Concord City Council
January 25, 2022

Meadow Lane/Market Street Paving Project (Project No. 2582)

4. Detailed Field Review/Site Investigation – Bellecci will visually inspect the project street to assess and accomplish the following:
• Examine the existing geometric constraints, incl uding the severity/lack of existing cross slopes • Determine feasibility for Cold-in-Place (CIR) recycling and Full Depth Reclamation (FDR) • Evaluate the condition of the pavement & curb and gutter • Determine the limits of work and identify possible conform issues • Assess the sidewalk for ADA compliance
• Assess impacts to property owners
• Identify areas that may require drainage improvements • Quantify areas of pavement repair
• Identify visible utilities (valves, manholes, monuments, etc.) • Identify areas of damp subgrade

5. Geotechnical Investigation – Bellecci’s subcontractor, Miller Pacific Engineering Group, pavement coring and subgrade R-Value testing services. The work will include structural section measurement (coring), R-value testing of the subgrade material and providing rehabilitation recommendations for the project street.

Miller Pacific Engineering Group will provide a report to Bellecci that shows the make-up of the existing pavement section and the R-Value of the subgrade. The report will also provide geotechnical recommendations for the pavement rehabilitation.

6. Topographic Survey for Base Map – Bellecci we provide surveying services by a licensed Professional Land Surveyor for development of topographic maps. We use an aerial photograph supplemented with ground shot information by the Bellecci survey crews. The topographic survey will include the following activities:
x Establish survey control using GPS coordinates (NAD 83, NAVD 88, Epoch 2010, Zone 3) or use City survey control datum.
x Provide supplemental ground shot topographic survey for the areas at the site scheduled to receive new improvements. Supplemental survey to include the following:
o Curbs, gutters, sidewalks, driveways and existing improvements at curb returns o Sewer manhole rim and clean-outs.
o Storm drain manhole rim elevations and catch basin grate elevations. o Water valve boxes, meter boxes and fire hydrants.
o Gas valves and boxes.
o Electrical boxes, street light boxes, utility vaults. o Communication boxes.

7. Right of Way Research - Bellecci will obtain the record information from the on-line parcel quest service for Contra Costa County to establish the approximate location of the City right of way along the project street. This item of work does not include any survey field crew work. The record property line information will be shown on the plans to identify if any of the proposed improvements will be impacted. A right of way survey can be conducted as needed as approved optional services.

8. Signal and Communication Fiber Optic Conduits - The fiber interconnect plans will be prepared by TJKM at a 1”=40’ scale and interconnect with conduit the traffic signals at Meadow Lane/Monument Blvd, Meadow Lane/Robin Lane, and Meadow Lane/Sunshine Drive. The conduit will begin at the northeast corner of Meadow Lane/Monument Blvd and No. 6 pull boxes with an extension will be installed along the route in between the traffic signals. At each intersection, a fiber optic splice vault will be installed near the controller cabinet for future sp licing of the fiber optic cable. The interconnect system will be “fiber ready” with 45 degree conduit sweeps into each pull box and vault to allow easy installation of fiber in the future.

Meadow Lane/Market Street Paving Project (Project No. 2582)

9. Coordination with Utilities Bellecci will send out utility letters to utility companies to request utility maps from Comcast, AT&T, PG&E Gas and Electric, etc. In the letter utility companies will be asked to identify any projects they propose in the near future which might impact the newly improved streets. Utility companies will be requested to complete their projects (if any) prior to the start of this project.

Bellecci will also review the available City’s utility maps for the existing City storm drainage and sanitary sewer. Once the mapping is received by Bellecci from various utility companies, Bellecci will record the utility maps on the base topographic survey file.

10. Potholing (Allocation): The project design budget includes an allowance for potholes. Bellecci has worked extensively with various potholing companies in the past and will coordinate the potholing locations with the potholing company in the field. Potholes will be done at the locations where there may be a possible conflicts with an existing utility and the invert or depth of that utility cannot be calculated or measured.

11. Preliminary Plans (35%) - We will produce a set of plans at the 35% stage. The plans will be prepared in ACAD and use aerial imagery as the site base maps supplemented with relevant ground shot survey information.

The plans will be prepared at a 1”= 20’ scale on 24”x36” plan sheets. The preliminary plans will identify the improvement limits for each project street and show the proposed concrete improvements (i.e. curb & gutter, sidewalk, curb ramps, etc.).

12. 60% Plans, Specifications & Estimate - Bellecci & Associates will produce a set of plans at the 60% design stage, along with the technical specifications and a corresponding opinion of probable construction costs.

The plans will be prepared at a 1” = 20’ scale on 24”x36” plan sheets. Technical specifications shall be written consistent with the City’s standard specifications (Caltrans 2018 edition). The cost estimate will be based on the plans and the proposed project limits and will include a summary breakdown of the anticipated project cost. The cost estimate will be setup with the same item of work as will be shown for the schedule of bid items.

Generally, the plans will include the following plans:

1. Cover Sheet

2. Street Location Map

3. Typical Sections

4. Pavement repair/rehabilitation plans

5. Fiber optic conduits and box design

6. ADA Ramp improvement details

7. Signing & Striping Plans

8. Detail sheets

Submittals shall include two (2) sets of hard copies of plans, specifications and engineer’s estimates (PS&E) and a copy of the plans and specifications and estimate in an electronic PDF format. Each subsequent submittal will include the review comments from the previous submittal with a written response to each comment.

13. 90% Plans, Specifications & Estimate - Bellecci & Associates will produce a set of plans at the 90% design stage, along with the technical specifications and a corresponding opinion of probable construction costs.

The 90 % design plans will address the plan review comments provided by the City for the 60% design submittal.

The cost estimate will be based on the updated plans will include a summary breakdown of the anticipated project cost.

Submittals shall include two (2) sets of hard copies of plans, specifications and engineer’s estimates (PS&E) and a copy of the plans and specifications and estimate in an electronic PDF format. Each subsequent submittal will include the review comments from the previous submittal with a written response to each comment.

Meadow Lane/Market Street Paving Project (Project No. 2582)

14. Final (100%) Plans, Specifications & Estimate - We will develop and submit final PS&E. The final PS&E will include final plans, specifications, estimate of probable construction costs, and contract documents ready for bid. The final construction drawings, specifications, contract documents and bid items will incorporate the City’s 100% design review comments. The final bid documents will include the final adjustments to the project as approved by the City. The final engineer’s estimate will include the bid items and quantities anticipated in the construction of the project.

Final approved drawing submittals shall include the following: A reproducible set of the final construction documents are to be submitted along with electronic files for all work products. Construction drawings shall be in .pdf and AutoCAD formats. Technical specifications shall be in .pdf and in MS Word formats. The estimate shall be in PDF and in MS Excel formats.

15. Caltrans Encroachment Permit Coordination - Bellecci will prepare 100% “Permit” plans on a 24x36 plan sheet prepared on the City Standard Border for work within Caltrans Right of Way. We will submit the Permit plans to the City for submittal to Caltrans. Bellecci will assist the City with the encroachment permit application and will update minor plan comments from Caltrans for resubmittal.

16. Bid Period Services - During the bidding phase, Bellecci will assist the City with the bidding process and provide the City with assistance to answer any Contractor questions pertaining to the plans and specifications. We will prepare and issue contract addenda, as needed.

17. Construction Phase - Bellecci will attend the preconstruction meeting as required. We will review the contractor submittals for compliance with the specifications and respond within ten days. We will also clarify questions regarding the plans (RFIs), review change order requests from the contractor and prepare as-needed plan modifications for the change orders. We will also participate in the final walk through of constructed project and the preparation of “punch list” of deficient work.

In addition, Bellecci will prepare as-built plans for the City’s records. As-built changes will be based on the red line mark-ups from the Contractor and the Construction Manager.

PROJ

ECT HOURS BUDGET
RAT
E 240 206 198 156 206 170 138 278 74 1.1 1.1 1.1
TASK TASKS DESCRIPTION PIC* PROJ. PROF. ASSOC. PROF. SURVYR. ASSOC. 2-MAN CLER. MILLER TJKM POTHOLING HRS. DIRECT TOTAL # MNGR. ENGR. ENGR. SURVYR. COORD. SURVYR. CREW PACIFIC /TASK COST COST 1 Kick
off Meeting 2 2 4 $892
2 Project Meetings, Public Meetings, & Project Administration 24 16 2 42 $8,260 3 Data Collection (As-built plans, record maps, Caltrans maps, etc.) 2 8 16 2 28 $4,640 4 Detailed Site Investigation 4 16 32 52 $8,984
5 Pavement Coring & R-Value Testing (Miller Pacific) 2 2 $25,000 4 $28,308 6 Topographic Survey 2 2 2 16 24 46 $10,044
7 Right of Way Research (Based on Record Information) 2 32 34 $7,004 8 Fiber Optic Conduits Work (TJKM) 2 2 4 $32,280 8 $36,940 9 Coordination with Utilities 2 8 16 4 30 $4,788
10 Potholing (Allocation for 20 Potholes) 2 8 16 4 $50,000 30 $59,788 11 Preliminary (35%) Design Plans & Estimate 8 20 60 2 90 $15 ,116
12 60% P
lans, Specifications & Estimate 10 25 75 2 112 $18
,858
13 90% P
lans, Specifications & Estimate 12 30 90 2 134 $22
,600
14 100
%/Final Plans, Specifications, Estimate, and Contract Documents 2 10 25 75 2 114 $19 ,338
15 Ca
ltrans Encroachment Permit Coordination 2 12 16 4 34 $5,580 16 Bid Support 4 8 12 2 26 $4,428
17 Construction Support Services 8 16 24 4 52 $8,856
18 Miscellaneous Expenses (Mileage, Prints, Postage, etc.) 0 $1,250 $1,250 Design Engineering Totals: 4 98 196 436 34 2 16 24 30 $25,000 $32,280 $50,000 840 $1,250 $265,674.00 1 2 Re
asonable reimbursable charges are included in hourly rates (e.g. mileage, postage, photocopies, computer plotting/printing for internal use, UPS/FedEx). 3 4
5 6
7 8
9 10
11 12
Geotechnical borings may be performed in City right of way City pays for all outside agency fees (Caltrans and utility companies).

City is performing all environmental documentation for compliance.

City will print and distribute all bid documents.

Project plans, specifications and estimate (PS&E) submittals to the City for review will be at the 35% (plans & estimate only), 60%, 90%, and 100%/Final bid stages.

Right of way research is from available on-line Parcel Quest information and does not include any survey field work or acquiring any preliminary title reports.

Easement and right of way plats and legal descriptions are not included and if needed all property owner negotiations will be done by the City.

City will provide the boiler plate for the front end specifications in Word for Bellecci to modify to be project specific.

City encroachment permit fees for geotechnical and potholing work will be waived.

MEA

DOW LANE / MARKET STREET PAVING PROJECT
FEE

PROPOSAL

CITY OF CONCORD
Projec
t Assumptions
Dis
tribution of hours shown on the budget are for estimating purposes and the invoicing hours can vary as long as the total approved budget is not exceeded.

Utility plans from the various utility companies are readily available, accurate and current and if needed utility relocations will be designed by others.

Staff Report
Date: January 25, 2022
To: City Council Sitting as the Concord/Pleasant Hill Health Care District Board
From: Valerie J. Barone, City Manager
Prepared by: Joelle Fockler, MMC, City Clerk
[email protected]
(925) 671-3390
Subject: Considering 1) appointing Planning Commissioner Raymond Barbour to the John Muir Community Health Fund (CHF) for a term ending December 31, 2025, due to the resignation of Mayor Aliano; and 2) appointing a Councimember or holding a recruitment to appoint a member of the public as a City of Concord representative on the CHF for a term ending
December 31, 2025, due to an unscheduled vacancy created by the death of Dr. Michelle Hernandez.

Report in Brief
The Concord City Council, sitting as the Concord/Pleasant Hill Health Care District Board, appoints three members to the John Muir Community Health Fund Board (CHF).

The CHF Board is responsible for governing the Community Health Fund, which is a tax-exempt, 501(c)3, nonprofit corporation and supporting organization to John Muir Health. The CHF functions as a grant making organization. Currently there are two vacancies on the CHF, and Concord resident Carolyn Fong fills the third seat.

The City Council is being requested to appoint Planning Commissioner Raymond Barbour to the CHF for a term ending December 31, 2025, due to a vacancy created by Mayor Aliano’s resignation, and either appoint a Councilmember or hold a recruitment to appoint a member of the public as a City of Concord representative on the CHF for a term ending December 31, 2025, due to an unscheduled vacancy created by the death of Dr. Michelle Hernandez.

5.a5.a5.a

City Council Agenda Report
Agenda Item No. 5.a
January 25, 2022
Recommended Action

1. Appoint Planning Commissioner Raymond Barbour to the John Muir Community Health Fund for a term ending December 31, 2025; and

2. Provide direction on filling the unexpected vacancy to the CHF for a term ending December 31, 2025. Council could select to appoint one of its members to the position or request staff to open a recruitment. If Council chooses to fill the position with a Councilmember, they can take this action at the February 1st City Council meeting. If Council desires to recruit from the community, set Friday, February 25, 2022, at 5 p.m. as the deadline of receipt of applications by the City Clerk.

Background
The City Council, sitting as the Concord/Pleasant Hill Health Care District Board, is responsible for making three appointments to the John Muir Community Health Fund Board (CHF).

Board members are responsible for governing the Community Health Fund, which is a tax-exempt, 501(c)3, nonprofit corporation and supporting organization to John Muir Health. The primary governing responsibilities include vetting, awarding and monitoring grants, establishing grant making and operating policies, approving annual operating budgets, annually evaluating the Executive Director, and annually electing the officers for the Board of Directors.

The Board members are not compensated for their service on the Board and must operate under the CHF bylaws.

Board member selection criteria for the three members appointed by the City of Concord are as follows:
a. All members shall be at least 18 years of age and reside within the City of Concord or Concord’s Sphere of Influence.
b. Members may be members of the elected Concord City Council, but limited to only two members of the City Council.
c. Members may not be employees of the City of Concord, nor may they be a vendor, contractor or consultant with active contracts or agreements with the City of Concord.
d. Members may be a member of one of Concord’s Boards and Commissions, but may not be currently serving as a member of the Concord/Pleasant Hill Health Care District Grant Committee.
e. The City Council serving as the Concord/Pleasant Hill Health Care District Board may elect at any public meeting to appoint up to two of its members to serve on the CHF Board prior to opening a recruitment for the remaining members.

City Council Agenda Report
Agenda Item No. 5.a
January 25, 2022
Analysis
The CHF Board meetings are held quarterly, begin at noon, and usually last two hours.

A series of grant making and grant monitoring study sessions with nonprofit organizational leaders and consultants are held between Board meetings. Each session generally runs no more than three hours. Additional educational study sessions may be convened during the year to assess and improve the grant programs and grant making strategies, methods, or practices, or to enhance Board members’ understanding of their roles and responsibilities. The 2022 Calendar of Board Meetings and Study Sessions is attached (Attachment 2). Given the high level of engagement that is needed to sit on this Board, the Executive Director of the CHF has requested that whoever is chosen be committed to attending the scheduled board meetings and study sessions.

Mayor Aliano resigned from the CHF Board at the time of his selection to serve as Mayor. In addition to Mayor Aliano’s resignation, a second vacancy occurred when Dr.

Michelle Hernandez passed away on December 27, 2021.

The City Council discussed Mayor Aliano’s resignation from the CHF at its December 14, 2021 meeting, and staff was directed to open Mayor Aliano’s seat on the CHF to the City’s Planning Commissioners, and if one of the Commissioner’s desired to serve, bring the appointment back to the full City Council in January 2022. Planning Commissioner Raymond Barbour expressed interest in serving, and the City Council is being requested to appoint Raymond Barbour to the CHF for a term ending December 31, 2025.

Because the City Council serving as the Concord/Pleasant Hill Health Care District Board may elect at any public meeting to appoint up to two of its members to serve on the CHF Board prior to opening a recruitment for the remaining members, Council is being asked to either appoint a Councilmember to the Board or open a recruitment for the unscheduled vacancy with a term ending December 31, 2025.

Public Contact
The City Council Agenda was posted.

Attachments

1. John Muir Community Health Fund Description of Board Member Responsibilities

2. John Muir Community Health Fund 2022 Calendar of Board Meetings & Study Sessions

Description of Board Member Responsibilities
Title: Board Member, John Muir/Mt Diablo Community Health Fund (Community Health Fund)
Appointed by: The Community Health Fund has a ten-member governing board. The John Muir Association appoints five (5) of the members, the City of Concord appoints three (3) members and the City of Pleasant Hill appoints two members (2).

General Description of Responsibilities
Board members are responsible for governing the Community Health Fund, which is a tax- exempt, 501(c)(3), nonprofit corporation and supporting organization to John Muir Health.

The primary governing responsibilities include vetting, awarding and monitoring grants, establishing grantmaking and operating policies, approving annual operating budgets, annually evaluating the Executive Director, and annually electing the officers for the Board of Directors.

Governing Functions
 Participate in strategic planning sessions devoted to evaluating and updating the grant programs and application guidelines, including policies, procedures, funding objectives and strategic directions, and approve revisions as needed  Participate in the grantmaking process, which includes:
 Reviewing all requests for funding
 Participating in plan of action and proposal review meetings  Sharing one’s assessment of plans of action with fellow board members in strategic discussions leading to the development of funding recommendations for the Board’s approval
 Participate in study sessions with funded organizations to learn about progress achieved, problems encountered, and outcomes from conducting activities funded.  Participate in the process of reviewing and approving the annual operating budget  Participate, as requested by the Chairman and in accordance with established policies and procedures, in the annual process of evaluating the performance and compensation of the Executive Director
 Participate in the annual election of officers for the Board of Directors, including indicating a willingness to serve if nominated for an office Attachment 1

Expected Commitment of Time
 Board meetings are held quarterly at the Community Health Fund office. Meetings begin at noon and last usually 2-hours.
 A series of grant making and grant monitoring study sessions with nonprofit organizational leaders and consultants are held between Board meetings. Each 2-day series of sessions generally runs no more than 3-hours.  Additional educational study sessions may be convened during the year to assess and improve the grant programs and grantmaking strategies, methods or practices, or to enhance Board members’ understanding of their roles and responsibilities.

May 2014

2/1/2022
2022 CALENDAR OF BOARD MEETINGS & STUDY SESSIONS
UPDATED January 2022 NOTE: DATES & TIMES SUBJECT TO CHANGE JANUARY:

Monday, January 24: 10:00 am – 11:45 am Fiduciary Training & Annual Meeting FEBRUARY:

Monday, February 14: 9:30 am – 11:30 am Study Session to Review Plans and Interim Progress & Board Meeting
Monday, February 28: 10:00 am – 12:00 pm Annual Board Retreat

MARCH:

Monday, March, 21: 10:00 am –12:00 pm Racial Equity Study Session & Board Meeting May:

Monday, May 23: 10:00am – 2:15 pm Presentations: George Sauter, Chief Strategy Officer and Nevin Kessler, Foundation President, & Study Session To Review Plans JUNE:

Wednesday, June 22: 10:00am – 12:15pm Racial Equity Study Session & Board Meeting JULY:

Monday July 25: 10:00 am – 12:15 pm Study Session to Review Interim Reports OCTOBER:

Wednesday, October 26: 10:00am – 1:30pm Study Session to Review Plans and Draft 2021 Tax Return DECEMBER:

Monday, December 5: 10:00am – 12:00 pm Racial Equity Advisory Council Meeting Monday, December 19: 10:00am – 12:00 pm Presentation from JMH Community Health Improvement, Study Session to Review Proposals & Board Meeting
Attachment 2

Staff Report
Date: January 25, 2022
To: City Council
From: Valerie J. Barone, City Manager
Reviewed by: Justin Ezell, Assistant City Manager
Prepared by: Joelle Fockler, MMC, City Clerk
[email protected]
(925) 671-3390
Subject: Considering changes to Councilmember compensation.

