to be
obligated under this Agreement unless Stanford is given a release
in writing by City, which release will be provided by City upon the
full satisfaction by Stanford of all the following conditions:
(i) Stanford no longer has a legal or
equitable interest in the portion of the Property being
transferred°
(ii) Stanford is not ~then in default and
default proceedings have not been commenced by City under this
.Agreemento
(iii) Stanford has provided City with the notice
and executed agreement required under Section 18(f) (I) (ii) above°
(iv) The purchaser, transferee or assignee
provides City with security reasonably satisfactory to City to
secure performance of its obligations under this Agreement.
Nothing contained in this Section 18(f) shall prevent a
transfer of the Property, or any portion thereof, to an
institutional lender as a result of a foreclosure or deed in lieu
of foreclosure and any lender acquiring the Property, or any
portion thereof, as a result.of foreclosure or a deed in lieu of
foreclosure shall take such Property subject to the rights and
obligations of Stanford under this Agreement; provided, however, in
no event shall such lender be liable for any defaults or monetary
obligations of Stanford arising prior to acquisition of title to
the Property by such lender and provided further in no event shall
any such lender or its successors or assigns be entitled to a
970128 ap~ 0051700 Page 28 ~of 33
building permit or occupancy certificate for any portion of the
Project for which any fees required by this Agreement have not been
paid to City or for any portion of the Project for which any other
obligation under this Agreement remains unperformed.
Subject to the provisions of this Section 18(f), the
burdens of this Agreement shall be binding upon, and the benefits
of this Agreement shall inure to, all successors-in-interest to the
parties to this Agreement.
(g) Waiver. No waiver of any provision of this
Agreement shall be effective unless in writing and signed by a duly
authorized representative of the party against whom enforcement of
a waiver is sought. No waiver of any right or remedy in respect of
any occurrence or event shall be deemed a waiver of any right or
remedy in respect of any other occurrence or event.
(h) Governinq State Law. This Agreement shall be
construed in accordance with the laws of the State of California.
This Agreement shall be construed as a whole according to its fair
language~and common meaning toachieve the objectives and purposes
of the parties. The rule of construction to the effect that
ambiguities are to be resolved against the drafting party shall not
be employed in interpreting this Agreement, all parties having been
represented and having fully participated in the negotiation of
this Agreement.
(i) Certificate of Compliance. At any time during
the term of this Agreement, any lender or other party may request
any party to this Agreement to confirm that to the best of such
party’s knowledge, no defaults exist under this Agreement or if
.defaults do exist, to describe the nature of such defaults. Each¯
party hereby agrees to provide a certificate to such lender or
other party within ten (i0) business days of the request therefor.
The failure of any party to provide the requested certificate
within such ten (i0) business day period shall not constitute a
confirmation that to the best of such party’s knowledge, no
defaults exist under this Agreement.
(j) Mortgagee Protection. The parties hereto agree
that this Agreement shall not prevent or limit Stanford in any
manner, at Stanford’s sole discretion, from encumbering the
Property or any portion thereof or any improvement thereon by any
mortgage, deed of trust or other security device securing financing
with respect to the Property. The City acknowledges that the
lenders providing such financing may require certain Agreement
interpretations and agrees upon request, from time to time, to meet
with Stanford and representatives of such lenders to consider any
such request for interpretation. City will not unreasonably
withhold its consent to any~such requested interpretation provided
such interpretation is consistent with the intent and purposes of.
970128 ~1~00~1700 Page 29 of 33
this Agreement. Any Mortgagee of the Property shall be entitled to
the following rights and privileges:
(i) Neither entering into this Agreementnor
a breach of this Agreement shall defeat, render invalid, diminish
or impair the lien of any mortgage or deed of trust on the Property
made in good faith and for value.
(2) The Mortgagee of any mortgage or deed of
trust encumbering the Property, or any part thereof, which
Mortgagee, has submitted a request in writing to the City in the
manner specified herein for giving notices, shall be entitled to
receive written notification from City of any default by Stanford
in the performance of Stanford’s obligations under this Agreement°
(3) If City timely receives a request from a
Mortgagee requesting a copy of any notice of default given to
Stanford under .the terms of this Agreement, City shall provide a
copy of that notice to the Mortgagee within twenty (20) days of
sending the notice of default to the Stanford. The Mortgagee shall
have the right, but not the obligation, to cure the default during
the remaining.cure period allowed such party under this Agreement.
(4) Any Mortgagee who comes into possession of
the Property, or any part thereof, pursuant to foreclosure of the
mortgage or deed of trust, or deed in lieu of such foreclosure,
shall take the Property, or part thereof, subject to the terms of
this Agreement; provided, however, in no event shall such Mortgagee
be liable for any defaults or monetary obligations of Stanford
arising, prior to acquisition of title to the Property by such
Mortgagee and provided further in no event shall any such Mortgagee
.or its successors or assigns be entitled to a building permit or
occupancy certificate until all fees due under this Agreement
(relating to the portion of the Property acquired by such
Mortgagee) have been paid to the City and until any other default
has been cured.
(k) Force Majeure. Neither party shall~be deemed
to be in default where failure or delay in performance of any of
its obligations under this Agreement is caused by floods,
earthquakes, other Acts of God, fires, wars, ~riots or similar
.hostilities, strikes and other labor difficulties beyond the
party’s control (including the party’s employment force), court
actions (such as restraining order or injunctions), or other causes
beyond the party’s control. .If any such events shall occur, the
term of this.Agreement and the time for performance by either party
of any of its obligations hereunder shall be extended for the
period of time that such events prevented such performance.
(i) Entire Agreement. This Agreement sets forth
and contains the entire understanding and agreement of the parties~
970128 ap~0051700 Page 30 of 33
There are no oral or written representations, understandings,undertakings, or agreements which are not contained or expressly
referred to herein, and any such representations, understandings,or agreements are superseded by this Agreement. No evidence of any
such representations, understandings, or agreements shall be
admissible in any proceeding Of any kind or nature relating to the
terms or conditions of this Agreement, its interpretation, or
breach.
(m) No Third Party Beneficiaries. This Agreement
is made and entered into for the sole protection and benefit of the
parties and their successors and assigns, including mortgagees. No
other person shall have any right .of action based upon any
provision of this Agreement.
(n) Counterparts. This Agreement may be executed
by the parties in counterparts, which counterparts shall be
construed together and have the same effect as if all of the
parties had executed the same instrument.
(o) Jurisdiction and Venue. Any action at law or
in equity arising under this Agreement or brought by an party
hereto for the purpose of enforcing, construing or determining the
validity of any provision of this Agreement shall be filed and
tried in the Superior Court of the County of Santa Clara, State of
California, and the parties waive all provisions of law providing
for the filing, removal or change of venue to any other court.
(p) Further Actions. Each of the parties shall
cooperate with and provide reasonable assistance to the other to
the extent contemplated in the performance of all obligations under
~this Agreement and the satisfaction of the conditions of this
Agreement. Upon the request of either party at any time, the other.
party shall promptly execute, with acknowledgment or affidavit if
reasonably required, and file or record such required instruments
and writings and take any actions as may be reasonably necessary
under the terms of this Agreement or to evidence or consummete the
transactions contemplated by this Agreement. "
(q) Authority to Execute. The person or persons
executing this Agreement warrant and represent that they have the
authority to bind Stanford to the performance of its obligations
hereunder.
(r) Administrative Appeal. Whenever in the
Applicable Rules or Project Approvals any requirement or action by
Stanford is made subject to the approval or satisfaction however
expressed/ 0f~any entity, other than City, including City-retained
experts (referred to in this subsection as a "third party"), such
condition shall not be interpreted as providing the third party the
right to make any final decision other than as may be vested in it.
970128 a1~ 0051700 Page 31 of 33
by law other than the Applicable Rules. Where a third party has no
right vested in it by law other than the Applicable Rules to make
a final decision, a condition requiring approval or satisfaction of
such third party., however expressed, shall mean that the third
party shall provide, as appropriate, advice, consultation a
recommendation and/or an initial decision regarding the condition.
The actual determination in such case will be made by the official
or entity of City required or authorized to make such determination
in accordance with the applicable provisions of the Palo Alto
Municipal Code. Appeals from determinations made by City officials
or entities shall be made in accordance with applicable provisions
of the Palo Alto Municipal Code.
(s) Exhibits. The following exhibits to which
reference is made in this Agreement are deemed incorporated herein
in their entirety:
Exhibit A - Real Property Legal Description
Exhibit B - CEQA Findings
Exhibit C - Comprehensive Plan Amendments
Exhibit D - Zoning Ordinance Amendments
Exhibit E - 1997 Tentative Map
Exhibit F - Conditions of Approval
Exhibit G - Project Description
Exhibit H - BMR Letter of Agreement
Exhibit H-I - Apartment Rental Management Plan
Exhibit I - Phasing Schedule
Exhibit J Development Agreement Ordinance No.
If the Recorder refuses to record any Exhibit, the.City Clerk may
replace it with a single sheet bearing the Exhibit identification
letter, stating the title of the Exhibit, the reason it is not
being recorded, and that the original, certified by the City Clerk,
is in the possession of the City Clerk and will be reattached to
the original when it is returned by the Recorder to the City.Clerk.
(t) Siqnature Pages. For convenience, the parties
may execute and acknowledge this Agreement on separate signature
pages which, when attached hereto, shall constitute this as one
complete Agreement.
970128 ape0051700 Page 32 of 33
(u) Precedence. In the ~event of any conflict or
inconsistency among this Agreement, the Project Approvals and the
Applicable Rules, the provisions of this Agreement shall have
precedence and s~all control over the conflicting or inconsistent
provisions; and the provisions of the Project Approvals shall have
precedence and shall control over the Applicable Rules.
(v) Recordation. Whenever recordation is required
or may be required by either party, City shall be responsible for
recordation. If City fails to record a document when required,
Stanford may, but is not obligated to, record the document and by
doing so Stanford does not assume the duties or obligations of City
established by this subsection or the Development Agreement Act nor
does it waive any right it may have to compel City to properly
perform its duties and obligations. The failure of City to record
or to properly record this Agreement or any other document as
provided herein shall not affect or limit in any way Stanford’s
rights to enforce this Agreement and to rely upon it.
IN WITNESS WHEREOF, this Agreement has been executed by
the parties as of the day and year first above written.
ATTEST:CITY OF PALO ALTO
City Clerk Mayor
APPROVED AS TO FORM:
.City Attorney
APPROVED:
City Manager
STANFORD
By:
Its:
By:
Its:i
APPROVED AS TO CONTENT:
Director of Planning and
Community Environment
Page 33 of 33
EXHIBIT A
Real Property
Legal Description
970122
EXHIBIT B
~Resoluti-on.No.
Containing CEQA Findings
9701~ I~ 00~1491
EXHIBIT C
Resolution No. , Amending the Land Use
Element of the Palo Alto Comprehensive Plan
Relating to the Streamside Open Space Land Use
Category
Resolution No. ~, Amending the Land Use Map
of the Palo Alto Comprehensive Plan for Land of
Stanford University Located Generally at I000 Sand
Hill Road (Stanford West Apartment Project)
Resolution No. ___, Amending the Land Use Map
.of the PaloAlto Comprehensive Plan for Lands of
Stanford University Located at 600 and 700 Sand
Hill Road (Stanford West Senior Project)
Resolution No. ~_, Amending the Land Use ~p
and the Street Network Map of the Palo Alto
Comprehensive Plan Relating to Roadway .and
Circulation Changes in the Boundaries of the
Streamside Open Space Area in the Vicinity of the
Stanford Shopping Center
Resolution No. ~_, Amending Various Elements
of the Palo Alto Comprehensive Plan Relating to
Road lmprovements in the Sand Hill Road Corridor
~70122 ~ 0031491
EXHIBIT D
Ordinance No. , Amending Section 20.08.020
of the Palo Alto Municipal Code to Change the
Setback Line Along a Portion of Sand Hill Road
Ordinance No. ____, Amending Section 18.08.040
of the Palo Alto Municipal Code to Change the
Classification ofProperty Known as 600 Sand Hill
Road and I000 Sand Hill Road from PF to PC and
from RM-30 to PC, Respectively (Stanford West
Senior Housing)
Ordinance No~ , Amending Section 18.08.040
of the Palo Alto Municipal Code to Change the Zone
Classification of Property Located at 600, 700 and
i000 Sand Hill Road from RM-30 to PF and from PF .