Report in Brief
This report provides background information for the City Council to consider regarding compensation of City Councilmembers. The City Councilmembers’ compensation has remained unchanged since 2018. Should the City Council choose to increase its compensation, such changes would not be effective until after the November 2022 election.

Recommended Action
Hear the report and consider directing staff to return with an ordinance establishing an increase in councilmember compensation. If recommending an increase, provide specific direction to staff on the percentage increase desired.

Background
After receiving public testimony and considering the matter on June 13, 2017, Council directed staff to bring the topic of councilmember compensation forward every two years when Council considers the biennial budget. Its reason for doing so is to avoid the possibility of large increases allowable under state law when a Council declines to address compensation on a more regular basis.

On June 11, 2019, the City Council introduced an Ordinance establishing an increase in Councilmember compensation to be effective after the November 2020 City Council election. Due to clerical delays and budget cuts that occurred at the onset of the

5.b5.b5.b

City Council Agenda Report
Agenda Item No. 5.b
January 25, 2022
COVID-19 pandemic, adoption of the Ordinance never occurred, and compensation has remained unchanged since 2018.

Analysis
State Law regulates Council compensation and states that the City Council may not increase compensation by more than 5 percent non-compounded per year since the effective year of the last adjustment. Under State law, these increases must be enacted by ordinance and can only be effective at the start of a new term (i.e., after an even year November election in Concord).

The existing Councilmember compensation, which took effect in 2018, is set at $1,352 per month; therefore, the maximum increase allowed under State law is 20 percent (5 percent x 4 years, non-compounded). For comparative purposes, staff provided Attachment 1 containing a survey of councilmember pay in various Contra Costa cities and in Bay Area cities of similar size to Concord.

The following table provides Council compensation alternatives using a consistent percentage increase for each calendar year during 2019 to 2022.

Example: 5% annual increase over four calendar years for a total of 20%, or $1,622.40.

Existing Compensation: $1,352
% Increase 1% 2% 3% 4% 5%
2019 $13.52 $27.04 $40.56 $54.08 $67.60
2020 $13.52 $27.04 $40.56 $54.08 $67.60
2021 $13.52 $27.04 $40.56 $54.08 $67.60
2022 $13.52 $27.04 $40.56 $54.08 $67.60
Non-Compounded Total $1,406.08 $1,460.16 $1,514.24 $1,568.32 $1,622.40 The additional table below provides compensation alternatives using the variations of non-compounded percentage increases over multiple years. Specifically, the table shows the total increase from no change, i.e., existing compensation of $1,352 a month, to maximum legally allowable change 20%, which would be $1,622.40 a month, and every option in between.

City Council Agenda Report
Agenda Item No. 5.b
January 25, 2022
Example: 3% increases in calendar years 2019 and 2020, 4% increase in calendar year 2021, and 5% in 2022, for a total of 15%, or $1,554.80.

Existing Compensation: $1,352
1% 2% 3% 4% 5%
$1,365.52 $1,379.04 $1,392.56 $1,406.08 $1,419.60
6% 7% 8% 9% 10%
$1,433.12 $1,446.64 $1,460.16 $1,473.68 $1,487.20
11% 12% 13% 14% 15%
$1,500.72 $1,514.24 $1,527.76 $1,541.28 $1,554.80
16% 17% 18% 19% 20%
This table is for
calculating the non-
compounded total of
mixing and matching
percentage increases.
$1,568.32 $1,581.84 $1,595.36 $1,608.88 $1,622.40
Financial Impact
Any compensation change directed by Council would be minor in nature given it affects only five positions, with a total maximum possible impact of $16,224 per year (20% increase); this would not create a fiscal impact on the City’s budget.

Public Contact
The City Council Agenda was posted.

Attachment

1. Bay Area and Contra Costa County Cities Compensation Survey

Agency Population Monthly Compensation Monthly Allowance Total Monthly Compensation Antioch 115,580 $1,600 Councilmembers $1,600 Councilmembers Berkeley 124,321 $5,633 Councilmember
$8,941 Mayor
$5,633 Councilmember
$8,941 Mayor
Concord 125,410 $1,352 Councilmembers $1,352 Councilmembers Daly City 104,901 $1,531 Councilmembers $1,531 Councilmembers Fairfield 119,881 $500 Councilmember
$600 Mayor
$150 Councilmember
$300 Mayor
$650 Councilmember
$900 Mayor
Hayward 162,954 $2,083 Councilmember
$3,333 Mayor
$2,083 Councilmember
$3,333 Mayor
Richmond 116,448 $1,402 Councilmember
$3,875 Mayor
$300 Councilmember
$350 Mayor
$1,702 Councilmember
$4,225 Mayor
Santa Clara 127,647 $2,000 Councilmember $2,500 Mayor
$2,000 Councilmember
$2,500 Mayor
Santa Rosa 178,127 $800 Councilmember
$1,200 Mayor
$800 Councilmember
$1,200 Mayor
Sunnyvale 155,805 $2,773 Councilmember
$3,698 Mayor
$2,773 Councilmember
$3,698 Mayor
Vacaville 102,386 $829 Councilmembers $250 Councilmember $525 Mayor
$1,079 Councilmember
$1,354 Mayor
Vallejo 126,090 $1,225 Councilmembers $1,900 Mayor $1,225 Councilmember $3,125 Mayor
Bay Area Cities with Population of 100,000 to 200,000
Bay Area Cities Council Compensation Survey
Attachment 1

Agency Population Monthly Compensation Monthly Allowance Total Monthly Compensation Antioch 115,580 $1,600 Councilmembers $1,600 Councilmembers Brentwood 66,097 $939.26 Councilmembers $939.26 Councilmembers Clayton 12,083 $470 Councilmembers $470 Councilmembers Concord 125,410 $1,352 Councilmembers $1,352 Councilmembers Danville 43,582 $675 Councilmembers $675 Councilmembers El Cerrito 25,000 $441 Councilmembers $441 Councilmembers Hercules 26,000 $872 Councilmembers $872 Councilmembers Lafayette 25,000 no pay no pay
Martinez 38,290 $585 Councilmembers $585 Councilmembers Moraga 17,692 no pay no pay
Orinda 20,000 no pay no pay
Pittsburg 74,769 $500 Councilmembers $500 Councilmembers Pleasant Hill 35,000 $585 Councilmembers $585 Councilmembers Richmond 116,448 $1,402 Councilmember
$3,875 Mayor
$300 Councilmember
$350 Mayor
$1,702 Councilmember
$4,225 Mayor
San Pablo 30,967 $1,094 Councilmembers $1,094 Councilmembers San Ramon 84,600 $949 Councilmembers
$1,085 Mayor
$500 Councilmember
$600 Mayor
$1,149 Councilmember
$1,685 Mayor
Walnut Creek 70,000 $650 Councilmembers $500 Councilmember $600 Mayor
$1,150 Councilmember
$1,250 Mayor
Contra Costa Cities
Contra Costa Cities Council Compensation Survey

City Council Compensation
JANUARY 25, 2022
1

Background
June 2017 – Co uncil directed staff to bring Councilmember Compensation forward every two years when biennial
budget is considered.
June 2019 – Co uncil introduced an Ordinance establishing an increase in Councilmember compensation to be effective after the November 2020 City Council election.
Due to clerical delays and budget cuts that occurred in e
arly 2020, adoption of the Ordinance never occurred.
2

Analysis
Council compensation regulated by State law.
Compensation cannot be increased by more than 5
p
ercent non-compounded per year since the last effective year of the last adjustment.
Increases must be enacted by ordinance.
Increases become effective at the start of a new term. 3

Analysis
Current Councilmember compensation took effect in 2018. Set at $1,352 per month.
Survey of large Bay Area cities salary range is $500 to $5,
633.
Maximum increase allowed is 20 percent.
Maximum legally allowable change would be from $1,352
t
o $1,622.40 per month.
4

Recommended Action
Direct staff to return with an ordinance establishing an inc
rease in councilmember compensation, providing specific direction on the desired percentage increase.
5

Staff Report
Date: January 25, 2022
To: City Council
From: Valerie J. Barone, City Manager
Reviewed by: Kevin Marstall, Director of Community Development Mindy Gentry, Planning Manager
Prepared by: Michael Hart, Assistant Planner
[email protected]
(925) 603-5821
Subject: Considering the following actions:
1) Adoption of a Resolution approving an Administrative Permit and Design and Site Review for a cannabis
storefront retail business (Coastal Retail Concord) at 1847 Willow Pass Road, APN 126-360-006 (PL21131 – AA, DA,
DR), and
2) Introduction of an Ordinance approving and adopting a Development Agreement by and between the City of
Concord and Coastal Retail Concord, LLC regarding the
development of a cannabis storefront retail business
located at 1847 Willow Pass Road, Assessor’s Parcel
Number 126-360-006 (PL21131 – AA, DA, DR).

CEQA: Not a project under Public Resources Code 21065,
Guidelines Sections 15060(c)(2), 15060(c)(3)15061(b)(3), and/or 15378; and/or, CEQA does not apply under Business and
Professions Code Section 26055(h); and/or categorically exempt pursuant to CEQA Guidelines Sections 15301, 15302, 15303, 15304, and/or 15305.

Report in Brief
The City Council is requested to consider an Administrative Permit, Design and Site Review, and an Ordinance for a Development Agreement with Coastal Retail Concord,

6.a6.a6.a6.a6.a6.a6.a6.a6.a

City Council Agenda Report
Agenda Item No. 6.a
January 25, 2022
LLC (DBA Coastal) to establish a cannabis storefront retail use at 1847 Willow Pass Road, subject to Conditions of Approval.

Recommended Action
1) Adopt a Resolution (Attachment 1) approving an Administrative Permit and Design and Site Review for a cannabis storefront retail business (Coastal Retail Concord) at 1847 Willow Pass Road, APN 126-360-006 (PL21131 – AA, DA, DR), and
2) Introduce an Ordinance approving and adopting a Development Agreement by and between the City of Concord and Coastal Retail Concord, LLC regarding the development of a cannabis storefront retail business located at 1847 Willow Pass Road, Assessor’s Parcel Number: 126-360-006 (PL21131 – DR, AP, DA) (Attachment 2).

Background
Coastal Retail Concord, LLC (“Coastal”) is a cannabis storefront retailer (“Applicant” or “Developer”). Coastal has multiple existing retail cannabis operations throughout California, licensed through the State’s Department of Cannabis Control (DCC). Coastal was one of six cannabis businesses selected by the City Council through the established competitive selection process that took place on May 25 and 26, 2021.

Cannabis Ordinance and Competitive Selection Process
On May 26, 2020, the City Council adopted an Ordinance amending Concord Municipal Code Chapter 5.80 (Cannabis) and Development Code (Title 18) to allow adult-use City Cannabis Licenses for certain types of cannabis businesses with the following maximum number of licenses allowable in parentheses:
 Manufacturers (limit of five)
 Testing laboratories (no limit)
 Retail storefront (limit of three)1
 Non-storefront retail (limit of three)1
 Type 11 distributors (limit of two)
 Microbusinesses (limit of six, a maximum of two microbusinesses may include a storefront retail component1, and a maximum of two microbusinesses may include a non-storefront retail component), and
 Type 13 distributors (only allowed with another license type). 1 Can only be applied for after being selected through a competitive selection process. All other available licenses can be applied for and issued through a first-come, first-serve process.

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On July 28, 2020, the City Council approved the procedure, criteria, and scoring for a merit-based competitive selection process for the storefront retail, non-storefront retail and microbusiness with a retail component cannabis businesses, which outlined the process to review and select eligible applicants to be invited to apply for these available City Cannabis Licenses (CCL).

The Request for Proposals (RFP) process approved by Council was designed to evaluate and select commercial cannabis businesses for an invitation to apply for a CCL. The intent of the RFP process was not to overburden applicants at this preliminary stage with the level of specificity and investment required in the CCL, land use, and building permit processes before the businesses received a higher degree of certainty that they would be invited to operate. As a result, an invitation to apply for a CCL through the RFP process did not constitute final approval for commercial cannabis operations in Concord. All successful applicants are required to apply for and receive a CCL, the appropriate land use permits (including an Administrative Permit and Design and Site Review approval), a State cannabis license, a City business license, building permits (including a Certificate of Occupancy), a voluntary Development Agreement to codify community benefit commitments, amongst other things; and other required regulatory approvals before commencing operations. Additionally, an Administrative Permit and Design Site Review are typically approved by the Planning Division; however, because a Development Agreement is also included as part of the permitting process, the review authority is raised to the City Council level.

The RFP was issued on October 5, 2020, and closed on November 19, 2020. A total of 21 proposals were received. The proposals were reviewed through a four phase process with Phase IV being Interviews and Final Selection by the City Council.

Ultimately, eleven applicants were interviewed by the City Council on April 13, May 25, and May 26, 2021 for six2 available licenses. The selected applicants were invited to apply for the available CCLs and submit their applications for an Administrative Permit, Design and Site Review, and Development Agreement. The selected businesses include:
 Storefront Retail (3 licenses available):
o Authentic Concord, LLC (Rank 1)
o Culture Club Corporate Enterprise (Rank 2)
o Coastal Retail Concord, LLC dba Coastal (Rank 3)
 Microbusiness (2 licenses available):
o Kolaboration Concord, LLC dba Coco Farms (Rank 1)
2 Although there were three licenses available, only one proposal for non-storefront retail (Medusa) was successful in being invited to interview, and selected, by the Council so there are still two available licenses; per the code a new RFP process would be required to allocate these licenses.

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o Infinity Assets Concord, LLC (Rank 2)
 Non-storefront retail (3 licenses available, 1 applicant):
o Medusa (Design and Site Review for the property already approved on February 25, 2021 as part of the first-come first-serve cannabis process) Applicants interviewed, but not selected, were placed on a waitlist in the event that a selected applicant does not obtain the required approvals to operate.

After being selected by the City Council on May 26, 2021, Coastal submitted their CCL application on July 12, 2021. The CCL application was deemed complete on December 7, 2021 and is an administrative process; therefore, the City Council will not be reviewing the Applicant’s CCL application.

Coastal submitted their Administrative Permit, Design and Site Review, and Development Agreement applications on July 29, 2021. On August 10, 2021, the Development Advisory Committee (DAC) conducted a completeness review of the project. The project was deemed incomplete on August 30, 2021 and, the City’s Planning Division provided comments to the Applicant regarding plan sheet corrections, installation of bicycle parking, and minor changes to the proposed signage.

On September 22, 2021, the Applicant provided responses to the incomplete items. City staff conducted review of the revised items, and the project was deemed complete on October 22, 2021.

After being deemed complete, Coastal proposed minor revisions to the floor plan and building exterior on November 5, 2021. Those changes were reviewed by the Planning Division and the application was again deemed complete on November 29, 2021.

On December 15, 2021, the City’s Planning Commission considered the project for recommendation to the City Council. The Planning Commission noted concerns of a discrepancy between the Applicant’s RFP response and the proposed Development Agreement. The RFP response noted that healthcare and benefits would be available to all Coastal employees, the Development Agreement stated that they were available to full-time salaried employees. Changes addressing those Planning Commission suggestions are discussed in Section K of this staff report below.

Additionally, the Planning Commission heard from members of the public, including representatives from United Food and Commercial Workers Union Local 5 (UFCW 5).Coastal has entered into a Labor Peace Agreement with UFCW5. The UFCW 5 representatives and other members of the public noted concerns over a potential change in ownership of the business, and asserted the City had not properly vetted the change. Staff has not been informed of any proposed ownership change for Coastal.

However, if there were a proposed change to the ownership, the requirements of CMC Section 5.80.070 (City Cannabis License Transfer or Modification) must be met prior to

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the approval of any ownership change or transfer of the CCL. The members of the Planning Commission shared these concerns and asked staff to forward the concerns to the City Council.

Ultimately, the Planning Commission voted to approve Resolution No. 21-15PC, recommending the City Council approve the Administrative Permit and Design and Site Review, and adopt an Ordinance for a Development Agreement for a cannabis storefront retail business, with the suggestion to the City Council to clarify terms regarding healthcare benefits, labor peace agreements, and change of ownership issues.

Development Agreement and Land Use Applications
Pursuant to the Cannabis Ordinance and the Development Code (CMC Section

5.80.030[c]), an Administrative Permit, Design and Site Review, and Development Agreement approvals are required for all cannabis businesses selected through the competitive selection process.

As stated above, pursuant to the Development Code, the Planning Division is the review authority for Administrative Permits and Design and Site Review applications, which do not require discretionary review by the Zoning Administrator, Planning Commission, or City Council. Design and Site Review projects are referred to the Design Review Board (an advisory body) in circumstances where the scope of improvements warrant, at the discretion of the Planning Division.

Based on the scope of improvements proposed by Coastal, the Administrative Permit and Design and Site Review would typically be a staff level approval by the Planning Division. However, because the project also includes a Development Agreement, all approvals must be considered by the City Council. Therefore, the City Council will consider the Development Agreement applications, and all other required approvals for the six cannabis business selected through the competitive selection process (CMC Section 5.80.030[c][4]).

Analysis
A. Location
The proposed project site (Figure 1) is located in Park & Shop at 1847 Willow Pass Road; APN 126-360-006.

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Figure 1: Location of Subject Property
B. Applicant/Owner
Applicant
Coastal Retail Concord, LLC
819 Reddick Street, Unit D
Santa Barbara, CA 93103
(310) 729-6241
Owner
Peter Zipkin, Contra Costa Properties
950 Detroit Avenue, Suite 2A
Concord, CA 94518
(925) 687-0111
C. Project Description
The proposed project consists of an Administrative Permit, Design and Site Review, and a Development Agreement between the City of Concord and Coastal Retail Concord, LLC, to establish a cannabis storefront retail use, including conducting sales via delivery. Coastal is proposing to occupy a 4,100 square foot tenant space located in the Park & Shop shopping center for the cannabis storefront retail use. Their proposal includes interior changes to the floor plan to accommodate their business operation, as well as minor exterior improvements to the building and the site. The applicant has proposed improvements, including the installation of bicycle parking, the provision of Project Site
N

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additional landscaping in areas along Willow Pass Road, repainting and refreshing the façade of the building, and installation of a new entry door. The Applicant will also be implementing a security and safety plan, which will be reviewed and approved by the Concord Police Department as part of the review of their City Cannabis License application. The business will employ a total of 26 employees (20 full time, 6 part-time), including managers and owners, with a maximum number of 10 employees working any shift. The hours of operation for the business will be from 10:00 a.m. to 10:00 p.m., seven days a week. Coastal is anticipating on opening in August of 2022.

D. Site Description and Surrounding Land Uses
The subject site is located within the Park & Shop shopping center along Willow Pass Road. The uses surrounding the site are primarily retail stores and restaurants. The subject property is located towards the eastern end of the shopping center. The subject site is zoned DMX (Downtown Mixed Use) and has a General Plan designation of Downtown Mixed Use (DTMU).

Table 1: Surrounding Land Uses
Land Use General Plan
Designation
Zoning
North Retail (Dollar tree) DTMU DMX
South Grocery Store DTMU DMX
East Retail; Office (Tim Da Jeweler;
Healing Hands Dental Group)

DTMU DMX
West Retail (Red Wing, Steamboat,
etc.)

DTMU DMX
E. General Plan
As described above, the site has a General Plan land use designation of Downtown Mixed Use (DTMU) which is intended for “for a high density and intensity mix of residential, commercial and office development in Central Concord.” It allows for a “mix of uses that balances jobs and housing opportunities, including offices, commercial development, hotels, public/quasi- public, and residential uses.”
The proposed cannabis storefront retail use is consistent with the intent of the DTMU designation and is consistent with the following General Plan policies:
1) Establish land use priorities that foster entrepreneurship, growth, and innovative business development (Policy E-2.1.1). If approved by the City Council, the proposed use would be the first of its kind in the City of Concord.

Having an innovative and desirable use coupled with limited availability of these uses in the surrounding area could help attract other new innovative businesses to the City of Concord and the Park & Shop development.