to PM-30
Ordinance No. ~, Amending Section 18.43.050
of the Palo Alto Municipal Code, Relating to the
Allowable Floor Area of the Stanford Shopping
Center
Ordinance No. ____, Amending Section 18.08.040
of the Palo Alto Municipal Code to Change the Zone
Classification of Property Located at 180 E1
Camino Real from CC to CC(L) (Stanford Shopping
Center)
Ordinance No. ~, Conditionally Amending
Section 18.08.040 of the Palo Alto Municipal Code
by Prezoning as RM-40 a Portion of a New Parcel to
be Created by the Realignment of Pasteur Drive and
by Prezoning as PF(L) an Area of Land That Will
Become Part of Pasteur Drive
Ordinance No. ~, Amending Section 18.08.040
of the Palo Alto Municipal Code to Change the Zone
Classification of a Portion of Pasteur Drive at
Sand Hill Road from PF(L) to RM-40
9701301~ 0031491
Face Page of Approved. Tentative Map
Conditions of Approval
Chapter 3 of ~he Environmental Impac~ Repor~
"Projec~ Description," as amended
Ci .of Palo Alto
De’parOdist of Phnning and
Communih.I EnvironnL~nt
October 15, 1996
Inspe~on~er~’k-es
Planning
Mr. Curtis Feeny
Executive Vice President Real Estate
Stanford Management Company
2770 Sand Hill Road
Menlo Park, CA 94025
Subject:Below Market Rate (’BMR) Agreement for Stanford West Apartments,
Senior Condominium Project and Assisted Living Facility
Dear Curtis:
This letter summarizes the agreement reached between you and Planning Division staff
regarding satisfaction of the proviSionsof the City of Palo Alto Below Market Rate
(BMR) Program for the proposed Stanford housingprojeets on Sand Hill Road in Palo
Alto. The requirements for a BMR component in a residential project are contained in
Program 13 of the City of Palo Alto Housing Element. Program 13 is further
supplemented for rental housing developments by the "Amended Below Market Rate
Rental (BMR) Guidelines", as adopted by the City Council on September 8, 1986
~eopy attached).
e o ee e Prqieet: This Letter of Agreement (the "Agreement") relates
to the proposed 628-urdt Stanford West Apartment Project ("the Apartments"), the 388-
unit "for sale" Stanford West Senior Condominium ("Senior Condominiums") Project
and the 62-unit Assisted Living Facility rental h6using project. The three components
are combined into one Agreement as only one subdivision map application will be
filed, and because all of the units provided in satisfaction of the BMR program for all
three.comporients will be located in the Apartments. For purposes of this Agreement,
the three components eol!eetively are defined as "the. Project." The Project is located
on the .north and west sides of Sand Hill Road on Stanford-owned land near the
Stanford Shopping Center and the. Stanford Medical Center.
The proposed 46-room Skilled Nursing Facility qualifies as a convalescent facilit3’
under the City’s Zoning Ordinance, and as such, is a medical facility exempted from
415.329.2404
Mr. Curtis Feeny
October 1:5, 1996
Page 2
the below market program requirement, as well as from the commercial housing
mitigation fees levied on commercial-industrial projects under Chapter 16.4"/of the
Palo Alto Municipal Code (’PAMC). It should be noted that the proposed commercial
expansion of the Stanford Shopping Center is not included in this Agreement, although
that project must pay commercial housing mitigation fees in accordance with PAMC
Chapter 16.47.
Subdivision Map Required: You intend to obtain City Council approval of a final
subdivision map for the Project. The terms of this Agreement will be incorporated into
the Subdivision Agreement, which must be completed and signed prior to the final
subdivision map being considered by the City Council. This Agreement is based on
statements in the project description submitted to the City by Stanford that the 628-unit
apartment component will be developed as a rental housi.ng development and ~vill ~
have an underlying condominium map.
u " _ e : This Agreement shall be in effect for 59 years from the date
the first shell building permit is issued for any portion of the Project. The date of the
In’st shell building permit is referred to in this Agreement as the "Start Date."
Number. Type and Di~SJ~ution of BMR Uni!;~: Under this Agreement, all B!vIR units
provided in satisfaction of the BMR program requirements for the Project will be
located within the Apartments. The proportionate number of each unit type rented at
BM’R rates shall be comparable to the.ratio of studio, 1-bedroom, 2-bedroom.and 3-
bedroom units in the Apartments, except that no ;l-bedroom townhouse units
required to be rented as BMR units. Based on the unit mix in the Apartments proposed
by Stanford, the distribution of BMR units among the unit types shall conform to the
following percentages:
Per Cent of Total
Required BlvIR Units
, 9’:2%
25.0%
55.9%
9.9%
Unit Type
Studio units
1-bedroom units
2-bedroom units
3-bedroom townhome units
A:\1996~.l"BMRSW.FIN Page 2 of I0
¯Mr. Curtis Feeny
October 15, 1996
Page 3
Should the mix of units in the Apartments be modified during the approval and
construction process, the percentage mix of BM’R units shall be recalculated as agreed
to by Stanford Management Company and the City.
" : The required number of BMP,. units is to
be phased in beginning with the Start Date. In addkion to the number of units requh’ed
to satisfy the BMR requirement for the Apartments, additional units shall be rented at
BMR rents to eligible households to satisfy the BMR requirements of the Senior
Condominiums and the Assisted Living Facility. The percentage of units for each
component of the.Project shall be phased as follows:
¯ h~:lme~: During the ten calendar years from the Start Date to the 10t.h
anniversary, of the Start Date, 10 percent (10%) of all units available for rent
shall be rented at BMR. rents, as defined h~rein, to eligible households.
For the five calendar years from the 10th anniversary of the Start Date to the
.15th anniversary of the Start Date, twelve and a half percer~t (12.5 %) of all
units available for rent shall be rented at..BMR rents to eligible households.
From the 15th anniversary of the Start Date through the remainder of the 59
year regulatory period, fifteen percent (15 %) of all units shall be rented at BMR
rents to eligible households.
For example; assuming the total number of Apartment units is 628, the
maximum required BMR units after the 15th anniversary of the Start Date is 94
units to satisfy the BlVIR requirement for only the Apartments.
~: Addkional BMR rental units at the Apartments shall be
made available to eligible households on the same phase-in schedule as given
above for the Apartments; that is, during the ten calendar years from the Start
Date to the 10th anniversary of the Start Date, one BMR unit shall be made
available to eligible households for every tenth Senior Condominium sold. For
example, assuming the total number of Senior Condominium units is 388, the
nmx. imurn required additional BIVIR units in the Apartments to satisfy theBlVIR
requirements for the Senior Condominiums, will be 58 afterthe frith
anniversary of the Start Date.
Page 3 of 10
Mr. Curtis Peeny
October 15, 1996
Page 4
"v" o " " : Upon issuance of an occupancy permit for any portion
of the Assisted Living Facility, 3 additional units at the Apartments shall be
rented at BMR rents to eligible households in effect as of the date of issuance of
the occupancy permit. On the 10th,anniversary of the Start Date, one additional
un~it shall be rented to eligible households in the Apartments at BMR rents for a
total of 4 additional rental BMR units. No additional requirement is included.
In our discussions, we determined and agreed that the B.MR. requirement
appropriate for the Assisted Living Facility should account for the facts that the
residential living units are much smaller than in other comparable rental units,
that more extensive common spaces and facilities will be included than are
generally .associated with rental housing and additional services are provided not
associated With typical BlVfR housing.. The BMR requirement was thus based
on a calculation of the square footage of r~sidential space at 400 square feet per
unit multiplied by the total of 62 units times the 1:5% BMR requirement or a
total of 3,720 square feet. 3,720 square feet is the combined approximate area
¯ of four average units in the Apartments.
~LL~.I~: The BMR units shall be distributed throughout the Apartments and
shall be comparable in all aspects to all other units including, but not limited to
construction quality, floor area, appearance, finish, amenities and access to facilities.
To the extent feasible, a proportionate share of the total number of required BMR units
shall be located in each building and on each floor level of the buildings in the
Apartments.
|, ~ ’r
~: BMR Rents are total monthly charges for rental of BIVIR units whi,ch
comply with this Agreement.
B.~t~B.~R.~: Base rents are established as those equal to the HUD Section 8, or
successor program, Fair Market Rents (FMRs) for.that unit type in effect in February
1996. Those are:
Studio Units = $541
l-bedroom units = $731
2-bedroom units = $903
3-bedroom townhome units = $1,238
A:\1996~LTBMRSVV.FIN .Page 4 of 10
Mr. Curtis Feeny
October 15, 1996
Page 5
: As of the Start Date, the Base BMR Rents shall be .adjusted
by one-third of the increase in the Consumer Price Index for All Urban Consumers,
Rent Residential, San Francisco-Oakland area (CPI) from the base CPI for February
1996 of 1"/1.’1, to the latest index available on the Start Date. Thereafter, on each
anniversary of the Start Date, the BMR Rents for each unit type, may be adjusted by
one-third of the increase in CPI using the latest index available prior to the anniversary
of the Start Date. The calculation of the rent adjustment is made only once a year and
is to be effective as of the Start Date anniversary. The resulting BMR rents are the
maximum applicable as leases expire or new tenants move-in to the BMR units over the
12 month period following the Start Date anniversary. No cap is placed on the amount
of the annual adjustment and no negative adjustments are required. Stanford shall
submit new proposed rents to City for approval at least 90 days prior to the effective
date. If the City floes not approve or disapprove proposed rents within :30 days of
receipt by City, the proposed rents shall be considered approved. This will allow for
60.day minimum notification to tenants of rent changes.. Rents less than the maximum
allowed by this Agreement may be charged¯ Rents for BMR tenants may ~ be
increased more than once in any 12 month period regardless of whether the tenant is
renting under a month-to-month rental agreement or an annual lease. All applicable
State and local laws and ordinances affecting the operation of rental housing apply to
the operati6n of the BMR units at the Project¯
Annual Lease Required: Notwithstanding any language to the contrary in Section
9.68.020(d) of the PAMC, the provisions of PAMC Chapter 9.68, including the
i’equirement to offer tenants a one year lease, shall apply to all the units in the.
Apartments, including the BMR units.
~: To be eligible for rental of a BMR unit, a household must have. a - ’ "
certified gross household income below 80 per cent of the then current HUD median
income for Santa Clara County, adjusted for family size.
Priority for OccupancY: Current City of Palo Alto Council adopted BMR Guidelines
provide an occupancy preference for persons who live or work within the City limits of
Palo-Alto when. they apply .for BMR occupancy. We have agreed to a modification of
this preference for the purposes of this Agreement because of the unique contribution
of employer-developed housing and the common objective of encouraging occupancy in
the Apartments by persons working on Starfford lands in order to reduce auto trips
generated by the Project." Priorities for initial occupancy, in order of preference, for
all BMR units will be:
A:\199b~LTBMRSW.FIN Page 5 of 10
Mr. Curds 1~eeny
October 15, 1996
Page 6
~: Eligible households of which at least one adult member is
employed by Stanford University for a minimum of 30 hours per week .at or
above minimum wage.
2~L..,P.r.~!]~: Eligible households of which at least one adult member is
employed for a minimum of B0 hours per week at or above minimum wage on
lands owned by Stanford, including but not limited to Stanford Medical Center,
Children’s Hospital, Stanford Shopping Center, Stanford Linear Accelerator and
the Stanford Research Park.
~r.~L..P_~]~: Eligible households of which at least one adult member lives or is
employed within the City ..limits of Palo Alto or Menlo Park.
4th Priori_v,,.: All other eligible households ~vho do not meet the criteria for
priorities one, two or three.