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2) Support the creation of job and contracting opportunities for Concord residents and businesses through the establishment of local hire preference, apprenticeships, internships, and other programs which support local hiring, training, and skill enhancement. (Policy E-2.1.7). The Applicant has committed to hiring a large proportion of its retail employees from within Concord and providing a living wage. The business plans to hire 20 full-time and six part-time employees directly from the Concord community. 3) Encourage Downtown business growth, development, and investment. (E-

3.1.4); Attract catalyst retail businesses that stimulate economic development and raise the standard of retail enterprise (E-4.1.1); Encourage a mix of retail that draws local customers as well as patrons from the greater Bay Area (E-

4.1.4). If approved, this business will be the first cannabis storefront retail business to complete the permitting process in the City of Concord. The business will be attractive and could help draw additional development and interest in Concord and the Downtown area. As one of a handful of cannabis businesses providing storefront retail sales, the business will draw many local customers as well as attract individuals from outside of the City. 4) Maintain attractive and viable neighborhood-serving centers (LU-2.1.1). The Applicant will be making minor but noticeable improvements to their tenant space and the shopping center, including fixing deficiencies in the landscaping and repainting the multitenant building. These improvements will enhance the look of the Park & Shop development, and will increase the overall attractiveness of the neighborhood-serving shopping center. 5) Provide for regional centers that have an appealing mix of tenants and are designed with site amenities to attract customers from both local neighborhoods and region-wide communities (LU-3.1.1). If approved by City Council, this business will be the first of its kind in the City of Concord. While Park & Shop is already host to a variety of uses, having an additional new use will increase the mix and variety of business located in the shopping center.

Having a cannabis storefront retailer at this site will attract many customers, who in turn will likely visit the other existing businesses within the shopping center.
6) Maintain and enhance existing region-serving centers so that they are competitive and offer a wide spectrum of retail products (Policy LU-3.1.2).

The project would be the first approved storefront retail cannabis use in the City and would provide retail products for sale that are not readily available in Concord. The number of cannabis storefront retail uses are limited in the surrounding area; therefore, this use would provide additional availability of retail products in a geographically underserved area. Park & Shop is a region-

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serving center, and having a new and desirable cannabis storefront retailer will enhance the existing shopping center by bringing more customers to the area.
7) Provide sites for employment-generating businesses, technology-based businesses, and light industrial uses wishing to locate in Concord (Policy LU-

6.1.2). Based on the Applicant’s proposal, the proposed cannabis storefront retailer would be hiring employees directly from the Concord community.

They plan on hiring 20 full-time employees and six part-time employees for the business.

Given the analysis of the project, staff asserts the project is consistent with the policies contained in the General Plan.

F. Specific Plan
The project is located within the Downtown Concord Specific Plan Area and is subject to the Downtown Specific Plan, adopted by the City on June 24, 2014.

The Downtown Specific Plan provides a vision for how the Downtown Specific Plan Area will integrate housing, jobs, retail, and transportation linkages including pedestrian, disability access, and vehicular traffic with transit hubs, with a focus on pedestrian access. The purpose of the Specific Plan is to set forth policies focusing on what is achievable in the Downtown Specific Plan Area over the next 20 years with identified implementation measures to be undertaken by the City.

The project is consistent with Specific Plan policies that enhance Downtown Concord’s authentic character and promote high-quality infill development. The site is shown within the Park & Shop Phase I district. The Specific Plan indicates that given the site’s proximity to the freeway and to Todos Santos Plaza, the shopping center is considered underutilized.

Staff believes that the establishment of a new cannabis storefront retail use would be beneficial to the shopping center as a whole, and could help attract additional customers both locally and regionally as well as be a draw for more unique uses to the center.

G. Zoning and Development Regulations
As mentioned above, the site is zoned Downtown Mixed Use (DMX), which is one of the zoning districts the City Council approved for cannabis storefront retail uses. The DMX district is applied to downtown areas appropriate for a cohesive mix of high density residential, commercial and office, and mixed uses. The proposed cannabis business is classified as a Storefront Retail Cannabis use, which is allowed within the DMX district, subject to an Administrative Permit. The particular use is only allowable if the business has been selected through a competitive selection process and not located within 250 feet of a “sensitive

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use3.” No sensitive uses have been identified within 250 feet of the proposed location.

Additionally, Park & Shop’s development regulations and design standards fall under the Park & Shop Design Guidelines and Master Sign Program. There are no proposed changes to the existing footprint or envelope of the building, and overall there are minimal changes to the site itself. As a result, there are no proposed changes to the development standards such as setbacks or floor area ratio, and the property remains in conformance with the zoning district, and the Park & Shop Design Guidelines and Master Sign Program.

H. Site Planning
Coastal will be leasing an existing tenant space within the Park & Shop shopping center, and is not proposing any major changes to the overall site layout. Exterior changes include refreshing the existing building through paint and storefront enhancements, a new entry door, and site improvements comprising of installation of new bicycle parking and enhancing existing landscaping areas.

I. Circulation
The City’s Transportation Division has reviewed the Applicant’s proposal and identified no concerns with the site layout, trip generation impacts, or offsite traffic impacts. As mentioned previously, the Applicant is only making minimal changes to the site, mainly the addition of bicycle parking, none of which will adversely impact the circulation of the existing site or shopping center as a whole.

J. Parking
The Applicant is not proposing any changes to the existing vehicle parking layout for the shopping center. Parking at this site is shared by all businesses located within Park & Shop, and the Applicant has no allocated parking spaces specific to their lease area. The parking at Park & Shop is in conformance with the ratio designated for shopping centers, which is one space for every 250 square feet of floor area. The shopping center itself has a total of 1,650 parking spaces, 45 of which are within the property lines of the proposed business.

Bicycle Parking
The Applicant will be installing a new bicycle rack that will accommodate a maximum of seven bicycle parking spaces, which exceeds the minimum two spaces that are required for this size and type of use.

K. Development Agreement
3 Sensitive uses include schools, child day care facilities, or youth community centers as defined in Chapter 5.80 (Cannabis).

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Development agreements are a legally binding contract between the City and an applicant for the development of a project site. These agreements typically provide the rules and regulations governing land use and density. In addition, the development regulations applicable to the development of the property shall be those in place at the time of execution of the agreement. Development agreements can “vest” the right to develop property in a certain manner.

For the City’s cannabis businesses, the Development Agreement will memorialize the commitments of each entity selected by the City Council through the competitive selection process. The proposed draft Development Agreement was negotiated between Coastal and the City Attorney’s Office (Exhibit A to Attachment 2) and Coastal is now seeking approval of the Agreement by the City Council. The Development Agreement is comprised of two parts, a standardize framework applicable to all cannabis businesses that were subject to the competitive selection process and an exhibit memorializing each businesses’ stated community benefits. Below summarizes (and paraphrases) key details incorporated into Agreement followed by Coastal specific Agreement Terms:
 Term. The initial term of the Agreement would be for five years with an automatic extension for two more years if specific criteria (described in Section 2.B.2 of Attachment 2, Exhibit A) are met. There is also an option for a discretionary second extension of five years, if approved by the City Council.
 Vested rights. The developer (Coastal) shall have the vested right to develop the property and operate the cannabis business in accordance with and subject to applicable City regulations, the project approvals, and the Development Agreement. Fees (i.e. impact fees, processing fees, etc.) are also vested on the effective date of the Agreement.  Applicable Laws. With the exception of the certain laws relating to cannabis businesses and land use and development, all other laws are not affected by the Development Agreement. For land use and development, all laws and regulations at the time the Development Agreement is executed are applicable to the project. Any new laws applicable to the project would have to be applied uniformly on a City-wide basis to other substantially similar projects and specifically pertain to any fees or charges, City procedures, or to protect physical health and safety.

For laws relating to cannabis businesses, all existing laws and regulations at the time the Development Agreement is executed are applicable to the project. Any new laws would have to be applied uniformly City-wide and provided that the changes do not prohibit operation of the cannabis

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business or restrict the sale of cannabis accessories4. For example if the City Council chose to ban cannabis vaping products in the future, as the development agreement is currently written the ban would not apply to the subject cannabis business because it would restrict the sale of cannabis accessories.
 Other required approvals. The developer acknowledges and is aware of federal laws and regulations regarding cannabis use, sale, and consumption and acknowledges it is at the developer’s risk. In addition, the developer is required to obtain and maintain the following, in addition to the requested entitlements:
o City of Concord Business License.
o City Cannabis License.
o State Cannabis License.
 Establishment of a Cannabis Community Benefit Fund. The City will establish a fund into which local cannabis businesses, the City, and others may contribute funds. The City Council with direct disbursement of the funds. The Finance Department will establish procedures for this process.

Expenditures are intended to advance the following community and public purposes:
o youth drug use prevention and education efforts;
o drug treatment programs and mental health programs, including programs providing supervised diversion from the criminal justice system to avoid recidivism;
o workforce development;
o small business assistance;
o providing amenities for public use and enjoyment, including streetscape and sidewalk improvements and public art installations; o event programming and other activation of public space; and o improving quality of life and providing economic opportunities.  Contribution frequency. All developer contributions shall be paid monthly on the 15th, once the agreement becomes effective.
4 Cannabis accessories means any equipment, products, materials or paraphernalia of any kind which are used, intended for use, or designed for use in planting, propagating, cultivating, growing, harvesting, manufacturing, compounding, converting, producing, processing, preparing, testing, analyzing, packaging, repackaging, storing, smoking, vaporizing, or containing cannabis, or for ingesting, inhaling, or otherwise introducing cannabis or cannabis products into the human body, as defined by California Health and Safety Code Section 11018.2, or any successor statute thereto.

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 Sales tax. Any tax required by law to be included in or added to the purchase price and collected from the consumer or purchaser is excluded from gross receipts.
 Cannabis Tax. The City currently does not have a cannabis tax. However, if a cannabis tax is subsequently adopted, during the term of the Agreement, the Developer contributions (discussed below) shall offset the Developer’s liability pursuant to the tax.
 Annual Review. The City and Coastal shall conduct an annual review to confirm that the terms of the Development Agreement are being adhered to by all parties. Coastal shall submit an annual report which will be used in support of this review process (as discussed in the last bullet in this section).
 Nondiscrimination: The City, Developer, and all contractors and service contractors shall refrain from discrimination or harassment based on race, ethnicity, national origin, gender, sexual orientation, age, religion, disability, veteran status, or any other basis prohibited by law, in all activities in furtherance of or on site of work performed in relation to the project and the cannabis business. Such entities shall take active steps to ensure that all on-site activities are conducted without discrimination or harassment on these bases, by all employees and representatives.  Major Amendments: Major amendments, as defined in the Agreement, require approval by the Planning Commission and City Council. The City Manager shall have the sole authority to determine if an amendment is major or minor.
 Restriction on Transfer or Assignment: The developer shall not transfer or assign its interest under the Agreement, or its ownership or control of the cannabis business, or its interest in the property, or its rights under licenses, permits, or approvals required or granted by the City (including the project approvals), without the express written consent of the City.  Community Benefits (Exhibit B to Attachment 2, Exhibit A). The key component’s to Coastal’s specific voluntary community benefits, which were presented to the City Council as part of the interview and selection process, are as follows:
o Developer Contributions:
 One percent (1%) of Developer’s Cannabis Gross Annual Revenues; or $20,000 (whichever is greater).
 Five percent (5%) of Developer’s Cannabis Business Gross Receipts on an annual basis.
o Volunteer Hours:

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 At least four (4) volunteer hours per On-Site employee, and 12 hours collectively for the three Cannabis Business
Owners, each month. The details of the volunteer program are outlined in detail in the Community Benefits exhibit.  At least twice a year, employees shall also participate in a required Community Engagement training that highlights
Concord organizations and campaigns, and the volunteering opportunities available for employees to choose from each month.
o Labor and Social Diversity:
 Coastal has entered into a Labor Peace Agreement with United Food and Commercial Workers Union Local 5 and
will abide by the terms of that Agreement.
 Actively develop a diverse candidate pool and prioritize the hiring of local and diverse talent to ensure the employees represent various racial, ethnic, and cultural backgrounds as well as women and military veterans.
 Will adhere to local recruitment efforts, including participation in local job fairs and outreach to community liaisons and partners, local community colleges and universities, and the Greater Concord Chamber of Commerce Job Postings
Board.
 Establish a Concord-centric nonprofit, which will actively engage with the Concord community.
 Support underrepresented individuals in Concord by
purchasing products, supplies and/or services from small, diverse local businesses within the community.
 Focus on hiring employees from communities and groups most impacted by the War on Drugs.
 Provide a living wage that does not fall below $18.00 per hour and full-time exempt employees’ salaries do not fall below $37,440 per year. Provide healthcare and other
benefits to its full-time salaried employees.
o Neighborhood Compatibility Plan:
 The Developer shall follow and adhere to the Neighborhood Compatibility Plan submitted as part of Developer’s RFP response, including the designation of a Community
Relations Officer, who shall be responsible for addressing and mitigating any complaints from the public, customers,

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and businesses with respect to the Cannabis Business or the Property.
o Annual Review Report: Coastal agrees to include findings, information, or data to demonstrate its compliance with the agreed upon Community Benefits in its annual report to the City.

To address the issues brought up during the Planning Commission hearing, staff is proposing the following changes to the Development Agreement, which have been agreed to by the applicant:5
Healthcare Benefits
The Planning Commission requested clarification whether healthcare benefits would be offered to salaried full time employees or also to full time hourly employees. Development Agreement Exhibit B (Community Benefits) at Section III.H.1 has been revised to clarify that healthcare benefits will be offered to both full-time salaried and full-time hourly employees.

Labor Peace Agreements
The Planning Commission requested clarification that any successors in interest to Developer would be required to honor commitments to enter into labor peace agreements. While the Development Agreement as drafted ensured that commitments would have remained in place, additional language specifically identifying labor peace agreements was added at Development Agreement Section 9.C.

Change of Ownership Issues
The Planning Commission requested clarification as to ownership changes consisting of parent company acquisition. Additional detail was added at Section 9 (Restrictions on Transfer, Assignment) to specifically call out those items. In addition, the mechanism used for evaluation of and decisions on transfers of the Development Agreement, ownership or control of the Cannabis Business, interest in the Property, or rights or rights under licenses, permits, or approvals required or granted by the City (including the Project Approvals),was revised so that it would be a Chief of Police determination, and therefore consistent with the Council-directed and approved mechanism already in place in the Cannabis Ordinance for evaluation of and decisions on City Cannabis License transfers.

Absent that revision, there would be potential for inconsistent consideration of transfers, in contravention of the Cannabis Ordinance’s language and intent. 5 A redline showing all changes between the Development Agreement as presented to the Planning Commission, and the Development Agreement as presented for City Council consideration at tonight’s public hearing (Exhibit A to Attachment 2) is attached hereto as Attachment 3. Please note that the redline does not include the Neighborhood Compatibility Plan, because it was not changed and is in pdf format.

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Minor or Conforming Changes
Additional minor or conforming changes (e.g. updated table of contents, addition of contact information, conformance of defined terms, formatting) are reflected in the Development Agreement redline (Attachment 3).

The Development Code requires that City Council findings for adoption of the proposed Development Agreement. The findings include the following:

1. Is Consistent with the general plan and any applicable specific plan.

As discussed in Section E, the proposed cannabis storefront retail use is consistent with a number of policies within the General Plan, particularly by fostering entrepreneurship and innovation by providing the first cannabis retail storefront in Concord; increasing the variety for retail goods; and providing employment generating businesses that place an emphasis on hiring Concord residents.

As discussed in Section F, the project is located within the Downtown Concord Specific Plan Area and is subject to the Downtown Specific Plan.

The project is consistent with Specific Plan policies that enhance Downtown Concord’s authentic character and promote high-quality infill development.

The Applicant’s tenant space is shown within the Park & Shop Phase I district. The Specific Plan indicates that given the site’s proximity to the freeway and to Todos Santos Plaza, the shopping center is considered underutilized. Staff believes that establishing a new cannabis storefront retail use would be beneficial to the shopping center as a whole and could help attract additional customers both locally and regionally, as well as be a draw for more unique uses in the center.

2. Is in conformity with public convenience, general welfare, and good land use practices.

The cannabis storefront retail use will be in conformity with public convenience, general welfare, and good land use practices. Approval of the Development Agreement will include requirements for community benefits, including financial contributions to the City to further community programs.

The cannabis storefront retail use is permitted in the DMX (Downtown Mixed- Use) zoning district subject to an Administrative Permit and competitive selection process. The proposed use will be occupying a tenant space within an existing building, which is in conformance with the regulations and standards for the zoning district. No known sensitive uses as defined in CMC Chapter 5.80 are located within 250 feet of the subject property.

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3. Will not be detrimental to the health, safety, and general welfare of persons residing in the immediate area nor be detrimental or injurious to property or persons in the general neighborhood or to the general welfare of the residents of the city as a whole.

Approval of the Development Agreement will not be detrimental to the health, safety, and general welfare of residents of the city. The Development Agreement, Conditional City Cannabis License, and Administrative Permit contain conditions of approval, including a safety and security plan, which will ensure the use will not impact surrounding businesses and properties. The Development Agreement contains commitments from Coastal Concord Retail LLC codified through adoption of the agreement by the City Council to provide community benefits with the purpose of youth drug use prevention and education efforts, drug treatment and mental health programs, including programs providing supervised diversion from the criminal justice system to avoid recidivism, workforce development, small business assistance, providing amenities for public use and enjoyment, including streetscape and sidewalk improvements and public art installations, event programming and other activation of public space, and improving quality of life and providing economic opportunities.

4. Will not adversely affect the orderly development of property or the preservations of property values.

The proposed business will be occupying an already existing tenant space.

The Applicant will be making minor changes to the exterior of the building, including the installation of a new entry door, but no changes that would adversely affect the orderly development of property. The Applicant will also be making exterior improvements to the building and site, including refreshing exterior paint and fixing dilapidated landscaping. These improvements will help preserve property values for the shopping center.

5. Is consistent with the provisions of Government Code Sections 65864 through 65869.5.

Approval of the Development Agreement between the City and Coastal Retail Concord, LLC is in conformance with the provisions and intent of Government Code Sections 65864 through 65869.5 for the following reasons:

1. Assurances have been provided to the Developer due to vesting certain regulations.

2. The Developer has a legal or equitable interest in real property and the City will recover from the direct costs associated with the consideration of the Development Agreement.

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3. The Development Agreement contains a provision requiring an annual review for compliance with the terms of the Agreement, including provisions allowing for the modification or termination of the Agreement if it is found the Developer has not complied in good faith with the terms and conditions of the Agreement.

4. The Development Agreement specifies the duration, the permitted uses of the property, and the required land use approvals.

5. The Agreement is enforceable by any party thereto.

L. Design and Site Review
Staff has reviewed the proposed project architecture, layout, and landscaping for conformance with the Park & Shop Design Guidelines and Master Sign Program.

Overall, the changes to the site and building are minimal.

Building Architecture. The Applicant is not proposing any major changes to the elevations of the existing building. The proposed changes include installing a new front entry door with ADA access as well as repainting the building to freshen the façade and create a more uniform design for each tenant space. More specifically, Coastal will be repainting the area around their tenant space, the entire fascia, and mechanical screen to provide a consistent paint color, which has become a patchwork of varying colors over the years. The selected colors include shades of gray for the fascia, mechanical screen, and columns. An off-white color will be used for the walls and metal posts, with a bright yellow for a highlight color on the front column and an area on the fascia above the front entry, which will match the proposed Coastal sign.

Landscape. Existing landscaping at the site will remain. The Applicant proposes the installation of new shrubs along Willow Pass Road, which will align with the existing landscape strip for the purpose of enhancing deficient areas. The proposed shrubs will close an existing landscaping gap providing a more complete look. There are no proposed changes to the existing landscaping immediately adjacent to the tenant space.

Signs. The site signage is required to comply with the Park & Shop Design Guidelines and Master Sign Program, and cannabis business sign regulations. The signage will be located on the main frontage of the building, and will consist of 22-inch tall yellow letters spelling “COASTAL.” No logos or other identifying marks are proposed with the signage. The total sign area is 28 square feet. The proposed signage is consistent with the requirements for the Park & Shop Master Sign Program and Sign Ordinance.

City Council Agenda Report
Agenda Item No. 6.a
January 25, 2022
Pursuant to Development Code Section 18.415.100, findings are required for approval of the Design and Site Review application. Staff analysis on how the project meets those findings is provided below and in the resolution attached as Attachment 1 to this report.

1. The project is consistent with the General Plan.

The project is consistent with the General Plan as explained in Section E above.

2. The project meets the following criteria in Section 18.415.080 (Design Criteria):
(a) The building design and landscaping supports public safety and security by allowing for surveillance of the street by people inside buildings and elsewhere on the site.

The Applicant is not proposing any structural changes to the building design which includes storefront windows. The landscaping improvements are minimal and located along the street frontage on Willow Pass Road, and will not obstruct views. Furthermore, as part of the review for obtaining a City Cannabis License, Coastal is required to submit a security plan that is reviewed and approved by the Concord Police Department.

Therefore, the project and building design supports public safety and security.
(b) The design is compatible with the historical or visual character of any area recognized by the City as having such character.

The area is not recognized as a historical, architectural, or scenic area by the City.
(c) The project design preserves major views and vistas along major streets and open spaces and trails and enhances them by providing project amenities.

The site and surrounding area are flat and have no topographically significant features, such as valleys, hillsides, or ridgelines that provide scenic views or vistas. The site is not near any open space or trail. (d) The proposed lighting and fixtures are designed to complement on-site buildings, are of an appropriate scale for the development, and provide adequate light for safety and security while minimizing glare.

City Council Agenda Report
Agenda Item No. 6.a
January 25, 2022
All lighting at the site is existing and approved as part of the Park & Shop development. The Applicant is not proposing any changes to lighting around their tenant space or within the parking lot. Coastal is required to submit a security plan that is reviewed and approved by the Concord Police Department, which will ensure there is adequate lighting for safety. (e) All mechanical, electrical, and utility equipment is located, screened, or incorporated into the design of the buildings so as not to be visible from off-site, and screening devices are consistent with the exterior colors and materials of the buildings.

The Applicant is not proposing any changes to the existing roof-top mounted mechanical equipment. All existing mechanical equipment is adequately screened behind a large mechanical equipment screen.

Coastal will be repainting this screen to freshen the look of the building, which will match the building color, thereby reducing its visual impact. (f) The overall design of the project, including its scale, massing, site plan, exterior design, and landscaping, enhances the appearance and features of the project site and surrounding natural and built environment.

As mentioned previously, Coastal will not be making any substantial changes to the existing building’s façade, site, or landscaping design. The building will be repainted to freshen the appearance of the building and to provide more uniformity between the other tenant suites in the building.

The landscaping proposed will be closing a gap in the existing landscaping, which will in turn enhance the appearance of the project site, and shopping center as a whole.
(g) The project design is appropriate to the function of the project and will provide an attractive and comfortable environment for occupants, visitors, and the general community.

Coastal is proposing to establish a cannabis storefront retail business within an existing tenant space. A majority of the work required to establish this use involves interior enhancements to accommodate the business operation as well as repainting the exterior of the building. There are no proposed additions or changes to the building footprint or envelope.

Therefore, the project design is appropriate to the function of the project and will provide an attractive and comfortable environment. (h) The architectural details, colors, materials, and landscaping are internally consistent, fully integrated with one another, and used in a manner that is visually consistent with the proposed architectural design.

City Council Agenda Report
Agenda Item No. 6.a
January 25, 2022
The project meets the criteria because similar building materials and colors will be used throughout the project resulting in a fully integrated design. Moreover, the proposed project will enhance the visual character of adjacent tenant spaces through uniform repainting of the building exterior. The proposed colors and design are consistent with the Park & Shop Design Guidelines and Master Sign Program.
(i) The project is compatible with neighboring development in a similar Zoning District by avoiding large differences in building scale and character and provides a harmonious transition between the proposed project and surrounding development.

The Applicant will be occupying an existing tenant space within the Park & Shop development. The proposed design and colors of the building are consistent with the Park & Shop Design Guidelines and Master Sign Program, and will create a harmonious transition between the existing tenant space and adjacent tenant spaces.
(j) The project creates an attractive and visually interesting built environment with a variety of building styles and designs, and well-articulated structures that present varied building facades, rooflines, and building heights within a unifying context.

The project will be within an existing tenant space within Park & Shop. The Applicant is not proposing any additions or expansions to the existing building envelope. The existing building and shopping center have well- articulated structures through varied building facades, rooflines, and heights to create a visually interesting built environment. (k) The landscaping is compatible with and enhances the architectural character of the buildings and site features, and blends with the surrounding landscape. Landscape elements complement the buildings and rooflines through color, texture, density, and form. Landscaping is in scale with on-site and off-site buildings, and plantings have been selected and located to avoid conflicts with views, lighting, infrastructure, utilities, and signage.

Coastal is only proposing minimal changes to the existing site landscaping, primarily to address deficiencies. The landscaping immediately adjacent to their lease area and building will remain. The Applicant will be providing new landscaping within the landscaping strip fronting Willow Pass Road. This landscaping will fill in a gap within the existing landscaping to provide a more complete look along Willow Pass

City Council Agenda Report
Agenda Item No. 6.a
January 25, 2022
Road. The new landscaping will be to scale with and consistent with the existing landscaping located along the street frontage. (l) Stormwater treatment areas have been integrated into the landscape design.

The project is not proposing any changes to any impervious areas, and thus is not affecting any existing stormwater control elements at the site.

The project has been reviewed by the Engineering Division, and will be constructed in conformance with the City’s guidelines based on the project scope.
(m) New construction does not need to match existing surrounding development or buildings; however, the design shall complement or enhance existing development.

The Applicant is not proposing any new development at the site. The only changes will be to the paint color of the building, which will be consistent with other tenants within this building and with other buildings in the Park & Shop development. By repainting the entire building, the project will enhance the design of the adjacent tenant spaces.

3. The project overall reflects design principles and/or incorporates design features that are consistent with applicable design guidelines adopted by the City Council that are in effect at the time of approval.

The project meets this finding for the following reasons:
(a) Exterior building colors and materials consist of greys, whites, and yellow as a highlight color. These colors are consistent with the Park & Shop Design Guidelines and Master Sign Program as well as other buildings within the shopping center;
(b) The proposed changes will freshen the look of the existing building and provide more site uniformity. The existing building currently has a patchwork of green colors on the fascia due to new tenants painting over previous signs with inconsistent colors. The Applicant will repaint the entire building fascia and walls to provide a more uniform design;
(c) The Applicant will not be making any alterations to the existing parking layout for the shopping center, but will be providing new bicycle parking adjacent to their tenant space; and
(d) The landscaping strip along Willow Pass Road currently has a gap in the hedge. Coastal will be filling in this gap with a similar hedge

City Council Agenda Report
Agenda Item No. 6.a
January 25, 2022
to provide a uniform look in the landscaping along the street frontage.

Financial Impact
If approved, the Applicant will be required to make financial contributions to the City in the form of a Community Benefit, as required by the Development Agreement. The Applicant will be required to contribute one percent of Developer’s Cannabis Gross Annual Revenues, or $20,000 (whichever is greater) to advance community benefit programs, as well as five percent of Developer’s Cannabis Business Gross Receipts in financial incentives to the City. Consistent with the City’s conservative budgeting protocols, the future public benefit revenues and the future financial incentives revenues are not programmed into the budget at this time. Rather, they will be programmed by Council once revenue is received.

Environmental Determination
Pursuant to the California Environmental Quality Act (CEQA) of 1970, Public Resources Code Section 21000, et. seq., as amended and implementing State CEQA Guidelines, Title 14, Chapter 3 of the California Code of Regulations (collectively “CEQA”), the proposed cannabis storefront retail business does not constitute a “project within the meaning of Public Resources Code Section 21065 and CEQA Guidelines Sections 15060(c)(2), 15060(c)(3), 15061(b)(3), and/or 15378 because there is no potential that the activity will result in a reasonably foreseeable indirect or direct physical change in the environment.

In the alternative, Business and Professions Code Section 26055(h) provides that CEQA does not apply to the adoption of an ordinance, rule, or regulation that requires discretionary review and approval of permits, licenses, or other authorizations to engage in commercial cannabis activity, as long as each subsequent discretionary approval involves applicable CEQA review.

Additionally, the project is categorically exempt pursuant to following CEQA Guidelines:
a) Section 15301 (“Existing Facilities”); b) Section 15302 (“Replacement or Reconstruction”); c) 15303 (“New Construction or Conversion of Small Structures”); d) Section 15304 (“Minor Alterations to Land”); and/or e) Section 15305 (“Minor Alterations in Land Use Limitations”). These categorical exemptions apply because the project consists of tenant improvements to an existing building, with de minimis façade and landscaping improvements.

Furthermore, pursuant to Section 15300.2(c), there are no exceptions to the categorical exemptions, because the project: 1) is not located in a sensitive environment; 2) will not cause a cumulative impact due to successive projects of the same type in the same area; 3) will not have a significant effect on the environment due to a cumulative impact of other projects or unusual circumstances; 4) will not result in damage to scenic

City Council Agenda Report
Agenda Item No. 6.a
January 25, 2022
resources; 5) is not located on a site which is included on any list compiled pursuant to Section 65962.5 of the Government Code; and, 6) will not cause a substantial adverse change in the significance of a historical resource.

Therefore, approval of the Project and adoption of an ordinance for the Development Agreement do not warrant further environmental review.

Public Contact
The City Council Agenda was posted at City Hall and on the City’s website. Notification was mailed to all owners and occupants of property within five-hundred (500) feet of the subject parcel at least 10 days prior to the public hearing, and has been published in the East Bay Times, as required by state law and the Concord Municipal Code. This item has also been posted at the subject site at least 10 days prior to the public hearing.

Additionally, notice has been provided to all interested parties on the City Cannabis e- notification list.

Attachments

1. Resolution for an Administrative Permit and Design and Site Review Exhibit A: Conditions of Approval

2. Development Agreement Ordinance
Exhibit A: Coastal Retail Concord, LLC Development Agreement

3. Redline

4. Project Plans 6
6 Floor plan information has been redacted for security purposes.

Res No. 22-xx 1

BEFORE THE CITY COUNCIL OF THE CITY OF CONCORD,

COUNTY OF CONTRA COSTA, STATE OF CALIFORNIA
A Resolution Approving an Administrative
Permit and Design and Site Review for a
Cannabis Storefront Retail Business (Coastal
Retail Concord) At 1847 Willow Pass Road, APN
126-360-006 (PL21131 – DA, AA, DR)
Resolution No. 22-XX
_/
WHEREAS, on June 12, 2018, the City Council adopted Ordinance No. 18-3, which amended the Municipal Code and Development Code to establish a Commercial Cannabis Overlay District, associated development standards, and a licensing framework for medicinal-only cannabis manufacturing and distribution, and adult-use and medicinal testing laboratories; and WHEREAS, on April 2, 2019, the City Council and Planning Commission conducted a Joint Study Session and directed staff to pursue revisions to the existing cannabis regulations to potentially allow additional commercial cannabis uses including adult-use and medicinal non-storefront retail; and consideration of allowing adult-use and medicinal storefront retail and microbusinesses; and WHEREAS, on November 5, 2019, the City Council considered introduction of an Ordinance amending Concord Municipal Code Chapter 5.80 (Cannabis) to add adult-use City Cannabis Licenses for manufacturing and distribution; to increase the maximum number of City Cannabis Licenses for manufacturing, distribution, and testing laboratories; to allow City Cannabis Licenses for medicinal and adult-use retail (storefront and non-storefront); and allow City Cannabis Licenses for microbusinesses. At the meeting, the City Council provided direction to staff regarding the allowable number of each cannabis license type, and directed staff to bring the Development Code amendments required for implementing corresponding changes to the Concord Development Code to the Planning Commission for consideration and recommendation to the City Council; and WHEREAS, on May 26, 2020, the City Council Adopted Ordinance No. 20-4, Amending Concord Municipal Code Chapter 5.80 (Cannabis) and Development Code (Title 18) to Allow Adult- Use City Cannabis Licenses for Manufacturers and Type 13 Distributors; Increase the Maximum Attachment 1

Res No. 22-xx 2
Number of City Cannabis Licenses for Manufacturers, Type 13 Distributors, and Testing Laboratories, and Allow City Cannabis Licenses for Retail (Storefront and Non-Storefront), Microbusinesses, and Type 11 Distributors; and
WHEREAS, on July 28 2020, the City Council approved the procedure, criteria, and scoring for a merit-based competitive process to review and select eligible applicants to apply for available City Cannabis Licenses for cannabis storefront retailers, non-storefront retailers, and microbusinesses with a storefront retail component; and
WHEREAS, on October 5, 2020 the City of Concord issued a Request for Proposals for storefront retailers, non-storefront retailers, and microbusinesses with a storefront retail component; and
WHEREAS, on May 26, 2021, following interviews, public comment, and City Council deliberation, Coastal Concord Retail, LLC was invited to apply for one of three available storefront retail cannabis licenses; and
WHEREAS, on July 29, 2021, Coastal Concord Retail, LLC (“Applicant”), submitted an Administrative Permit, Design and Site Review and Development Agreement applications to establish a cannabis storefront retail use at 1847 Willow Pass Road, APN 126-360-006 (“Property”), (herein collectively referred to as “Project”); and
WHEREAS, on November 29, 2021, the Project was deemed complete by staff; and WHEREAS, the Planning Commission, after giving all public notices required by State law and the Concord Municipal Code, held a duly noticed public hearing on December 15, 2021 on the proposed Project; and
WHEREAS, at such public hearing, the Planning Commission considered all oral and written information, testimony, and comments received during the public review process, including information received at the public hearing, the oral report from City staff, the written report from City staff dated December 15, 2021, the application materials, and other exhibits presented (hereinafter

Res No. 22-xx 3
referred to as “Planning Commission Information”); and
WHEREAS, after consideration of all pertinent plans, documents and testimony, the Planning Commission voted 5-0 (AYES: Weinmann, Mizutani, Barbour, Laub, and Mercurio) to adopt a Resolution recommending the City Council approve an Administrative Permit, Design and Site Review, and Ordinance for a Development Agreement for a cannabis storefront retail business at 1847 Willow Pass Road, subject to the draft Conditions of Approval contained herein as Exhibit A (“Conditions of Approval”), with the suggestion to the City Council to clarify terms regarding healthcare benefits, labor peace agreements, and change of ownership issues.

WHEREAS, the City Council, after giving all public notices required by State law and the Concord Municipal Code, held a duly noticed public hearing on January 25, 2022 on the proposed Project; and
WHEREAS, at such public hearing, the City Council considered all oral and written information, testimony, and comments received during the public review process, including information received at the public hearing, the oral report from City staff, the written report from City staff dated January 25, 2022, the application materials, and other exhibits presented, and the Planning Commission Information, which are maintained at the offices of the City of Concord City Clerk declared its intent to adopt a Resolution approving an Administrative Permit and Design and Site Review for a cannabis storefront retail business at 1847 Willow Pass Road, subject to the Conditions of Approval contained herein as Exhibit A (“Conditions of Approval”) (collectively hereinafter referred to as “City Council Information”); and
WHEREAS, at such public hearing, the City Council also considered an Ordinance Approving and Adopting a Development Agreement by and Between the City of Concord and Coastal Retail Concord, LLC, Regarding the Development of a Cannabis Storefront Retail Business Located at 1847 Willow Pass Road, Assessor’s Parcels Number: 126-360-006 (PL21131 – AA, DA, DR) (“Ordinance 21-XX”).

Res No. 22-xx 4
NOW, THEREFORE, BE IT RESOLVED AS FOLLOWS:

RECITALS/INFORMATION

1. All of the facts set forth in the Recitals are true and correct and are hereby incorporated and adopted as findings of the City Council as if fully set forth herein.

2. The City Council has reviewed, considered, and evaluated the City Council Information, all other pertinent plans, documents, and testimony prior to acting upon Resolution.

3. The documents and other materials that constitute the record of proceedings upon which the City Council has based its recommendation are located in and may be obtained from the City of Concord Clerk’s Office, 1950 Parkside Drive, Concord 94519.

CEQA

4. Pursuant to the California Environmental Quality Act (CEQA) of 1970, Public Resources Code Section 21000, et. seq., as amended and implementing State CEQA Guidelines, Title 14, Chapter 3 of the California Code of Regulations (collectively “CEQA”), the proposed cannabis storefront retail business does not constitute a “project within the meaning of Public Resources Code Section 21065 and CEQA Guidelines Sections 15060(c)(2), 15060(c)(3), 15061(b)(3), and/or 15378 because there is no potential that the activity will result in a reasonably foreseeable indirect or direct physical change in the environment. In the alternative, Business and Professions Code Section 26055(h) provides that CEQA does not apply to the adoption of an ordinance, rule, or regulation that requires discretionary review and approval of permits, licenses, or other authorizations to engage in commercial cannabis activity, as long as each subsequent discretionary approval involves applicable CEQA review. Additionally, the project is categorically exempt pursuant to following CEQA Guidelines: a) Section 15301 (“Existing Facilities”); b) Section 15302 (“Replacement or Reconstruction”); c) 15303 (“New Construction or Conversion of Small Structures”); d) Section 15304 (“Minor Alterations to Land”); and/or e) Section 15305 (“Minor Alterations in Land Use Limitations”). These categorical exemptions apply because the project consists of tenant

Res No. 22-xx 5
improvements to an existing building, with de minimis façade and landscaping improvements.

Furthermore, pursuant to Section 15300.2(c), there are no exceptions to the categorical exemptions, because the project: 1) is not located in a sensitive environment; 2) will not cause a cumulative impact due to successive projects of the same type in the same area; 3) will not have a significant effect on the environment due to a cumulative impact of other projects or unusual circumstances; 4) will not result in damage to scenic resources; 5) is not located on a site which is included on any list compiled pursuant to Section 65962.5 of the Government Code; and, 6) will not cause a substantial adverse change in the significance of a historical resource. Therefore, approval of the Project and adoption of an ordinance for a Development Agreement do not warrant further environmental review. .

General Plan

5. Downtown Mixed Use (DTMU). The Project will result in a general retail use occupying an existing tenant suite in the Park & Shop development. The DTMU designation is intended for a mix of residential, commercial, and office development in Central Concord. As a retail use, the Project is consistent with this land use designation.

6. The Project is consistent with General Plan policy E-2.1.1, which states “establish land use priorities that foster entrepreneurship, growth, and innovative business development,” because if approved by the City Council, the proposed use would be the first of its kind in the City of Concord.

Having an innovative and desirable use coupled with limited availability of these uses in the surrounding area could help attract other new innovative businesses to the City of Concord and the Park & Shop development.

7. The Project is consistent with General Plan policy E-2.1.7, which states “support the creation of job and contracting opportunities for Concord residents and businesses through the establishment of local hire preference, apprenticeships, internships, and other programs which support local hiring, training, and skill enhancement.” The Applicant has committed to hiring a large

Res No. 22-xx 6
proportion of its retail employees from within Concord and providing a living wage. The business plans to hire 20 full-time and six part-time employees directly from the Concord community.

8. The Project is consistent with General Plan policy E-4.1.1, to “encourage Downtown business growth, development, and investment. (E-3.1.4); Attract catalyst retail businesses that stimulate economic development and raise the standard of retail enterprise.” If approved, this business will be the first cannabis storefront retail business in the City of Concord. The business will be attractive and could help draw additional development and interest in Concord and the Downtown area. As one of a handful of cannabis businesses providing storefront retail sales, the business will draw many local customers as well as attract individuals from outside of the City.

9. The Project is consistent with General Plan Policy LU-2.1.1, to “maintain attractive and viable neighborhood-serving centers.” The Applicant will be making minor but noticeable improvements to their tenant space and the shopping center, including fixing deficiencies in the landscaping and repainting the multitenant building. These improvements will enhance the look of the Park & Shop development, and will increase the overall attractiveness of the neighborhood-serving shopping center.