~~e~~l: Each BM.R tenant’s household income shall be certified prior to
initial occupancy and recerfified on an annual basis according to the procedures of the
HUD Section 8 or successor program. ]3MR t~nants whose incomes upon
recertification exceed the then-current median incomes (100 percent) for Santa Clara
County, adjusted for family size, will no longer qualify for BIVIR rent. At that time the
following provisions shall apply to each tenant who has failed to qualify for BlVfR rent.
Unless an exception is granted as provided below, within a reasonable time after-
receiving notice that a tenant has failed, at recerfification, to qualify for Blv~
rent, Stanford must give each such tenant (a) written notice advising the t~nant
of the resul.ts of the recertification and that the BMR tenancy will te .rfpinate on .
the first of the month following the expiration of sixty days from the mailing of
the notice to.the tenant’s address at the Apartments; and, (b)a written offer to
enter into a market rate rental agreement of the unit occupied by th~ t~nant. A
"market rate rental agreement " is an agreement not subject to control under the
¯ t~rms of this Agreement and containing ~rms and provisions, including rent, as
are offered to public generally by Stanford at the time the offer is made.
Stanford shall not discriminate against the tenant because of the tenant’s former
status as a~BMR tenant or for any other reason prohibited by law.
If the former BIVfR tenant chooses to vacate the u~t after receiving the notice,
and afler a reasonable time for cleaning and/or renovation and marketing,
A:\1996~LTBMRSW.FIN Page 6 of 10
Mr. Curtis Feeny
October 15, 1996
P~e 7
Stanford must rent the unit or, at Stanford’s discretion, a unit of comparable
type (e.g., studio, 1-bedroom, ect.) To a qualified BMR tenant in accordance
with this Agreement.
If the former BMR tenant chooses to enter into a market rate rental agreement,
then no later than three months after commencement of the new tenancy,
Stanford must designate the first available unit of comparable type and rent it to
a qualified BMR tenant in accordance with this Agreement; provided however,
if the former BMR tenant does not perform the tenant’s obligations, under the
terms of the rental agreement, Stanford may file an unlawful detainer
proceeding and if it does, its obligation to rent another unit shall be postponed
until it recovers possession of the former BMR unit plus a reasonable time to
clean and[or renovate and market the unit.
Exceptions to the provision of this Agreement requiring termination of the BMR
tenancy upon failure to qualify at recertification may be granted at the discretion
of the Director of Planning and Community Environment upon application by
Stanford and a showing of extraordinary., circumstances . If an exception is
granted, the tenant may continue in possession for a term determined by the
Director of Planning and Community Environment at BMR rent and the unit
will continue to qualify as a BMR unitfor all purposes.
A~ll~lL]]~c.lz0~: Stanford shall prepare and submit to the City an annual report on the
status of the BMR u~ts and compliance with the requirements of the BMR. program
and thisAgreement. While Stanford may delegate the responsibility for managing the
BMR units to a third party, Stanford, as the property owner, shall be responsible for
compliance with this Agreement.
~i Prior to occupancy of any unit in the Project, Stanford shall
prepare and obtain City approval of "Stanford West BMR Procedures and Guidelines"
that shall describe the administration, monitoring and reporting for the BMR units at
the Project. The "Stanford West BMR ProceAures and Guidelines" shall reflect the
terms of this Agreement and City policies as contained in the most recently adopted.
=Below Market Rate Program Rental Guidelines." The "Stanford West BlvIR
Procedures and Guidelines" shall not be inconsistent with this Agreement. The
"Stanford West BMR Procedures and Guidelines" shall describe in more detail
procedures for the selection of t~nants, the rental of BlVIR units, and the
implementation Of the BMR rental program. At a minimum Stanford shall be
A:\tB96~LTBMRSW.FIN Page ? of 10
Mr. Curtis Feeny
October 15, 1996-
Page 8
responsible for the following activities, which shall be addressed in the "Stanford West
BMR Procedures and Guidelines:"
e Periodic outreach and information to eligible households by priority for
occupancy, as required;
e Provision of information to interested BMR applicants;
o Maintenance of waiting list for BMR units by priority;
e ..Verification of eligibility for occupancy of BMR units, including verification
of income, employment, location of job site, household composition, etc. and
annual re-certification of each BMR household’s eligibilit);;
e Determination of BMR rents and rental of BMR u.nits at rents which comply
with this Agreement;
~ Selection-of BMR tenantS from qualified applicants;
~ Training of persormel, both on-site contract staff and Stanford staff in BMR
rules, administration and procedures;
¯ Inclusion, and enforcement of BMR provisions in the tenant’s rental
agreements and leases in order to maintain ongoing compliance with this
Agreement;
o Inclusion of a rent transition agreement in BMR lease;
¯ Providing’ the correct number, location and unit type of required BMR units;
¯ Periodic reporting to City regarding compliance with this Agreement;
¯ Maintenance of records to adequately demonstrate compliance with this
Agreement;
® Cooperation with the City, and its designees, in the periodic monitoring,
review and auditing of records, reports and other information to confirm
compliance with this Agreement;
~ Termination of ineligible BMR tenants from the program and provision of
the next similar sized, vacant unit in the Project at BMR rents to eligible
hoUseholds; and
~ Implementation of a periodic administration I monitori~ fee to pay the cost
of City review of tenant eligibility prior to occupancy, if required by audit as
discussed below under remedies.
" e: The city reserves the fight to monitor and audit the
¯ implementation of the BMR rental program at any time. If non-.compliance is evident,
Stanford shall be given in writing an appropriate period of time to remedy any areas of
non-compliance. If compliance or evidence indicating appropriate action toward
compliance cannot be obtained within six months to the satisfaction of the City, City
Mr. Curtis l=eeny
October 15, 1996
Page 9
reserves the right to perform, review or monitor any of the activities fiecessary to
implement this Agreement with Stanford to pay the actual cost for City’s time and
overhead pltis a 50% penalty for as long as City must assume responsibility. City may
contract with a third party for these tasks.