10. The Project is consistent with General Plan policy LU-3.1.1, to “Provide for regional centers that have an appealing mix of tenants and are designed with site amenities to attract customers from both local neighborhoods and region-wide communities.” If approved by City Council, this business will be the first of its kind in the City of Concord. While Park & Shop is already host to a variety of uses, having an additional new use will increase the mix and variety of business located in the shopping center. Having a cannabis storefront retailer at this site will attract many customers, who in turn will likely visit the other existing businesses within the shopping center.

11. The Project is consistent with General Plan policy LU-3.1.2, to “Maintain and enhance existing region-serving centers so that they are competitive and offer a wide spectrum of retail products,” The Project would be the first approved storefront retail cannabis use in the City and would

Res No. 22-xx 7
provide retail products for sale that are not readily available in Concord. The number of cannabis storefront retail uses are limited in the surrounding area; therefore, this use would provide additional availability of retail products in a geographically underserved area. Park & Shop is a region-serving center, and having a new and desirable cannabis storefront retailer will enhance the existing shopping center by bringing more customers to the area.

12. The Project is consistent with General Plan policy LU-6.1.2 which states “Provide sites for employment-generating businesses, technology-based businesses, and light industrial uses wishing to locate in Concord.” Based on the Applicant’s proposal, the proposed cannabis storefront retailer would be hiring employees directly from the Concord community. They plan on hiring 20 full-time employees and six part-time employees for the business.

Downtown Specific Plan

13. The Project is consistent with the objectives of the Downtown Specific Plan and policies and strategies (section 3.4) that encourages enhancing Downtown Concord’s authentic character and promote high-quality infill development. The site is shown within the Park & Shop Phase I district. The Specific Plan indicates that given the site’s proximity to the freeway and to Todos Santos Plaza; the shopping center is considered underutilized. The establishment of a new cannabis storefront retail use would be beneficial to the shopping center as a whole, and could help draw in more unique uses and a wider customer base to the shopping center.

Development Code

14. As documented in the Project application materials, the Project will not be making any changes to the footprint or envelope of the existing building, and therefore meets all applicable development standards of Downtown Mixed Use (DMX) zoning, all applicable requirements under Development Code, Article IV, Development Standards, and is in conformance with the Park & Shop Design Guidelines and Master Sign Program.

15.

Res No. 22-xx 8
Design and Site Review

16. The Project is consistent with the General Plan as addressed in the findings above.

17. The Project meets the following criteria in Section 18.415.080 (Design Criteria) of the City’s Development Code:
(a) The building design and landscaping supports public safety and security by allowing for surveillance of the street by people inside buildings and elsewhere on the site. The Applicant is not proposing any structural changes to the building design which includes storefront windows. The landscaping improvements are minimal and located along the street frontage on Willow Pass Road, and will not obstruct views. Furthermore, as part of the review for obtaining a City Cannabis License, Coastal is required to submit a security plan that is reviewed and approved by the Concord Police Department. Therefore, the Project and building design supports public safety and security.
(b) The design is compatible with the historical or visual character of any area recognized by the City as having such character. The area is not recognized as a historical, architectural, or scenic area by the City.
(c) The project design preserves major views and vistas along major streets and open spaces and trails and enhances them by providing project amenities. The site and surrounding area are flat and have no topographically significant features, such as valleys, hillsides, or ridgelines that provide scenic views or vistas. The site is not near any open space or trail. (d) The proposed lighting and fixtures are designed to complement on-site buildings, are of an appropriate scale for the development, and provide adequate light for safety and security while minimizing glare Exterior lighting is residential in type and character, shielded to minimize glare, and will improve nighttime visibility and safety for pedestrians and vehicles. All lighting at the site is existing and approved as part of the Park & Shop development. The Applicant is not proposing any changes to lighting around their tenant space or within the parking lot. Coastal is

Res No. 22-xx 9
required to submit a security plan that is reviewed and approved by the Concord Police Department, which will ensure there is adequate lighting for safety. (e) All mechanical, electrical, and utility equipment is located, screened, or incorporated into the design of the buildings so as not to be visible from off-site, and screening devices are consistent with the exterior colors and materials of the buildings. The Applicant is not proposing any changes to the existing roof-top mounted mechanical equipment. All existing mechanical equipment is adequately screened behind a large mechanical equipment screen. Coastal will be repainting this screen to freshen the look of the building, which will match the building color, thereby reducing its visual impact.
(f) The overall design of the project, including its scale, massing, site plan, exterior design, and landscaping, enhances the appearance and features of the project site and surrounding natural and built environment. As mentioned previously, Coastal will not be making any substantial changes to the existing building’s façade, site, or landscaping design. The building will be repainted to freshen the appearance of the building and to provide more uniformity between the other tenant suites in the building. The landscaping proposed will be closing a gap in the existing landscaping, which will in turn enhance the appearance of the Project site, and shopping center as a whole.
(g) The project design is appropriate to the function of the project and will provide an attractive and comfortable environment for occupants, visitors, and the general community.

Coastal is proposing to establish a cannabis storefront retail business within an existing tenant space.

A majority of the work required to establish this use involves interior enhancements to accommodate the business operation as well as repainting the exterior of the building. There are no proposed additions or changes to the building footprint or envelope. Therefore, the Project design is appropriate to the function of the Project and will provide an attractive and comfortable environment. (h) The architectural details, colors, materials, and landscaping are internally

Res No. 22-xx 10
consistent, fully integrated with one another, and used in a manner that is visually consistent with the proposed architectural design. The Project meets the criteria because similar building materials and colors will be used throughout the Project resulting in a fully integrated design. Moreover, the proposed Project will enhance the visual character of adjacent tenant spaces through uniform repainting of the building exterior. The proposed colors and design are consistent with the Park & Shop Design Guidelines and Master Sign Program.
(i) The project is compatible with neighboring development in a similar Zoning District by avoiding large differences in building scale and character and provides a harmonious transition between the proposed project and surrounding development. The Applicant will be occupying an existing tenant space within the Park & Shop development. The proposed design and colors of the building are consistent with the Park & Shop Design Guidelines and Master Sign Program, and will create a harmonious transition between the existing tenant space and adjacent tenant spaces.
(j) The project creates an attractive and visually interesting built environment with a variety of building styles and designs, well-articulated structures that present varied building facades, rooflines, and building heights within a unifying context. The Project will be within an existing tenant space within Park & Shop. The Applicant is not proposing any additions or expansions to the existing building envelope. The existing building and shopping center have well-articulated structures through varied building facades, rooflines, and heights to create a visually interesting built environment.
(k) The landscaping is compatible with and enhances the architectural character of the buildings and site features, and blends with the surrounding landscape. Landscape elements complement the buildings and rooflines through color, texture, density, and form. Landscaping is in scale with on-site and off-site buildings, and plantings have been selected and located to avoid conflicts with views, lighting, infrastructure, utilities, and signage. Coastal is only proposing minimal

Res No. 22-xx 11
changes to the existing site landscaping, primarily to address deficiencies. The landscaping immediately adjacent to their lease area and building will remain. The Applicant will be providing new landscaping within the landscaping strip fronting Willow Pass Road. This landscaping will fill in a gap within the existing landscaping to provide a more complete look along Willow Pass Road. The new landscaping will be to scale with and consistent with the existing landscaping located along the street frontage.
(l) Stormwater treatment areas have been integrated into the landscape design.

The Project is not proposing any changes to any impervious areas, and thus is not affecting any existing stormwater control elements at the site. The Project has been reviewed by the Engineering Division, and will be constructed in conformance with the City’s guidelines based on the Project scope
(m) New construction does not need to match existing surrounding development or buildings; however, the design shall complement or enhance existing development. The Applicant is not proposing any new development at the site. The only changes will be to the paint color of the building, which will be consistent with other tenants within this building and with other buildings in the Park & Shop development. By repainting the entire building, the Project will enhance the design of the adjacent tenant spaces.

18. The project is consistent with all applicable Design Guidelines adopted by the City Council that are in effect at the time of approval. The Project is consistent with applicable provisions of the Concord Community Design Guidelines because:
(a) Exterior building colors and materials consist of greys, whites, and yellow as a highlight color. These colors are consistent with the Park & Shop Design Guidelines and Master Sign Program as well as other buildings within the shopping center; (b) The proposed changes will freshen the look of the existing building and provide more site uniformity. The existing building currently has a patchwork of green colors on the fascia

Res No. 22-xx 12
due to new tenants painting over previous signs with inconsistent colors. The Applicant will repaint the entire building fascia and walls to provide a more uniform design; (c) The Applicant will not be making any alterations to the existing parking layout for the shopping center, but will be providing new bicycle parking adjacent to their tenant space; (d) The landscaping strip along Willow Pass Road currently has a gap in the hedge.

Coastal will be filling in this gap with a similar hedge to provide a uniform look in the landscaping along the street frontage;
This resolution shall become effective immediately upon the effective date of Ordinance 22- XX.

PASSED AND ADOPTED this 25th day of January, 2022, by the following vote:

AYES:

NOES:

ABSTAIN:

ABSENT:

I HEREBY CERTIFY that the foregoing Resolution No. 22-XX was duly and regularly adopted at a regular meeting of the City Council of the City of Concord on January 25, 2022.

Joelle Fockler, MMC
City Clerk
APPROVED AS TO FORM:
______________________________
Susanne Meyer Brown
City Attorney
Exhibit: A – Conditions of Approval

EXHIBIT A

CONDITIONS OF APPROVAL

COASTAL RETAIL CONCORD, LLC CANNABIS STOREFRONT
RETAIL
PL21131 – DR, AP, DA
1847 WILLOW PASS ROAD
APNs 126-360-006

PERMIT DESCRIPTION

1. These Conditions apply to and constitute approvals of the following: Design and Site Review, Administrative Permit, and Development Agreement (PL21131) for a cannabis storefront retail use and exterior site improvements.

2. These Conditions apply to and constitute approval of 4,100 square foot cannabis storefront retail use in the Park & Shop shopping center.

3. The improvements, business, and operations shall be in conformance with the applicant’s Zoning Compliance Fact Sheet received September 23, 2021, and in compliance with the City Cannabis License for the business (PL21127), project plans received November 5, 2021 unless modified in writing and approved by the Planning Division. No activities associated with the businesses operations shall occur outside of the area shown on the approved floor plan. The following exhibits are approved and shall be incorporated as Conditions of Approval:

Plan Date
Prepared
Prepared By Sheet
Cover Sheet 11-02-21 Othon Benavente A0.0
Site Plan 11-02-21 Othon Benavente A0.1
Accessible Parking Standards,
Enlarged Parking Plan
11-02-21 Othon Benavente A0.2
Egress Plan and Occupant Load
Diagrams
11-02-21 Othon Benavente A0.3
Enlarged Restroom Plans & Keyed
Notes, Restroom Analysis
11-02-21 Othon Benavente A0.4
Contextual Plan 9-22-21 Othon Benavente A0.5
Security Plan & Keyed Notes 11-04-21 Sapphire Risk Advisory Group
A1.0
Floor Plan – Proposed & Keyed
Notes
11-02-21 Othon Benavente A2.0
Exhibit A to Attachment 1

Floor Plan – Existing & Keyed
Notes
11-02-21 Othon Benavente A2.1
Existing Photos 9-22-21 Othon Benavente A3.0
Photo Simulation – North View 11-02-21 Othon Benavente A4.0 Photo Simulation – West View &
Finish Palette-Color
9-22-21 Othon Benavente A4.1
Exterior Elevations & Finish
Schedule
11-02-21 Othon Benavente A4.2
Roof Plan 7-15-21 Othon Benavente A5.0
Lighting and Photometric Plan 9-22-21 Othon Benavente A5.1 Signage Plan 11-04-21 Bruce Heller A5.2
Landscape Plan 8-31-21 Christian Deshales L1.0
Civil – Design and Site Review
Exhibit
7-15-21 Michael Milani 1 of 2
Civil – Design and Site Review
Exhibit
7-15-21 Michael Milani 2 of 2
Mechanical Symb., Legend,
Abbrev., General & Notes
11-04-21 Shahla Saiidnia M0.1
Mechanical Zoning Plan 11-04-21 Shahla Saiidnia M1.0
Mechanical Partial 1 st & 2 nd Floor
Plans – New Work
11-04-21 Shahla Saiidnia M2.1
Mechanical Partial Roof Plan –
New Work
11-04-21 Shahla Saiidnia M2.2

4. Prior to Building Permit final inspection, the Planning Division and Police Department shall conduct a final inspection to verify compliance with this Administrative Permit, Design and Site Review, and the City Cannabis License (PL21127). The applicant shall contact the Police Department and Planning Division, [email protected] and [email protected], respectively, at least 10 days prior to the desired inspection date.

5. The business is not permitted to operate without a valid state cannabis license. Pursuant to the City Cannabis License (PL21127), the applicant shall obtain maintain a valid state cannabis license (provisional or permanent) for the equivalent state license type(s) to the City Cannabis License. Whenever a new or renewed state license is received, the applicant shall email license to
[email protected] and [email protected].

PROJECT SPECIFIC CONDITIONS (PLNG, Police)

6. The business hours of operation shall be in conformance with the applicant’s Zoning Compliance Fact Sheet, as follows: 10:00 a.m. to 10:00 p.m. daily. Days and hours of operation shall not be modified without Planning Division and Police Department approval. The Chief of Police may limit the hours for transporter deliveries and pick- ups.

7. The approved use under this Administrative Permit shall not be altered or expanded without written approval from the Police Department and Planning Division. Any proposed change shall require a written request, signed by the City Cannabis Licensee, submitted to the Chief of Police at least 30 days prior to the proposed change. This written request shall not constitute an approval of the proposed change and the proposed change may be denied. An amendment to this Administrative Permit, the City Cannabis License, or other permit may be required for any proposed change.

8. In order to maintain this Administrative Permit, the City Cannabis License shall be renewed pursuant to Concord Municipal Code (CMC) Chapter 5.80 (Cannabis). A license renewal application and any applicable fees shall be submitted at least 60 days before the expiration of the City Cannabis License. Failure to submit a renewal application prior to the expiration date of the license will result in the automatic expiration of the license on the expiration date. License renewal is subject to the laws and regulations effective at the time of renewal, which may be substantially different than the regulations currently in place and may require the submittal of additional information to ensure that the new standards are met. No person shall have any entitlement or vested right to receive a license under CMC Chapter 5.80 (Cannabis).

9. Maintain at all times all licenses and permits as required by the state of California, and provide immediate notification to the Chief of Police if any state license or permit is suspended or revoked.

10. Any person who delivers cannabis to a customer must have in possession a copy of the city cannabis delivery license, which shall be made available upon request to law enforcement.

11. Delivery of cannabis shall be directly to the physical residence of the customer or secure exchange location at the Concord Police Department; deliveries to any other location are prohibited.

12. No licensee shall transport or cause to be transported cannabis in excess of the limits established by state law during the course of delivering cannabis.

13. A security plan must include procedures for verifying identification of customers both before entering the retail establishment and again before receiving cannabis or cannabis products.

14. A theft prevention plan shall be reviewed and approved by the Chief of Police or designee.

15. On-site security guard(s) shall monitor activity within 150 feet of building entrance to ensure no cannabis consumption is occurring in the vicinity of the business, including parking areas.

16. A neighborhood responsibility plan that demonstrates how the business will reduce adverse impacts to the surrounding neighborhood, including neighborhood outreach, methods for future communication, and dispute resolution, shall be submitted and approved by the city.

17. Cannabis and cannabis products that are not used for display purposes or immediate sale shall be stored in a secured and locked room, safe, or vault, and in a manner reasonably designed to prevent diversion, theft, and loss.

18. The business owner shall take reasonable steps to discourage and correct objectionable conditions that constitute a nuisance in parking areas, sidewalks, alleys and areas surrounding the premises during business hours if directly related to the patrons of the subject retailer. For purposes of this subsection, “reasonable steps” shall include calling the police in a timely manner and requesting those engaging in nuisance activities to cease those activities, unless personal safety would be threatened in making the request.

19. The public entrance shall be ADA accessible.

20. A storefront retail licensee shall not conduct sales exclusively by delivery.

21. The business owner shall remove litter on and in front of the premises and, if necessary, on public sidewalks within 100 feet of the facility two times, with a minimum of four-hour intervals, each operating day.

22. No cannabis business shall be located within 250 feet of a sensitive land use, as defined in CMC Section 5.80.020, except as provided in CMC Section 5.80.060(f) (Sensitive Land Use Hardship). No sensitive land use shall be located in the buffer area that is within 600 feet of the Commercial Cannabis Overlay District (CMC Chapter 18.110). The applicant shall contact the Planning Division and Police Department if any sensitive use (as defined in CMC Section 5.80.020) is identified within 250 feet of the property (measured property line to property line).

23. No cannabis business may sell, store, distribute or allow the consumption of any alcoholic beverages or tobacco products on or at any premises where cannabis is sold.

24. No cannabis business may allow, permit, or provide for the consumption of cannabis products on site where the cannabis business is located, with or without compensation.

25. All uses shall be conducted completely within the building; no outdoor display or storage is allowed. No production, distribution, storage, display or wholesale of cannabis and cannabis products shall be visible from the exterior of the building where the commercial cannabis activity is being conducted, except as authorized by the Chief of Police.

26. Odors shall be contained within the licensed tenant space on which the commercial cannabis activity is located. Cannabis licensees shall prevent all odors generated from the

cannabis use from escaping buildings to the extent that odor cannot be detected by a reasonable person of normal sensitivity outside the building, on adjacent properties or public rights-of-way, or within any other unit located within the same building as the cannabis licensee, if the use only occupies a portion of a building. If the City receives any odor complaints that rise to the level of a public nuisance, the cannabis business shall work with the city staff to correct odor concerns. Unresolved or repeated odor complaints may be the basis for suspension or revocation of the City Cannabis License or denial of City Cannabis License renewal.

27. No cannabis business shall employ anyone who is younger than 21 years of age. No cannabis business shall sell or advertise to sell any cannabis, cannabis product or cannabis accessory to minors, except in circumstances where the minor is over 18 years of age and is permitted or allowed by state law to purchase or possess medicinal cannabis, as set forth in California Business and Professions Code Section 26140, or any successor statute thereto.

28. All cannabis businesses shall maintain a commercial burglar alarm monitoring system, install a video surveillance system, and comply with the security plan approved by the Chief of Police. A cannabis business shall notify the Police Department immediately, and within 24 hours after discovering any of the following:
a. Diversion, theft, loss, or any criminal activity involving the cannabis or cannabis products or any agent or employee of the licensee.
b. The loss or unauthorized alteration of records related to cannabis or cannabis products, registered qualifying patients, primary caregivers or employees or agents. c. Significant discrepancies identified during inventory. d. Any other material breach of security.

29. Labels and packages of cannabis and cannabis products shall meet all state and federal labeling and packaging requirements.

30. City representatives may enter and inspect the property of every cannabis business to ensure compliance and enforcement of the provisions of this chapter, except that the inspection and copying of private medical records shall be made available to the Police Department only pursuant to a properly executed search warrant, subpoena, or court order.

Such inspections shall occur during normal regular business hours unless the city has provided prior written notice to the cannabis business for an after-hours inspection. Upon request, the cannabis business shall timely provide the city official with records related to the business, including, but not limited to, utility bills from the commercial energy provider for the premises, inventory, financial records, and inventory tracking records. This section shall not limit any inspection authorized under any other provision of law or regulation.

31. Maintain at all times commercial general liability providing coverage at least as broad as ISO CGL Form 00 01 on an occurrence basis for bodily injury, including death, of one or more persons, property damage and personal injury with limits of not less than $2,000,000 per occurrence and comprehensive automobile liability (owned, nonowned, hired) providing coverage at least as broad as ISO Form CA 00 01 on an occurrence basis for

bodily injury, including death, of one or more persons, property damage and personal injury, with limits of not less than $2,000,000. The commercial general liability policy shall provide contractual liability, shall include a severability of interest or equivalent wording, shall include an endorsement that specifies the insurance coverage afforded to the city shall be primary and noncontributory, and shall name the city, its officials and employees as additional insured. Failure to maintain insurance as required herein at all times shall be grounds for suspension of the city cannabis license immediately and, ultimately, revocation.