,~a/:Illti.W~: Should the number of units or the mix of unit types be modified in any
portion of the Project during the approval and eomtruetion process, new calculations,
based on the methodology in this Agreement, shall be prepared and enforced subject to
review and approval by City. This Agreement has assumed that all three components of
the Project will be built, that the Apartments will not have a condominium map and
that the Senior Condominiums will be sold. Should the Senior Condominiums not be
constructed, the BMR requirement for the remaining two portions of the Project shall
remain as in this Agreement. Should the Assisted Living Facility not be co~trueted,
the BMR requirement for the remaining two portions of the Project shall remain as in
this Agreement. Any other change not anticipated by this Agreement shall require a
renegotiation of the BMR requirements consistent with the City BMP, program at that
time. ."
Please sign this Agreement where shown below and return to me, indicating that
have reached agreement regarding your BMR contribution. Thank you for your
cooperation during the discussions of the BMR program compliance.
Sincerely,
KENNETH R. SCHR.EIBER
Director of Planning .and
Community Environment
Attachment: City of Palo Alto BMR P~ntal Guidelines
CC:Marlene Prendergast, Palo Alto Housing Corporation
Affordable Housing Action
June Fleming, City Manager
Sue Case,Senior Assistant City Attorney
Jim Gilliland, Assistant Planning Official
~Lori Topley, Senior Planner
Cathy Siegel, Housing Coordinator
A:\1996~LTBMRSW.FIN Page 9 of 10
Mr. Curtis Feeny
October 15, 1996
Page I0
I agree to provide a Below Market rate component to the Stanford West Aparunents,
S~anford West Senior Condominiums and Assisted Living Facility as described in rids
Letter of Agreement dated October 15, 1996.
Curtis Feeny
Executive Vice President Real Estate
Stanford Management Company
Date
A:\1996~LTBMRSW.FIN Page.10 of I0
CITY OF PALO ALTO
BELOV,’ MARKET I:~ATE (BMR) RENTAL GUIDELinES
As Amended and Adopted by City Council on September8,’ 1986
BACKGROLrN~
Program 12 of th~ 1985-2000 Housing Element of the Palo Alto Comprehensive Plan
establishes the Below Market Rate (BMR) Program. The Program requires that, in housi.~g
developments of ten or more units, not less than 10 percent of the units should be provided at
rates affordable to low and moderate income households. This requirement applies to
ownership and rental housing. Until 1985, all housing projects providing BMR uni~ ha4e
been ownership developments, for which the City has established policies and procedures. In
order to respond to the development of rental units, the BMR Rental Guidelines were
developed by a committee of the Palo Alto Housing Corporation and City staff, and adopted
by the City Council on August 12, 1985. Amendments were made by the City Council on
September 8, 1986.
I. INCOME AND RENT STANDARDS
(Refer to attached Table I)
Inc~e~,ilniIs upon ~: Only households
having gross income below 80 percent of the then-current HUD median
income for Santa Clara County, adjusted for family size, are eligible to
occupy BMR rental units, either upon initial rent-up or upon filling any
subsequent vacancy.
~: BMR units may be rented for monthly amounts not exceeding
those allowed under the then-current HUD.Section 8 Existing Housing Fair
Market Rents (FMRs) or successor program, subject to the tenm of any lease
under paragraph ll.B. As of l~eb.ruary 21, 1996, the FMRs in Palo Alto are
as follows:
Studio $641
1 Bedroom $ 731
2 Bedroom $ 903
3 Bedroom $1,2B8
4 Bedroom $1,391
The rent that may be charged to households holding a Section 8 Certificate or Voucher under
paragraph II.2, shall be as established by the Housing Authority of theCounty of Santa Clara,
and may differ from the then-current FMRs.
~: BMR rents for occupied units shall be adjusted., as of any
annual.anniversary date of the lease by application of the appropriate Section
annual adjustment factor most recently published by HUD.
II.TENANT SELECTION AND CERTIFICATION PROCEDURES
following:
1 bedroom:
2 bedroom:
3 bedroom:
4 bedroom:
Occupancy of BMR rental units shall be limited to the
1 - 2 persons
2 - 4 persons
3 - 6 persons
4 - 8 persons
c" : Pri6rity for occupancy of all BMR rental units shall be
given to those eligible households, a member of which either lives or works in
the City of Palo Alto.
During the ~ following the date the City and the Palo Alto Housing
Corporation (PAHC) receive notification from the owner (or owner’s agent) of
an impending availability or vacancy in a BMP, rental unit, priority for
occupancy of that unit shall be given to eligible households holding a Section 8
Certificate or Voucher issued by the Housing Authority of the County of Santa
Clara, or other similar rental assistance document. The rental-assisted family
selected shall be allowed up to 15 days to move into the unit after it is ready for
occupancy.
If no qualified rental-assisted family is available to occupy the vacated unit, the
.owner shall be free to rent the BMR unit to any other eligible BMR tenant.
The qualifications of BIVIR rental tenants will be independently verified by the
City or its designee (Santa Clara County Housing Authority of Palo Air0
Housing Corporation).
One,Year Lease Offer.: Each BMR temnt sl~all be offered the opportunhy to
enter into a lease .which has a minimum term of one year, consistent with
Section 9.68.030 of the Palo Alto Municipal. Code, even if the rental units are
in a condominium project. Such offer must be made in writing. If Se tenant
rejects the offer, such rejection must also be in writing. A lease may be
renewed upon th~ mutual agreement of both parties.
~ncorne Re-Certification: Each BMR tenant’s household income shall be re-
certified on an annual basis.according to the procedures of Section 8 or successor.
program. The City of Palo Alto or its designee will independently verify such income.