32. Maintain, for a minimum of seven years, a written accounting or ledger of all cash, receipts, credit card transactions, and reimbursements (including any in-kind contributions), as well as records of all operational expenditures and costs incurred by the licensee in accordance with generally accepted accounting practices and standards typically applicable to business records, which shall be made available to the city during business hours for inspection upon reasonable notice by the Chief of Police.

33. Notify the Chief of Police within three calendar days of any notices of violations or other corrective action ordered by a state or other local licensing authority, and provide copies of the relevant documents.

34. The cannabis business shall obtain all building permits required pursuant to Title 15 for any electrical, plumbing, or other construction activities.

35. Temporary cannabis events shall be prohibited.

36. Any sign(s) requires a permit from the Building Division, subject to review and approval by the Planning Division. Said sign(s) shall comply with the City of Concord Sign Ordinance and any applicable master sign program for the subject site/building. No off-site sign(s) is permitted. No commercial cannabis signage is permitted on the property and all signage shall comply with CMC Chapter 18.180 “Signs”.

37. All interior building improvements or alterations, including plumbing or electrical work shall be subject to a City Building Permit.

38. All garbage and recycling (waste) materials shall be stored within the building or an enclosure approved by the City. All indoor and outdoor waste receptacles shall be locked and secured in manner to prevent tampering, theft, and/or removal of any cannabis refuse or the waste receptacle. At no time shall any waste receptacles be located outside of the building, except during pick-up, without prior approval of a building permit for an exterior trash enclosure pursuant to CMC 18.150.150 (Solid waste and recycling storage). Disposal of cannabis, cannabis products, and cannabis waste shall occur in accordance with state law.

39. The cannabis business shall ensure that no cannabis, cannabis byproducts, or associated hazardous materials may be discharged into the sanitary sewer system (including, but not limited to, sinks, toilets, or storm drains).

40. The applicant shall comply with all of the requirements of the Contra Costa County Fire Protection District, state law, as well as all other applicable City of Concord Planning, Building, and Engineering codes and ordinances.

41. The applicant shall comply with all of the requirements of the Contra Costa Water District.

A copy of this approval will be forwarded to the Contra Costa Water District to determine if a water connection upgrade is required. For additional information please contact Shawn Kelly of the Contra Costa Water District at (925) 688-8017.

42. Any change of use, any new building construction, any interior improvements or exterior improvements and modifications, including mechanical, electrical, and plumbing work require a permit from the Building Division. Please contact the Building Division at (925) 671-3107 for those specific requirements, permits and related fees (the Building Division can issue permits to either the real property owner or to licensed contractors).

43. The business shall maintain a valid business license.

GENERAL CONDITIONS

44. The Conditions are the responsibility of the applicant and all contractors. Compliance shall occur as specified in the Conditions or at one of the following project milestones:
a) With the submittal of Grading, Improvement, Landscape, or Building Plans. b) Prior to issuance of Encroachment, Grading, or Building Permits, whichever comes first.
c) Prior to construction.
d) On-going during renovations and construction.
e) Prior to occupancy approval.

If timing for compliance is not specified, it shall be determined by the Divisions listed after the Condition. (PLNG, BLDG, ENGR)

45. Where a plan or further information is required, it is subject to review and approval by the applicable City Department/Division, as noted at the end of each Condition. The Division listed first shall be the primary contact for implementation of that Condition. (PLNG,

BLDG, ENGR)

46. The Conditions of Approval shall be listed on a plan sheet that is included in the construction plan set (Grading, Utility, Landscape and Building Plans). (PLNG,

ENGR, BLDG)

47. The project shall comply with all applicable Federal and State laws and Concord Municipal Code (CMC) requirements. (PLNG, BLDG, ENGR)

48. Minor modifications that are found to be in substantial conformance with the approved plans such as colors, plant materials, or minor lot line adjustments, may be approved

administratively. Major modifications shall be approved by the applicable decision making body. (PLNG, ENGR)

49. The project site and area surrounding the site shall be maintained in a weed and litter free condition for the period prior to construction. (BLDG, PLNG)

50. All landscaping within the sight visibility triangles along the driveways must be kept below a maximum of three feet in height per 18.150.170 of the Development Code. (PLNG, TRANS)

ARCHITECTURAL

51. Rooftop equipment (HVAC, meters, refrigeration equipment, plumbing lines, ductwork and transformers), shall not extend above the building parapet and shall be screened from view on all sides with materials architecturally compatible with the main structure.

Screening details shall be shown on the Building Plans and submitted for review and approval by the Planning Division, prior to the issuance of Building Permits and installed prior to occupancy approval. (PLNG)

52. Vents, gutters, downspouts, flashing, electrical conduits, etc., shall be painted to match the color of the adjacent surface, unless otherwise approved by the Planning Division. Dented or otherwise damaged constructions elements should be replaced or repaired to a like-new condition. (PLNG)

53. All fences and walls on the subject property shall conform the requirements in CMC

18.150.040. (PLNG)

54. Exterior building materials and body colors shall be in substantial conformance with the approved project plans received on November 5, 2021. (PLNG)

55. Any additional exterior improvements to the building or property not included in the scope of work shall require Design and Site review and approval, as determined by the Planning Division. (PLNG)

TREE PRESERVATION & LANDSCAPE

56. All existing trees within the project boundaries shall be preserved. (PLNG)

57. The landscaping and irrigation shall be installed per the approved landscape plans L1.0. (PLNG)

SIGNAGE

58. Signage is approved pursuant to the signage plans (Sheet A5.2) received on November 5, 2021. (PLNG)

59. All signage shall comply with CMC Chapter 18.180 “Signs”. (PLNG) CMC

LIGHTING

60. All site lighting shall be installed prior to occupancy. (PLNG, TRANS)

STREET IMPROVEMENTS

61. Any trenching for underground utilities shall comply with the modified City Standard Detail S-17 for pavement repair and possible slurry placement. (ENGR)

62. Construct all public facilities in accordance with the current Americans with Disabilities Act (ADA), including driveways and curb ramps. (ENGR)
NOISE

63. Noise producing site preparation and construction activities shall be limited to the days and hours as set forth below:

Monday through Friday 7:30 a.m. to 6:00 p.m.

Construction on Saturdays may be allowed only upon prior approval by the Building, Engineering, and Planning Divisions. No changes to these construction hours shall be allowed without the prior written consent of the City. A contact person shall be available during all construction activities in the evening and on weekends to respond to complaints and take actions necessary to reduce noise. (BLDG, ENGR, PLNG)

CONSTRUCTION ACTIVITIES

64. Implement and propose a dust and construction noise control plan. Submit the plan to Engineering Services for review and approval prior to issuance of the Grading Permit. (ENGR)

65. Construction equipment shall not be serviced at the site at any time. During construction no deliveries shall be made to the site and no delivery vehicles (including gasoline tanker trucks) shall enter the site between 6:00 p.m. and 7:30 a.m. on weekdays, and between 5:00 p.m. and 8:00 a.m. on weekends and federal holidays. Delivery vehicles shall have their engines turned off during unloading. (BLDG, ENGR, PLNG)

66. Employ the quietest construction equipment available, to muffle noise from construction equipment and keep all mufflers in good working order in accordance with State law. (BLDG, ENGR, PLNG)

67. Implement the following measures during construction:

a) Gather all construction debris on a regular basis and place them in a dumpster or other container that is emptied or removed on a weekly basis. When appropriate, use tarps on the ground to collect fallen debris or splatters that could contribute to storm water pollution.
b) Remove all dirt, gravel, rubbish, refuse, and green waste from the street pavement, and storm drains adjoining the project site. During wet weather, avoid driving vehicles off paved areas.
c) Broom sweep the public street pavement adjoining the project site on a daily basis.

Caked-on mud or dirt shall be scraped from these areas before sweeping. d) Install filter materials (e.g., sandbags and filter fabric) at the storm drain inlet nearest the downstream side of the site in order to preclude any debris or dirt from flowing into the City storm drain system. Filter materials shall be maintained and/or replaced as necessary to ensure effectiveness and to prevent street flooding.

Dispose of filter particles in an approved trash receptacle. e) Create a contained and covered area on the site for the storage of bags, cement, paints, flammable, oils, fertilizers, pesticides, or any other materials used on the site that have the potential for being discharged to the storm drain system by being windblown or in the event of a material spill.
f) Never clean items such as machinery, tools, and brushes or rinse containers in a street, gutter, or storm drain.
g) Ensure that concrete, gunite, plaster, or similar supply trucks do not discharge wash water into street gutters or drains. (ENGR, BLDG)

68. No equipment shall be started or staging area be established on the streets or the site before or after the specified hours of construction. (ENGR, BLDG)

69. Ensure that no debris or construction scrap material is placed on any adjoining lot, open space area, or street, and that any such material stored on an adjoining site shall be completely removed and the site cleaned, prior to occupancy approval. (ENGR, BLDG)

70. There shall be no parking of construction equipment or construction worker’s vehicles on residential streets at any time; all vehicles shall be maintained on-site. (ENGR, BLDG)

71. Identify truck routes for the import or export of cut/fill material and/or construction debris for review and approval by the Engineering division prior to the issuance of permits.

Repair any damage to City streets (private and public) caused by activity associated with this project. (ENGR)

CONSTRUCTION PLAN REVIEW/PRE-PERMIT REQUIREMENTS

72. Design improvements in accordance with the City Standard Plans S-34 and S-36 for sight distance, sidewalk, back up, fencing, geometrics at intersection and corner setback requirements, prior to the Acceptance of Improvements. Plans shall be subject to review and approval by Engineering Services. (ENGR)

73. Obtain an Encroachment Permit from the City prior to performing any work within the public right-of-way or public easements. (ENGR) CMC.

GRADING/EROSION CONTROL/GEOLOGIC

74. A Grading and Drainage plan shall be prepared by a Civil Engineer or Architect and receipt of an Encroachment Permit approved by the engineering division will be required. (ENGR)

75. Grading on adjacent properties shall require written approval from the affected property owners. (ENGR)

76. On-site finish grading work shall require drainage to be directed away from all building foundations at a minimum slope of 2 percent and a maximum slope of 20 percent toward approved drainage facilities or swales. Non-paved drainage swales shall have a minimum slope of 1 percent. (ENGR)

77. At all times seasonally appropriate erosion control measures shall be implemented per plans approved by the City Engineer for all grading work at all times. Wet season measures shall be in place October through April at a minimum and when rain is otherwise predicted.

At the time of approval of the Improvement and/or Grading Plans, an approved Erosion Control Plan prepared by a registered Civil Engineer shall be filed with the City Engineer. (ENGR)

78. Comply with the applicable provisions of the Grading Ordinance and the Storm Water Management and Discharge Control Ordinance. (ENGR) CMC

UTILITIES

79. No above ground utility facilities/structures shall be located between the face of curb and back of sidewalk in the public right-of-way. (ENGR)

80. All new utilities shall be constructed underground prior occupancy approval. (ENGR)

81. Submit to Engineering Services a sewer fixture count and square footage of the existing buildings for possible fee credit purposes, prior to demolition. (ENGR)

82. Coordinate all facility adjustments, relocations, or additions to utility services with the appropriate utility companies. (ENGR)
DRAINAGE/STORMWATER C.3 REQUIREMENTS

83. Prevent site drainage from draining across sidewalks and driveways in a concentrated manner. (ENGR)

84. Ensure that the area surrounding the project such as the streets stay free and clear of construction debris such as silt, dirt, dust, and tracked mud coming in from or in any way

related to project construction. Areas that are exposed for extended periods shall be watered regularly to reduce wind erosion. Paved areas and access roads shall be swept on a regular basis. All trucks shall be covered. (ENGR)

85. Pay a Document Imaging fee to reimburse the City for implementation of the Document Imaging and File Retention programs, prior to issuance of Final on Building Permits. (PLNG)

86. All required faithful performance bonds and labor materials bonds in a penal amount equal to 100 percent of the approved estimates of construction costs of improvements shall be submitted to and approved by the City and other agencies having jurisdiction prior to issuance of the Building or Encroachment Permit, whichever comes first. (ENGR)

OTHER/MISCELLANEOUS

87. Comply with the requirements of the Contra Costa County Fire Protection District. Submit complete sets of plans and specifications to the Fire District for review and approval at:

Contra Costa County Fire Protection District
4005 Port Chicago Highway, Suite 250
Concord, CA 94520
Plan review fees are assessed at that time. The City is not responsible for the collection of fees or enforcement of requirements imposed by the Fire District. (CCCFPD)

88. The applicant shall defend (with counsel approved by City), indemnify and hold harmless the City, any agency or instrumentality thereof, and its/their respective agents, officers, officials, volunteers, and employees from and against any and all administrative and/or legal claims, actions or proceedings to attack, set aside, void, or annul approval of the project, including without limitation, any related application, permit, certification, condition, environmental determination, other approval, compliance or failure to comply with applicable laws and regulations, and/or processing methods (“Challenge”), with the exception of a Challenge arising out of the City’s sole negligence or willful misconduct.

The City shall have the right to pre-approve any material decision involved in defending any such Challenge, including settlement, and may (but is not obligated to) participate in the defense of any Challenge. If applicant does not promptly defend any Challenge, City may (but is not obligated to) defend such Challenge as City, in its sole discretion, determines appropriate, all at applicant’s sole cost and expense. The applicant shall bear any and all losses, damages, injuries, liabilities, costs, and expenses (including, without limitation, staff time and in-house attorney's fees on a fully-loaded basis, attorney’s fees for outside legal counsel, expert witness fees, court costs, and other litigation expenses) arising out of or related to any Challenge (“Costs”), whether incurred by Developer, City, or awarded to any third party, and shall pay to the City upon demand any Costs incurred by the City. No modification of the project, any application, permit, certification, condition, environmental determination, other approval, change in applicable laws and regulations, or change in processing methods shall alter the applicant’s indemnity

obligation. Pursuant to Government Code Section 66474.9, the applicant’s indemnification obligation with respect to any claim, action or proceeding to attack, set aside, void, or annul an approval of City concerning a subdivision (tentative, parcel, or final map application or approval) shall be limited to actions brought within the time period provided for in Government Code Section 66499.37, unless such time period is extended for any reason. The City shall promptly notify applicant of any Challenge, and shall cooperate fully in the defense. (CA)

89. The permit and approval shall expire in (one) year from the date on which they became effective unless construction permits are obtained and work has begun. (PLNG)

90. A request for a time extension from the expiration date of February 24, 2021 can be considered if an application with required fee is filed at least 10 days before the original expiration date, otherwise a new application is required. A public hearing will be required for all extension applications, except those involving only Design Review. Extensions are not automatically approved. Changes in conditions, City policies, surrounding neighborhood, and other factors permitted to be considered under the law, may require, or permit denial. (PLNG)

91. The City may impose additional conditions of approval, including additional site improvements, when the City Cannabis License extension(s) are granted. (PLNG)

92. The applicant shall duly execute and comply with the terms and conditions of the Development Agreement attached as Exhibit A to Ordinance 21-XX (An Ordinance Approving and Adopting a Development Agreement by and Between the City of Concord and Coastal Retail Concord, LLC, Regarding the Development of a Cannabis Storefront Retail Business Located at 1847 Willow Pass Road, Assessor’s Parcels Number: 126-360- 006 (PL21131 – AA, DA, DR)

ORDINANCE NO. 22-XX

AN ORDINANCE APPROVING AND ADOPTING A DEVELOPMENT

AGREEMENT BY AND BETWEEN THE CITY OF CONCORD

AND COASTAL RETAIL CONCORD, LLC, REGARDING THE

DEVELOPMENT OF A CANNABIS STOREFRONT RETAIL BUSINESS
LOCATED AT 1847 WILLOW PASS ROAD, ASSESSOR’S PARCELS
NUMBER: 126-360-006 (PL21131 – AA, DA, DR)
WHEREAS, on June 12, 2018, the City Council adopted Ordinance No. 18-3, which amended the Municipal Code and Development Code to establish a Commercial Cannabis Overlay District, associated development standards, and a licensing framework for medicinal-only cannabis manufacturing and distribution, and adult-use and medicinal testing laboratories; and WHEREAS, on April 2, 2019, the City Council and Planning Commission conducted a Joint Study Session and directed staff to pursue revisions to the existing cannabis regulations to potentially allow additional commercial cannabis uses including adult-use and medicinal non-storefront retail; and consideration of allowing adult-use and medicinal storefront retail and microbusinesses; and WHEREAS, on November 5, 2019, the City Council considered introduction of an Ordinance amending Concord Municipal Code Chapter 5.80 (Cannabis) to add adult-use City Cannabis Licenses for manufacturing and distribution; to increase the maximum number of City Cannabis Licenses for manufacturing, distribution, and testing laboratories; to allow City Cannabis Licenses for medicinal and adult-use retail (storefront and non-storefront); and allow City Cannabis Licenses for microbusinesses. At the meeting, the City Council provided direction to staff regarding the allowable number of each cannabis license type, and directed staff to bring the Development Code amendments required for implementing corresponding changes to the Concord Development Code to the Planning Commission for consideration and recommendation to the City Council; and WHEREAS, on May 26, 2020, the City Council Adopted Ordinance No. 20-4, Amending Concord Municipal Code Chapter 5.80 (Cannabis) and Development Code (Title 18) to Allow Adult- Use City Cannabis Licenses for Manufacturers and Type 13 Distributors; Increase the Maximum Number of City Cannabis Licenses for Manufacturers, Type 13 Distributors, and Testing Attachment 2

Laboratories, and Allow City Cannabis Licenses for Retail (Storefront and Non-Storefront), Microbusinesses, and Type 11 Distributors; and
WHEREAS, on July 28, 2020, the City Council approved the procedure, criteria, and scoring for a merit-based competitive process to review and select eligible applicants to apply for available City Cannabis Licenses for cannabis storefront retailers, non-storefront retailers, and microbusinesses with a storefront retail component; and
WHEREAS, on October 5, 2020 the City of Concord issued a Request for Proposals for storefront retailers, non-storefront retailers, and microbusinesses with a storefront retail component; and
WHEREAS, on May 26, 2021, following interviews, public comment, and City Council deliberation, Coastal Concord Retail, LLC was invited to apply for one of three available storefront retail cannabis licenses; and
WHEREAS, California Government Code section 65864 et seq. authorizes a city and a developer having a legal or equitable interest in real property to enter into a binding, long-term development agreement establishing certain development rights in the property; and WHEREAS, Municipal Code Chapter 18.460 Development Agreements authorizes the execution of development agreements and sets forth the required contents and form of those agreements; and
WHEREAS, on July 29, 2021, Coastal Concord Retail, LLC (“Applicant”), submitted an Administrative Permit, Design and Site Review, and Development Agreement applications to establish a cannabis storefront retail use at 1847 Willow Pass Road, APN 126-360-006 (“Property”), (herein collectively referred to as “Project”); and
WHEREAS, on November 29, 2021, the Project was deemed complete by staff; and WHEREAS, the City and Applicant have reached mutual agreement on the terms of the Development Agreement to facilitate development of the Project subject to the conditions and requirements set forth therein, in the form attached hereto as Exhibit A (the “Development Agreement”); and

WHEREAS, the Planning Commission, after giving all public notices required by State Law and the Concord Municipal Code, held a duly noticed public hearing December 15, 2021 on the proposed Development Agreement; and
WHEREAS, at such public hearing, the Planning Commission considered all oral and written information, testimony, and comments received during the public review process, including information received at the public hearing, the oral report from City staff, the written report from City staff dated December 15, 2021 materials, exhibits presented, and all other information that constitutes the record of proceedings on which the Planning Commission has based its decision that are maintained at the offices of the City of Concord Planning Division (collectively, “Planning Commission Information”); and
WHEREAS, on December 15, 2021, the Planning Commission, after consideration of all pertinent plans, documents, and testimony, adopted Resolution No. 21-15PC voted 5-0 (AYES:

Weinmann, Mizutani, Barbour, Laub, and Mercurio) to recommend City Council approval of the Development Agreement with the suggestion to the City Council to clarify terms regarding healthcare benefits, labor peace agreements, and change of ownership issues; and WHEREAS, the City Council, after giving all public notices required by State Law and the Concord Municipal Code, held a duly noticed public hearing on January 25, 2022 on the Development Agreement; and
WHEREAS, at such public hearing, the City Council also considered and adopted a Resolution Approving an Administrative Permit and Design and Site Review for a Cannabis Storefront Retail Business at 1847 Willow Pass Road, APN 126-360-006 (PL21131 – DA, AA, DR) (“Resolution 22-XX”); and
WHEREAS, at such public hearing, the City Council considered all oral and written information, testimony, and comments received during the public review process, including information received at the public hearing, the oral report from City staff, the written report from City staff dated January 25, 2022, the application materials, and other exhibits presented, Resolution 22- XX, and the Planning Commission Information, which are maintained at the offices of the City of

Concord City Clerk (collectively, “City Council Information”), and declared their intent to approve and adopt the Ordinance.

NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF CONCORD DOES ORDAIN AS FOLLOWS:

Section 1. All of the facts set forth in the Recitals are true and correct and are hereby incorporated and adopted as findings of the City Council as if fully set forth herein.

Section 2. The City Council has reviewed, considered, and evaluated the City Council Information, all other pertinent plans, documents, and testimony prior to acting upon Ordinance.

Section 3. The documents and other materials that constitute the record of proceedings upon which the City Council has based its recommendation are located in and may be obtained from the City of Concord Clerk’s Office, 1950 Parkside Drive, Concord 94519.

Section 4. Pursuant to the California Environmental Quality Act (CEQA) of 1970, Public Resources Code Section 21000, et. seq., as amended and implementing State CEQA Guidelines, Title 14, Chapter 3 of the California Code of Regulations (collectively “CEQA”), the proposed cannabis storefront retail business does not constitute a “project within the meaning of Public Resources Code Section 21065 and CEQA Guidelines Sections 15060(c)(2), 15060(c)(3), 15061(b)(3), and/or 15378 because there is no potential that the activity will result in a reasonably foreseeable indirect or direct physical change in the environment. In the alternative, Business and Professions Code Section 26055(h) provides that CEQA does not apply to the adoption of an ordinance, rule, or regulation that requires discretionary review and approval of permits, licenses, or other authorizations to engage in commercial cannabis activity, as long as each subsequent discretionary approval involves applicable CEQA review. Additionally, the project is categorically exempt pursuant to following CEQA Guidelines: a) Section 15301 (“Existing Facilities”); b) Section 15302 (“Replacement or Reconstruction”); c) 15303 (“New Construction or Conversion of Small Structures”); d) Section 15304 (“Minor Alterations to Land”); and/or e) Section 15305 (“Minor Alterations in Land Use Limitations”). These categorical exemptions apply because the project consists of tenant improvements to an existing building, with de minimis façade and landscaping improvements.

Furthermore, pursuant to Section 15300.2(c), there are no exceptions to the categorical exemptions, because the project: 1) is not located in a sensitive environment; 2) will not cause a cumulative impact due to successive projects of the same type in the same area; 3) will not have a significant effect on the environment due to a cumulative impact of other projects or unusual circumstances; 4) will not result in damage to scenic resources; 5) is not located on a site which is included on any list compiled pursuant to Section 65962.5 of the Government Code; and, 6) will not cause a substantial adverse change in the significance of a historical resource. Therefore, approval of the Project and adoption of an ordinance for a Development Agreement do not warrant further environmental review.

Section 5. Development Agreement.
a. The Development Agreement is consistent with the general plan and any applicable specific plan.

The cannabis retail storefront business is consistent with General Plan policies E-2.1.1, E-

2.1.7, E-3.1.4, E-4.1.1, E4.1.4, LU-2.1.1, LU 3.1.1, LU-3.1.2, and LU-6.1.2. The Project will foster entrepreneurship and innovation by providing the first cannabis retail storefront in Concord; increasing the variety for retail goods; and providing employment generating businesses that place an emphasis on hiring Concord residents. The Project is located within the Downtown Concord Specific Plan Area and is subject to the Downtown Specific Plan. The Project is consistent with Specific Plan policies that enhance Downtown Concord’s authentic character and promote high-quality infill development. The Applicant’s tenant space is shown within the Park & Shop Phase I district. The Specific Plan indicates that given the site’s proximity to the freeway and to Todos Santos Plaza, the shopping center is considered underutilized. Establishing a new cannabis storefront retail use would be beneficial to the shopping center as a whole and could help attract additional customers both locally and regionally, as well as be a draw for more unique uses in the center.
b. The Development Agreement is in conformity with public convenience, general welfare, and good land use practices.

The cannabis storefront retail use will be in conformity with public convenience, general welfare, and good land use practices. Approval of the Development Agreement will include requirements for community benefits, including financial contributions to the City to further community programs. The cannabis storefront retail use is permitted in the DMX (Downtown Mixed-Use) zoning district subject to an Administrative Permit and competitive selection process. The proposed use will be occupying a tenant space within an existing building, which is in conformance with the regulations and standards for the zoning district. No known sensitive uses as defined in CMC Chapter 5.80 are located within 250 feet of the subject property.
c. The Development Agreement will not be detrimental to the health, safety, and general welfare of persons residing in the immediate area nor be detrimental or injurious to property or persons in the general neighborhood or to the general welfare of the residents of the city as a whole.

Approval of the Development Agreement will not be detrimental to the health, safety, and general welfare of residents of the city. The Development Agreement, Conditional City Cannabis License, and Administrative Permit contain conditions of approval, including a safety and security plan, which will ensure the use will not impact surrounding businesses and properties. The Development Agreement contains commitments from Coastal Concord Retail LLC codified through adoption of the agreement by the City Council to provide community benefits with the purpose of youth drug use prevention and education efforts, drug treatment and mental health programs, including programs providing supervised diversion from the criminal justice system to avoid recidivism, workforce development, small business assistance, providing amenities for public use and enjoyment, including streetscape and sidewalk improvements and public art installations, event programming and other activation of public space, and improving quality of life and providing economic opportunities.

d. The Development Agreement will not adversely affect the orderly development of property or the preservation of property values.

The proposed business will be occupying an already existing tenant space. The Applicant will be making minor changes to the exterior of the building, including the installation of a new entry door, but no changes that would adversely affect the orderly development of property. The Applicant will also be making exterior improvements to the building and site, including refreshing exterior paint and fixing dilapidated landscaping. These improvements will help preserve property values for the shopping center. e. The Development Agreement is consistent with California Government Code sections 65864 through 65869.5. Approval of the Development Agreement between the City and Coastal Retail Concord, LLC is in conformance with the provisions and intent of Government Code Sections 65864 through 65869.5 for the following reasons:

1. Assurances have been provided to the Developer due to vesting certain regulations.

2. The Developer has a legal or equitable interest in real property and the City will recover from the direct costs associated with the consideration of the Development Agreement.

3. The Development Agreement contains a provision requiring an annual review for compliance with the terms of the Agreement, including provisions allowing for the modification or termination of the Agreement if it is found the Developer has not complied in good faith with the terms and conditions of the Agreement.

4. The Development Agreement specifies the duration, the permitted uses of the property, and the required land use approvals.

5. The Agreement is enforceable by any party thereto.

Section 6. The City Council does hereby pass and adopt this Ordinance No. 22-xx and approves and authorizes the City Manager to execute the Development Agreement in form attached hereto as Exhibit 1, and (as more specifically set forth in the Development Agreement) further

authorizes the City Manager or designee the authority to determine, review, and approve any “Minor Amendment” as set forth in the Development Agreement and subject to approval of the City Attorney.

Upon execution of the Development Agreement by all parties, the City Clerk is hereby directed to record the Development Agreement with the Contra Costa County Recorder’s Office.

Section 7. This Ordinance No. 22-xx shall become effective thirty (30) days following its passage and adoption. In the event a summary of said Ordinance is published in lieu of the entire Ordinance, a certified copy of the full text of this Ordinance shall be posted in the office of the City Clerk at least five (5) days prior to its adoption and within fifteen (15) days after its adoption, including the vote of the Councilmembers. Additionally, a summary prepared by the City Attorney’s Office shall be published once at least five (5) days prior to the date of adoption of this Ordinance and once within fifteen (15) days after its passage and adoption, including the vote of the Councilmembers, in the East Bay Times, a newspaper of general circulation in the City of Concord.

Dominic Aliano
Mayor
ATTEST:

Joelle Fockler, MMC
City Clerk
(Seal)
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Ordinance No. 22-xx was duly and regularly introduced at a regular meeting of the City Council of the City of Concord held on January 25, 2022, and was thereafter duly and regularly passed and adopted at a regular meeting of the City Council of the City of Concord on February 8, 2022, by the following vote:

AYES: Councilmembers -
NOES: Councilmembers -
ABSTAIN: Councilmembers -
ABSENT: Councilmembers -
I HEREBY CERTIFY that the foregoing is a true and correct copy of an ordinance duly and regularly introduced, passed, and adopted by the City Council of the City of Concord, California.

Joelle Fockler, MMC
City Clerk
Exhibit A: Development Agreement

Exhibit A to Attachment 2

ATTACHMENT 3

RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:

City of Concord
1950 Parkside Drive, MS/03
Concord, CA 94519
Attention: City Clerk
Record Without Fee
Pursuant to Government Code
Section 27383
APN: 126-360-006

Space Above Reserved for Recorder’s Use Only

DEVELOPMENT AGREEMENT

BY AND BETWEEN

CITY OF CONCORD
AND

COASTAL RETAIL CONCORD, LLC

[PL21131]

TABLE OF CONTENTS

Page

-i-

RECITALS ...................................................................................................................... ............ 1 AGREEMENT ..................................................................................................................... .... 333 SECTION 1 DEFINITIONS .................................................................................................... 333 SECTION 2 EFFECTIVE DATE AND TERM ....................................................................... 666 SECTION 3 DEVELOPMENT OF THE PROPERTY ............................................................ 999 SECTION 4 FEES, EXACTIONS, REIMBURSEMENTS ............................................... 121212 SECTION 5 DEVELOPER COMPLIANCE WITH LAW ................................................ 131313 SECTION 6 COMMUNITY BENEFITS ........................................................................... 141414 SECTION 7 AMENDMENT OF AGREEMENT AND PROJECT APPROVALS ........... 181818 SECTION 8 INSURANCE, INDEMNITY AND COOPERATION IN THE EVENT OF LEGAL CHALLENGE ................................................................................. 191919 SECTION 9 RESTRICTIONS ON TRANSFER, ASSIGNMENT .................................... 212121 SECTION 10 MORTGAGEE PROTECTION ................................................................... 222222 SECTION 11 DEFAULT; REMEDIES; TERMINATION ................................................ 242424 SECTION 12 GENERAL PROVISIONS .......................................................................... 262626

Formatted: No underline

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Development Agreement

DEVELOPMENT AGREEMENT
This Development Agreement is entered into by and between the City of Concord (“City”) and Coastal Retail Concord, a California LLC (“Developer”). Capitalized terms used herein are as defined in Section 1, below.

RECITALS
This Agreement is entered into on the basis of the following facts, understandings and intentions of the Parties. The following recitals are a substantive part of this Agreement:

A. In order to strengthen the public planning process, encourage private participation in comprehensive planning, and reduce the economic costs and risks of development, the Legislature of the State of California enacted section 65864 et seq. of the Government Code (“Development Agreement Statute”), which authorizes a city and a developer having a legal or equitable interest in real property to enter into a binding, long-term development agreement establishing certain development rights in the property.

B. In accordance with the Government Code Section 65864 et seq., the City Council of the City of Concord enacted Municipal Code Chapter 18.460 Development Agreements (“Development Agreement Ordinance”) which authorizes the execution of development agreements in the City, and sets forth the required contents and form of those agreements.

C. The State of California enacted a series of laws commonly referred to as the “Medical Cannabis Regulation and Safety Act,” which created a state licensing and regulatory framework for the cultivation, manufacture, transportation, storage, distribution and sale of medical cannabis. The voters of the State of California subsequently approved Proposition 64, known as the “Control, Regulate and Tax Adult Use of Marijuana Act,” referred to as the “Adult Use of Marijuana Act,” which legalized, subject to certain restrictions, specified nonmedical or adult cannabis uses for purposes of state law.

D. In addition, the state legislature passed the “Medicinal and Adult-Use Cannabis Regulation and Safety Act,” which reconciled the differences between the prior laws referenced above, and created a comprehensive state licensing and regulatory framework for the cultivation, manufacture, transportation, storage, distribution, delivery and sale of both adult and medicinal use of cannabis.

E. In 2020, the City adopted Municipal Code Chapter 5.80 Cannabis (“Cannabis Ordinance”), establishing the City’s system for regulating cannabis businesses, consistent with state law, to protect the health, safety, and welfare of the residents of Concord, and requiring that licensed cannabis businesses comply with the Municipal Code, state law, and all other applicable local codes and regulations, including all applicable land use and zoning regulations. A cannabis license issued by City pursuant to the Cannabis Ordinance is referred to generically herein as a “City Cannabis License.”

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F. The Cannabis Ordinance and Municipal Code Section 18.460.010 authorize the City and Developer to enter into a development agreement relating to licensed cannabis business operations and related development activities.

G. On October 5, 2020, the City issued a request for proposals from applicants for several types of City retail cannabis licenses, Request for Proposals #2436 for Commercial Cannabis Businesses: Storefront, Retail, Non-Storefront Retail, & Microbusiness with Storefront Retail (“RFP”). Developer’s response to the RFP led to Developer’s selection by City Council as an applicant permitted to apply for a Developer Cannabis License in the Retail category located at 1847 Willow Pass Rd., Concord, California (“Cannabis Business”) pursuant to the Cannabis Ordinance. The term “Developer Cannabis License” as used herein means a City Cannabis License applicable to the Cannabis Business as contemplated under the Cannabis Ordinance.

H. If issued a City Cannabis License and granted all additional required licenses and permits, Developer shall operate the Cannabis Business in accordance therewith and in compliance with Applicable City Law (as that term is defined in Section 3.C).

I. During the Term, Developer shall maintain a legal or equitable interest (as contemplated in the Development Agreement Statute) in that certain real property located at 1847 Willow Pass Rd., Concord, CA 94520, with the following Assessor’s Parcel Numbers:
126-360-006, as more particularly described and depicted in Exhibit A attached hereto and incorporated herein (“Property”). Developer’s current legal or equitable interest in the Property consists of a Leasehold interest.

J. It is the intent of City and Developer herein to establish certain conditions and requirements related to review and development of the Project, which are or will be the subject of subsequent development applications and land use entitlements. Developer is applying to the City for approvals to develop and Property in accordance with existing land use, zoning, and other regulations (“Project”), and to operate the Cannabis Business in accordance with Applicable City Law, and has applied for a Development Agreement to vest the Applicable City Laws for the Project.

K. In addition, Developer and City wish to establish mutual commitments regarding the Project, operation of the Cannabis Business, related Community Benefits to be provided by Developer, and certain City commitments. The Community Benefits regarding the operation of its Cannabis Business are provided voluntarily pursuant to this Agreement, as consideration for the vesting of regulations and other City commitments as set forth herein.

L. City finds that the Agreement is consistent with the City’s General Plan and any applicable specific plan; is in conformity with public convenience, general welfare, and good land use practices; will not be detrimental to the health, safety, and general welfare of persons residing in the immediate area nor be detrimental or injurious to property or persons in the general neighborhood or to the general welfare of the residents of the City as a whole; will not adversely affect the orderly development of property or the preservation of property values; and is consistent with California Government Code Sections 65864 through 65869.5.

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M. City has given the required notice of its intention to adopt this Agreement and has conducted public hearings thereon pursuant to Government Code Section 65867 and the Development Agreement Ordinance. The City has reviewed and evaluated this Agreement in accordance with the Development Agreement Laws and found that the provisions of this Agreement and its purposes are consistent with the Development Agreement Laws and the goals, policies, standards and land use designations specified in the General Plan.

N. On ______________ the City Council introduced Ordinance No. _________ approving this Agreement and authorizing its execution, and adopted that Ordinance on ____________. That Ordinance became effective on _______________ (“Enacting Ordinance”).

AGREEMENT
NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein and other valuable consideration, the Parties hereby agree as follows:

SECTION 1

DEFINITIONS
“Agreement” means this Development Agreement between City and Developer, including all recitals and Exhibits hereto.
“Applicable City Law” is defined in Section 3.C.
“Cannabis Business” is defined in Recital G.
“Cannabis Business Owner” is defined in Cannabis Ordinance Section 5.80.020. “Cannabis Ordinance” is defined in Recital E.
“CEQA” means the California Environmental Quality Act of 1970, California Public Resources Code Section 21000, et seq. together with and implementing State CEQA Guidelines, Title 14, Chapter 3 of the California Code of Regulations, all as amended from time to time. “City” is defined in the preamble.
“City Cannabis License” is defined in Recital E.
“City Clerk” means the City Clerk of the City of Concord “City Council” means the City Council of the City of Concord. “City Manager” means the City Manager of the City of Concord or designee.

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Development Agreement

“City Parties” means and includes City and its elected and appointed officials, officers, employees, agents, volunteers, attorneys, contractors and representatives. “Claims” means any and all liabilities, obligations, judgments, orders, claims, damages, fines, penalties and expenses, actions, causes of action, claims, cross-claims, disputes, demands, losses, taxes, costs, loss of service, expenses, liabilities, debts whatsoever, in law or in equity, whether known or unknown, of any kind or character, including attorneys’ fees and costs. “Community Benefits” means those benefits, commitments, and monetary contributions identified in Agreement Section 6 Community Benefits, as more fully described in Exhibit B.

“Concord Resident” means an individual domiciled within the City of Concord. For purposes of this definition, “domiciled” has the meaning set forth in section 349(b) of the California Election Code.
“Connection Fee(s)” means any fees charged by City on a citywide basis or by a utility provider to utility users as a cost for connecting water, sanitary sewer, and other applicable utilities, except for any such fee or portion thereof that constitutes an Impact Fee, as defined below.
“CSA” means the Controlled Substances Act, or 21 U.S.C. § 811, et seq. and all regulations promulgated thereunder.
“Default” is defined in Section 11.A.
“Developer” is defined in the preamble.
“Developer Cannabis License” is defined in Recital G.
“Developer Contributions” is defined in Section 6.B.
“Development Agreement Laws” means the Development Agreement Ordinance and the Development Agreement Statute.
“Development Agreement Ordinance” is defined in Recital B. “Development Agreement Statute” is defined in Recital A. “Director of Finance” means the City’s Director of Finance or designee. “Effective Date” means the date that this Agreement becomes effective as determined under Section 2.A.
“Enacting Ordinance” refers to the Ordinance identified in Recital N. “Exactions” means exactions that may be imposed by the City as a condition of developing the Project, including requirements for acquisition, dedication or reservation of land; and obligations to construct On-Site or off-site public and private infrastructure improvements

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Development Agreement

such as roadways, utilities or other improvements necessary to support the Project, whether such exactions constitute subdivision improvements, mitigation measures in connection with environmental review of the Project, or impositions made under Applicable City Law. For purposes of this Agreement, Exactions do not include Impact Fees. “First Extension Term” is term of years described in Section 2.B.2. “Generally Applicable Laws” is defined in Section 5.F.
“Gross Receipts/Gross Revenues” is defined in Section 6.B.3. “Impact Fee(s)” means any monetary amount charged by City in connection with a development project for the purpose of defraying all or a portion of the cost of mitigating the impacts of the development project or development of the public facilities related to the development project, including, any “fee” as that term is defined by Government Code Section 66000(b). For purposes of this Agreement, a fee that meets both the definitions of an Impact Fee and an Exaction shall be considered to be an Impact Fee. “Initial Term” is the term of years described in Section 2.B.1. “Litigation Challenge” is defined in Section 8.C.
“Major Amendment” is defined in Section 7.B.
“Minor Amendment” is defined in Section 7.C.
“Mortgage” means any mortgage, deed of trust, security agreement, and other like security instrument encumbering all or any portion of the Property or any of the Developer’s rights under this Agreement.
“Mortgagee” means the holder of any Mortgage, and any successor, assignee or transferee of any such Mortgage holder.
“Municipal Code” means and refers to the City of Concord’s Municipal Code, as amended from time to time.
“New City Laws” means any ordinances, resolutions, orders, rules, official policies, standards, specifications, requirements of licenses or permits, guidelines or other regulations, which are promulgated or adopted by the City (including any City agency, body, department, officer or employee) or its electorate (through their power of initiative or otherwise) after the Effective Date.
“Notice of Default” is defined in Section 11.A.
“On-Site” means located at the Property; with regard to employment, “On-Site” describes employees that regularly perform at least ten hours of work per week at the Property. “Permitted Delay” is defined in Section 12.F.