BMP~ tenants whose incomes rise.to levels above the then-current HUD median.
incomes (100 percen0 for Santa Clara County, adjusted for family size, Will no longer
qualify for BMR rent (refer to Table I). The owner must then give such tenant 30-days
written notification to that effect, advising said tenant that the rent thereafter will be at
market rate as determined by the owner, but not to exceed the rates for comparable
market-rate units in the complex. The owner must then provide to the BMR program a
substitute unit of comparable quality as soon as one becomes available, and rent it to a
¯ qualified BMR tenant in accordance with these guidelines. ~
III.SIZE AND LOCATION OF BMR I~ENTAL UNITS
BMR rental units shall generally be of the same size (number of bedrooms and square.
footage) as the market-rate units. The BMR units should be distributed tahroughout the
rental complex, and. should be indistinct.fishable from the exterior. BMR units shall
contain standard appliances common to new rental units, but need not have luxury
accessories. ’
IN LIEU PAYMENT OF BMR RENTAL UNITS
The main objective of the ]3MR Program is to create a permanent stock of affordable
housing units, but in .special eases it is recognized that it may not be possible or
practical to provide units at the site or elsewhere. In lieu of providing units on site,
one of the following alternatives, listed in priority order, may be used, provided that
approval of such alternative by the Director of Planning and Community Environment
must occur at the time of initial project approval or be the subjedt of a subsequent
action by the City Council:
~: The developer may provide an equal number of
ownership or rental units elsewhere in the City. These units may be new or
existing, and are subject to the same conditions of price and rental rate as on-
site BMR units. Such units must be approved by the City; based on
considerations such as size, location, amenities and condition. "
_ . : The developer may, upon approval by the Director
of Planning and Community Environment, .pay to the City, prior to the issuance
of an occupancy certificate, a lump-sum, cash amount calculated at 5 percent of
the market value of the completed project. The market value shall be based on
an appropriate appraisal by an appraiser agreed upon by the City and the
developer and paid for by the developer. If a condominium map has been
placed on the project, the-basis for such appraisal(s) shall be as eondomirdum
ownership units rather than as rentals.
V. PROCEDURES WHEN BMR RENTAL UNITS APU£ SOLD AS CONDOMINIUMS
¯ e " " : Projects with condominium subdivision maps that will
rent BMR units for an indefinite period (which, in the case of housing units
financed with mortgage revenue bonds, shall be at least as long as required by
the terms of the bond agreements) shall have basic sales prices established at the
outset for such BMR units, in accordance with the BMR Ownership Program.
Such initial sales values shall be increased by an amount equal to one-third
of an)’ increase of the Consumer Price Index; all Urban Consumers for the San
FranciscolOaldand area during the period between the month of issuance of the
Occupancy Permit for the BMR units and the month of notification of intent to
sell the units, with further adjustments for improvements and deterioration per
the BMR Ownership Program.
~: When units are sold as BMR condominiums, buyers shall be
selected in accordance with the "BMR Waiting List" maintained by the Palo
Alto .Housing Corporation. At the time the landlord notifies the City of intent
to sell, the landlord shall also notify BMR tenants in such units of the pending
sale and non-renewal of lease¯
.. vet" d --u : Rental projects with no condominium subdivisionmap must comply with the Condominium Conversion Ordinance.
VI. TIME LIMIT FOR BMR UNITS
All BMR rental units must remain under the’BMR restrictions for a period of 59 years.
If the BMR rental units are sold as BMR condominiums, they shall be subject to the
City’s deed restrictions.
TABLE 1
BMR RENT GUIDELINES: Income & Rents
February, 1996
CA)
Unit Size
Studio
1-Bedroom
2-Bedroom
3-Bedroom
4-Bedroom
Number of "
Occupants
(O
Fair
Market Rents
(FMRs)
(D)
gO% of
Median Income
(E)
HUD
1.9.96 Median
¯ ":’ Income ""
1
1
2
2
3
4
3
4
5
6
4
5
6
7
g
641
731
903
1,238
37,750
37,750
43,150
43,150
48,550
53,900
48,550
53,900
5z,250
62,550
53,900
~ 58,250
62,550
66,850
71,150
47,200
47,200
53,900
53,900
60,650 "
67,400
60,650
67,400
72,800
¯ 78,200
67,400
72,800
78,200
83,600
88,950
(C) Fair Market Rents (FMR’s) established by HUD February 21, 1996
(D)Calculations are basetl on 80% of the 1996 Median Income for Santa Clara County of $67,400
issued by HUD on12/14/95.
p:\d~amale\vic~\hous£ng\b,mz~ju~de
EXHIBIT H- 1
Apartment Rental Management Plan
EXHIBIT I
¯ 3. Project Description
A number of local storm drain improvements would be necessary to serve the proposed projects
(see Figure 3-9). The improvements are site specific, each tying into the storm drain interceptor
under Sand Hill Road. This facility was designed and constructed in the late 1980’s based on
plans that included full development of the. proposed projects sites. More detailed maps of storm
drainage improvements proposed at the Stanford West Apartments and Stanford West Senior
Housing .projects are depicted in Figures 3-23 and 3-24 of the EIR.
Stanford University has a water system that is separate from that of the City of Pale Alto. Two
wells that are on the Stanford West Apartments site are tied into this system. Development of
the Apartments project would require changes, to the location of water lines carrying water from
these water wells (see Figure 3-I0).
An array of changes would be made to the electrical infrastructure in the study area. New ducts
would be placed under Sand Hill Road, Pasteur Drive, Quarry Road, and through the ShoplSing
Center parking lot (see Figure 3-I I). An existing overhead line on the Stanford West housing
sites would be removed and an overhead line. crossing El Camino Real at Quarry Road would .be
relocated and remain as an overhead line. New connections tothe existing electrical system
would be made at Alma Street near Pale Alto Avenue, and at Pasteur Drive near Welch Road.
Improvements to the natural gas system that serves the study area would include a new line under
Sand Hill Road that would connect to existing lines at Pale Alto Avenue and Bryant Avenue, at
Pasteur Drive and Welch Road, at Sand Hill Road and Arboretum Road, and at a main that serves
the Oak Creek Apartments (see Figure 3-12).
Phasing
The proposed projects would be built in three major phases, as is described in Table 3-1 and
Figures 3-13 through 3-16. The phases overlap somewhat with a total coustmction period of
approximately 32 months following approval of the projects and all necessary permits..
During Phase i modifications to the Stanford University Golf Course would be initiated in
anticipation of later realignmeat of Sand Hill Road. Further to the east, construction would be
started on the Stanford West Apartments with the ea~e,m three blocks being completed during
Phase I. At this same time, the central four buildings of the Stanford West Senior Housing
(Buildings 2, 3, 4, and 5) would be built. ¯ As a part of Phase I, a new gas line would be
constructed along Sand Hi[IRoad from Oak Creek Apartments to Pale Alto Avenue and Bryant
Street. Also, new electric and water lines would be constructed along Sand Hill Road from the
realigned Pasteur Drive to El Camino Real. The new Sand Hill Road water line would be in
place prior to construction of any woodframe on the Stanford West Housing Project sites. These
three main utility lines would be constructed as part ofPhase I in order to avoid trenching in the
.new Sand Hill Road to be constructed in Phases 2 and 3. A new sewer line would be constructed
along A~boreturn Road from Quarry Road to Sand Hill Road. This sewer line would serve the
Stanford West Senior Housing ,site. At the Stanford West Apartments site new gas, electric,
water, sewer, telephone, and storm drain facilities would be constructed and connected to the
main utility lines in Sand Hill Road. On the south side of the Stanford Shopping Center, Quarry
Road would be widened from Vineyard Lane to El Camino Real. Adjacent Shopping Center
950661fdeir~projdesc ¯ 3-16
|
|
parking lots fronting on Quarry Road would be reconfigured at this time. Finally, Palo R.oad
would be extended and improved (see Figure 3-13). Phase I would take place during the first
five and one-half months after approval of the projects and receipt of required permits. ~’
During Phase II, modifications to the Stanford Golf Course would continue. Additional
development at the Stanford West Apartments would continue with the two center blocks (located
between Side Street "A" and Side Street "B"). Buildings I and 6 of the Senior Housing project
would be completed. At the Stanford Shopping Center, all remaining surface parking lots would
be reconfigured, and improvements would be made to El Camino Real (not including removal
of the jug-handle), Arboretum Road, and Vineyard’Lane. Sand Hill Road would be extended
from El Camino Real to the first entrance to the Stanford Shopping Center, a distance of about
400 feet (see Figure 3-14). New gas, electric, and sewer lines would be constructed along Main
Street in the Stanford West Apartments site. Phase II would take eight months.
During Phase Ill, Sand Hill Road would be widened from Arboretum to Santa Cruz Avenue,
including the construction of the frontage road/cul-de,sac bstween Santa Cruz Avenue and Oak
Avenue in Menlo Park and the San Francisqulto Creek Bridge widening. It should be noted that
approval of the City of Menlo Park would be required to construct the project as proposed from
San Francisquito Creek to Santa Cruz Avenue. Stockfarm Road would be extended and Pasteur
Drive would be realigned. The remaining blocks of the Stanford West Apartments project would
be constructed, and the Health Care Center containing the assisted living facility and skilled
nursing facili~ would be constructed to complete the Stanford West Senior Housing project. The
Sand Hill Road Extension would be completed from the initial extension to Arboretum Road.
The jug-handle main entrance to the Stanford Shopping C~nter from El Camino Real would be
removed. Finally, all of the proposed retail space and parking structures would be constructed
during this phase (see Figure 3-15). Phase Ill would take ninet¢~ months.
Stanford West Apartments
Project Location
The Stanford West Apartments site is located on approximately 47.8 acres on Sand HiLl Road,
near the intersection of Pasteur Drive. The site.is bounded by Sand Hill Road on the south, the ¯
proposed Stanford West Senior Housing (former Children’s Hospital at Stanford) site and the
Children’s Health Council (currently under reconsm~ction) on the east, San Francisqulto Creek
and residential uses in Menlo Park on the north, .and the Oak Creek Apartments on the west (see
Figure 3-3).
Project Applicant Objectives
The primary objectives for the Stanford West Apartments, as stated by the applicant are as
follows:
Increase the area supply of market rate and below market rate housing;
95066\fdeir~projdes¢3-30
EXHIBIT J
ORDINANCE NO.
ORDINANCE OF THE COUNCIL OF THE CITY OF PALO ALTO
APPROVING A DEVELOPMENT AGREEMENT BETWEEN THE
BOARD OF TRUSTEES OF THE LELAND STANFORD JUNIOR.
UNIVERSITY AND THE CITY OF PAL0 ALTO
WHEREAS, A development agreement has been requested of the
’City for the approval of development of certain real property
collectively known as Stanford Sand Hill Road Corridor Projects,
and more particularly described in the subject Development
Agreement; and
WHEREAS, the City Council finds and determines that notice
of intention to consider the development agreement has been given
pursuant to Government Code section 65867; and
WHEREAS, the.City Council has conducted a.public hearing on
the Development Agreement, amendments to the Palo Alto Comprehen-
sive Plan and Zoning Ordinance, a Tentative Map, and various
related land use approvals; and
WHEREAS, the City Council has reviewed, considered, and
approved the environmental information contained in an
environmental impact report for the project, and
WHEREAS, the City Council finds and determines that the
development agreement is consistent with the Comprehensive Plan of
the.City of Palo Alto, as amended. The City Council has specifi-
cally considered the regional welfare and the impacts of the
development agreement and specific plan upon the regional welfare ....
The City Council finds and determines that the benefits of the
project set forth in the development agreementi specific plan, and
statement of overriding considerations establish the reasonable
relationship of the project to the regional welfare;
NOW, THEREFORE, the Council of the City of Palo Alto does
ORDAIN as follows:
SECTION_! The City Council hereby approves the Develop-
ment Agreement between the Board of Trustees of the Leland Stanford
Junior University and the City of Palo Alto, a copy of which is
attached hereto as Exhibit "A", and authorizes the Mayor to execute
the agreement on behalf of the City.
SECTION 2. The City. Clerk is directed to cause a copy of
the development agreement to be recorded with the County Recorder
not later than ten (I0) days after it becomes effective.
970102 ape 0051672 "
SECTION 3. This ordinance shall be effective upon
thirty-first (31st) day after its passage and adoption.
INTRODUCED:
PASSED:
AYES:
NOES:
ABSTENTIONS:
ABSENT:
ATTEST:APPROVED:
City Clerk Mayor
APPROVED AS TO FORM:CityManager
City Attorney Director of Planning and
Community Environment
the
970102 npo 0051672