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Development Agreement

“Parties” means the City and the Developer.
“Party” means either the City or the Developer.

“Planning Division” means the Planning Division of the City’s Community and Economic Development Department.
“Processing Fees” is defined in Section 4.B.
“Project Approval(s)” is defined in Section 3.A.
“Project” is defined in Recital J.
“Property” is defined in Recital I.
“RFP” is defined in Recital G.
“Second Extension Term” is term of years described in Section 2.B.3. “State License” is defined in Cannabis Ordinance Section 5.80.020. “Suitable Financial Qualifications and Experience” means that the proposed assignee or transferee has a financial net worth, according to a current financial statement prepared by a certified public accountant, which is reasonably acceptable to City, the proposed assignee or transferee has a reputation for and experience and qualifications in operating and maintaining comparable first class Cannabis Business, and upon the proposed assignee or transferee having a first-class business reputation. In evaluating the acceptability of the net worth of a proposed assignee or transferee, City may require that the proposed assignee’s or transferee’s net worth be sufficient to carry out the performance of Developer’s obligations under this Agreement. “Term” is term of years described in Section 2.C.

SECTION 2

EFFECTIVE DATE AND TERM
A. Effective Date. The Effective Date of this Agreement is the later of (a) the date that is 30 days after the date that the Enacting Ordinance is adopted, and (b) the date this Agreement is fully executed by the Parties.

B. Term of Agreement

1. Initial Term. The Initial Term shall commence on the Effective Date and shall expire on the fifth anniversary of the Effective Date, unless earlier terminated.

2. First Extension Term (Automatic). The Initial Term shall automatically be extended until the date that is two years from the date of expiration of the Initial Term (“First

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Extension Term”), provided that at the end of the Initial Term: (a) this Agreement has not expired or otherwise been terminated; (b) Developer is not, at the time, in Default of any of its obligations hereunder following notice and expiration of applicable cure periods; (c) applicable Developer warranties and representations in Section 2.F below continue to be true and correct; (d) no event has occurred that with the passage of time or giving of notice or both would constitute a Default by Developer hereunder; and (e) Developer is operating the Cannabis Business on the Property in compliance with the Project Approvals, Applicable City Law, Generally Applicable Laws, and this Agreement. Prior to invoking failure to satisfy the conditions of (a)-(e) above as a basis to decline to extend the Initial Term, the City shall provide written notice to Developer and a reasonable opportunity to satisfy such conditions.

3. Second Extension Term (Discretionary). “Second Extension Term” means a term of five years commencing upon expiration of the First Extension Term. Developer may request that the City approve a Second Extension Term by submitting such request in writing to City as provided in Section 12.E (General Provisions, Notice) no more than more than 180 days and no fewer than 90 days prior to the expiration of the First Extension Term. The City Council shall consider Developer’s request for a Second Extension, provided that at the end of the First Extension Term: (a) this Agreement has not expired or otherwise been terminated; (b) Developer is not in Default of any of its obligations hereunder following notice and expiration of applicable cure periods; (c) applicable Developer warranties and representations in Section 2.F below continue to be true and correct; (d) no event has occurred which with the passage of time or giving of notice or both would constitute a Default by Developer hereunder; and (e) Developer is operating the Cannabis Business on the Property, in compliance with the Project Approvals, Applicable City Law, and Generally Applicable Laws, and this Agreement. Upon City Council’s approval of Developer’s request, the Initial Term, as extended by the First Extension Term, shall be extended an additional five years for the Second Extension Term.

C. Term. The Initial Term, together with the First Extension Term (if any) and the Second Extension Term (if any) constitutes the “Term” of this Agreement. In no event shall there be a First Extension Term if this Agreement has expired or been terminated on or before the fifth anniversary of the Effective Date. In no event shall there be a Second Extension Term if this Agreement has expired or been terminated on or before the date of expiration of the First Extension Term. Following the expiration or other termination of the Term or the earlier completion of development of the Project and satisfaction of all of Developer’s obligations in connection therewith, this Agreement shall be deemed terminated and of no further force and effect, except for the provisions of this Agreement that survive expiration or other termination of this Agreement.

D. Memorandum of Extension. If the First Extension Term or the Second Extension Term is granted, City and Developer agree to execute, acknowledge and record in the Official Records of Contra Costa County a memorandum evidencing approval of such extension.

E. City Representations and Warranties. City represents and warrants to Developer that, as of the Effective Date:

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1. City is a municipal corporation, and has all necessary powers under the laws of the State of California to enter into and perform the undertakings and obligations of City under this Agreement.

2. The execution and delivery of this Agreement and the performance of the obligations of the City hereunder have been duly authorized by all necessary City Council action and all necessary approvals have been obtained.

3. This Agreement is a valid obligation of City and is enforceable in accordance with its terms.

4. During the Term, City shall, upon learning of any fact or condition which would cause of any of the warranties and representations in this Section 2.E not to be true, promptly give written notice of such fact or condition to Developer.

F. Developer Representations and Warranties. Developer represents and warrants to City that, as of the Effective Date:

1. Developer is duly organized and validly existing under the laws of the State of California, and is in good standing and has all necessary powers under the laws of the State of California to own property interests and in all other respects enter into and perform the undertakings and obligations of Developer under this Agreement.

2. The execution and delivery of this Agreement and the necessary performance of the obligations of Developer hereunder have been duly authorized by all necessary corporate action and all necessary approvals have been obtained.

3. This Agreement is a valid obligation of Developer and is enforceable in accordance with its terms.

4. Developer has not (a) made a general assignment for the benefit of creditors; (b) filed any voluntary petition in bankruptcy or suffered the filing of any involuntary petition by Developer’s creditors; (c) suffered the appointment of a receiver to take possession of all, or substantially all, of Developer’s assets; (d) suffered the attachment or other judicial seizure of all, or substantially all, of Developer’s assets; or (e) admitted in writing its inability to pay its debts as they come due.

5. During the Term, Developer shall, upon learning of any fact or condition which would cause any of the warranties and representations in this Section 2.F not to be true, promptly give written notice of such fact or condition to City.

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SECTION 3

DEVELOPMENT OF THE PROPERTY
A. Project Approvals. Certain land use approvals, entitlements, and permits will be necessary for development and implementation of the Project and operation of the Cannabis Business (each a “Project Approval” and collectively the “Project Approvals”). The Project Approvals shall include a Developer Cannabis License; a City business license; and land use permits and entitlements, such as an administrative permit, design and site review, and tree removal permits, any amendments to, or repealing of, any of the foregoing [PL21131]. Except as otherwise expressly provided herein, the City shall not impose requirements or conditions upon the development and construction of the Project, or operation of the Cannabis Business, that are inconsistent with the terms and conditions of this Agreement.

B. Vested Rights. The Property, the Cannabis Business, and Developer Cannabis License are hereby made subject to the provisions of this Agreement. Developer shall have the vested right to develop the Property and operate the Cannabis Business in accordance with and subject to Applicable City Law, the Project Approvals, and this Agreement. The term of the Developer Cannabis License shall be concurrent with the Term as set forth in Section 2, above, so long as Developer is in compliance with this Agreement, Applicable City Law, and Generally Applicable Laws, and so long the Developer Cannabis License does not expire pursuant to Cannabis Ordinance Section 5.80.060(d), License Expiration.

C. Applicable City Law. Laws, regulations, and requirements applicable to the Project and the Cannabis Business pursuant to this Section 3.C are referred to herein as “Applicable City Law.”

1. City and Developer acknowledge and agree that City is restricted in its authority to limit its police power by contract and that the limitations, reservations and exceptions contained in this Agreement are intended to reserve to City all of its police power that cannot be so limited. Notwithstanding the foregoing reservation of City, it is the intent of City and Developer that this Agreement be construed to provide Developer with certain rights afforded by law, including the Development Agreement Statute.

2. Effectiveness and application of all types of laws other than laws described in Sections 3.C.3 and 3.C.4, and imposition of fees and other charges pursuant to Section 4 (Fees, Exactions, Reimbursements), are unaffected by this Agreement, whether adopted before or after the Effective Date. Specific requirements set forth in Project Approvals or in this Agreement regarding development of the Project and operation of the Cannabis Business shall govern when in conflict with Section 3.C.3 or 3.C.4.

3. Laws Relating to Land Use and Development.
i. Existing Land Use Laws. Those laws, rules, regulations, official policies, construction standards and specifications (including City ordinances and resolutions) governing land use, design and improvement, including permitted uses, densities and intensities of uses, maximum building heights and sizes, requirements for on- and off-site infrastructure and public improvements, including the 2030 General Plan (including the Complete Streets Text

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Amendment to the Transportation and Circulation Element of the Concord 2030 General Plan and the Housing Element Update 2014-2022), the Concord Trails Master Plan, the Downtown Specific Plan, and zoning provisions set forth in the Municipal Code, and the Concord Citywide Climate Action Plan; each as in force on the Effective Date, shall be applicable to the Project and the Cannabis Business.
ii. New Land Use Laws. Notwithstanding Section 3.C.3.i above, the following New City Laws shall be effective if uniformly applied on a City-wide basis to all substantially similar types of development projects and properties:

1. New City Laws that relate to or impose charges as
described in Section 4 (Fees, Exactions, Reimbursements).

2. New City Laws that relate to hearing bodies, petitions, applications, notices, findings, records, hearings, reports, recommendations, appeals and any other matter of procedure; New City Laws that revise City’s uniform construction codes, including City’s building code, plumbing code, mechanical code, electrical code, fire code, grading code and other uniform construction codes; and

3. All New City Laws that are necessary to protect physical health and safety of the public.

4. Laws Relating to Cannabis Businesses.
i. Existing Cannabis Laws. The City’s laws, regulations, and policies regarding cannabis-related business operations, including the Cannabis Ordinance, each as in force on the Effective Date, shall be applicable to the Project and the Cannabis Business. ii. New Cannabis Laws. Notwithstanding Section C.2.i above, New City Laws that constitute changes to the Cannabis Ordinance shall be effective if such changes are uniformly applied on a City-wide basis to all substantially similar types of Cannabis Businesses, and provided such changes do not prohibit operation of the Cannabis Business at the Property or restrict the sale of Cannabis, Cannabis Products, or Cannabis Accessories (as those terms are defined in Cannabis Ordinance Section 5.80.20. Developer shall not be required to submit a sensitive land use hardship application pursuant to Cannabis Ordinance Section 5.80.060(f) in order to continue Cannabis Business operations at the Property pursuant to this Agreement and the Developer Cannabis License. Developer acknowledges and agrees that nothing in this Agreement restricts the power of City to amend the Cannabis Ordinance with respect to the permitted number and type of City Cannabis Licenses.

D. Acknowledgement of Receipt of City Fee Schedule and Municipal Code. City has provided Developer, and Developer acknowledges receipt of, the Municipal Code (https://www.codepublishing.com/CA/Concord) and the City’s fee schedule (http://www.cityofconcord.org/citygov/municode/feescharges/fees-charges.pdf), which are in force and effect as of the Effective Date. Copies of both documents are available in the City Clerk’s office and are incorporated herein by this reference.

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E. Regulation by Other Public Agencies. City and Developer acknowledge and agree that other governmental or quasi-governmental entities not within the control of City possess authority to regulate aspects of the development of the Property and/or the Project, and/or operation of the Cannabis Business, and that this Agreement does not limit the authority of such other public agencies. City, at Developer’s sole cost and expense, shall reasonably cooperate with Developer in Developer’s effort to obtain such permits and approvals as may be required by other governmental or quasi-governmental entities in connection with the development of, or the provision of services to, the Property and/or the Project, and/or operation of the Cannabis Business. City shall have no obligation to incur any costs, without compensation or reimbursement from Developer, or to amend any City policy, regulation or ordinance in connection therewith.

F. Development Agreement Annual Review.

1. Purpose. As required by California Government Code Section 65865.1 and Municipal Code Section 18.460.090, City and Developer shall review this Agreement and all actions taken pursuant to the terms of this Agreement with respect to the development of the Project and operation of the Cannabis Business every 12 months from the date this Agreement is recorded to determine compliance with this Agreement.

2. Conduct of Annual Review. The annual review shall be conducted as provided in this Agreement and the Development Agreement Ordinance. If the Planning Division finds and determines that Developer has not complied in good faith with the terms and conditions of this Agreement, including commitments regarding Community Benefits, a public hearing shall be held by the City Council, at which time Developer must demonstrate good faith compliance with the terms and conditions of this Agreement. The burden of proof of good faith compliance is on Developer. The City Council shall determine, upon the basis of substantial evidence, whether or not Developer has, for the time period under review, complied in good faith with the terms and conditions of this Agreement. If the City Council finds and determines, based upon substantial evidence, that Developer has complied in good faith with the terms and conditions of this Agreement during the period under review, no further action is required. If the City Council finds and determines, based upon substantial evidence, that Developer has not complied in good faith with the terms and conditions of this Agreement during the period under review, the City Council may modify or terminate the Agreement or extend the time or waive compliance upon a showing of good cause. The decision to terminate or modify the Agreement is final. As part of that final determination, the City Council may impose conditions as necessary to protect the interests of the City. The decision of the City Council shall be final and any court action or proceeding to attack, review, set aside, void, or annul any decision of the determination by the City Council shall be commenced within the time period specified in California Government Code Section 65009. The term “good faith” as used herein shall have the meaning pursuant to Government Code Section 65865.1.

3. Failure to Conduct Annual Review. Failure of City to conduct an annual review shall not constitute a waiver by the City of its rights to otherwise enforce the provisions of this Agreement nor shall Developer have or assert any defense to such enforcement by reason of any such failure to conduct an annual review.

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SECTION 4

FEES, EXACTIONS, REIMBURSEMENTS
A. Impact Fees; Exactions; Taxes and Assessments. Developer shall pay any Impact Fees in place as of the Effective Date, at the rate in effect as of the Effective Date. In addition, City may charge and Developer shall pay any new Impact Fees imposed by City, including new Impact Fees, such as sewer fees, adopted after the Effective Date, at the rate in effect at the time of payment; provided, however, City shall only require Developer to pay new Impact Fees that are uniformly applied by City to all substantially similar types of development projects and properties. Further, City may impose and Developer shall comply with any Exactions required by this Agreement and the Project Approvals. Lastly, Developer shall pay any and all taxes and assessments imposed on the Project or Property, at the rate in effect at the time of payment.

B. Processing Fees. “Processing Fees” means all fees for processing development project applications, including any required supplemental or other further environmental review, plan checking (time and materials) and inspection and monitoring for land use approvals, design review, peer review, grading and building permits, General Plan maintenance fees, and other permits and entitlements required to implement the Project, which are in effect at the time those permits, approvals or entitlements are applied for, and which are intended to cover the actual costs of processing the foregoing. Subject to Developer’s right to protest and/or pursue a challenge in law or equity to any new or increased Processing Fee, City may charge and Developer shall pay all Processing Fees, at the rate in effect as of the Effective Date, with periodic increases in accordance with City policies and procedures.

C. Other Agency Fees. Nothing in this Agreement shall preclude City from collecting fees from Developer that are lawfully imposed on the Project or Property by another agency having or asserting jurisdiction over the Project or Property, which the City is required to collect or impose.

D. Connection Fees. Subject to Developer’s right to protest and/or pursue a challenge in law or equity to any new or increased Connection Fee, City may charge and Developer shall pay any Connection Fee that is lawfully adopted.

E. Reimbursement of Annual Review/Audit, Assignment or Transfer Requests, Amendments, and Administration Costs. Developer shall reimburse City for any and all costs incurred in conducting the annual review of this Agreement including pursuant to Section 3.F, addressing any assignment or transfer requests pursuant to Section 9 (even if such request is denied), amending this Agreement pursuant to Sections 7 and/or 9, and the City’s costs in conducting an audit pursuant to Section 6.B.5. Developer shall reimburse City for City staff time incurred at City’s fully loaded actual cost, including overtime where applicable. City, in its reasonable discretion, may engage third party consultant(s) and may determine the scope of work or services to be provided by third party consultant(s) rather than City staff. Developer shall reimburse City for any and all fees, costs and expenses incurred by the City in retaining third party consultant(s), including an administrative fee of twenty percent (20%) on any and all consultant or other third party fees, costs, or expenses.

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F. Payment of Fees and Reimbursable Costs/Expenses. City shall provide Developer a copy of each invoice, bill, demand or other evidence or reasonable substantiation of City’s fees or costs incurred pursuant to this Section 4. Any payments made to City pursuant to this Section 4 shall be made through procedures established by the Director of Finance. Unless otherwise required by the Director of Finance, payments shall be made payable within thirty (30) days upon written demand by City for payment. Delinquent payments and late charges shall be assessed and shall be due to City in compliance with Section 6.B.4, set forth below.

SECTION 5

DEVELOPER COMPLIANCE WITH LAW
A. City of Concord Business License. Developer, at its expense, shall obtain and maintain a City of Concord business license at all times during the Term, and shall include a provision in all general contractor agreements for the Project requiring each such general contractor to obtain and maintain a City of Concord business license during performance of the work of construction.

B. City Cannabis License. Developer, at its sole cost and expense, shall obtain and maintain in effect a Developer Cannabis License pursuant to the Cannabis Ordinance at all times that it operates the Cannabis Business during the Term.

C. State License and Compliance with State Law. Developer shall at all times comply with state laws and regulations regarding operations of the Cannabis Business, including regulations issued and laws enforced by the California Bureau of Cannabis Control, and Child- Resistant Packaging (CRP) requirements established by the California Department of Public Health. At all times that the Cannabis Business is in operation, Developer shall maintain in effect any State Licenses or permits required by the State of California for such operation.

D. Acknowledgement of Federal Law. Developer is aware of federal laws and regulations regarding cannabis use, sale, and consumption, and acknowledges and agrees that Developer’s execution of this Agreement and operation of the Cannabis Business is at Developer’s sole risk.

E. Compliance with Terms of Licenses and Permits. At all times that the Cannabis Business is in operation, Developer shall maintain in effect and comply with the terms of all licenses, permits, and approvals required or issued by the City of Concord, including the Project Approvals, and shall comply with all local laws and regulations.

F. The foregoing are collectively referred to as “Generally Applicable Laws.”

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SECTION 6

COMMUNITY BENEFITS
A. Community Benefits. As part of the competitive selection process, Developer in its RFP response and at public hearings made voluntary commitments to provide certain Community Benefits. In consideration of the rights and benefits provided by City to Developer under this Section 6 and elsewhere in this Agreement, Developer shall provide the Community Benefits, as set forth in this Section 6 and more particularly described in Exhibit B. The Parties agree that the mutual commitments set forth this Section 6 are intended to (i) help strengthen the relationship between the Developer and members of the surrounding community, (ii) help improve public awareness and reputation of this emerging operation and new local industry, and (iii) deliver a range of community benefits for the benefit of the general public and the surrounding community.

B. Developer Contributions. The following are collectively referred to herein as “Developer Contributions.” Such contributions shall become due on the 15th of each month with regard to the prior calendar month; and shall be remitted in accordance with procedures established by the Director of Finance.

1. Cannabis Community Benefits Fund. The City shall establish a Cannabis Community Benefits Fund (“CCB Fund”) into which local cannabis businesses, the City, and others may contribute funds. Disbursement of such funds shall be pursuant to direction of City Council. Such funds shall be maintained and administered by the City in accordance with procedures established by the Director of Finance, and may be distributed through grants, direct expenditures, or other mechanisms. Expenditures of the CCB Fund are intended to advance the following community and public purposes:
i. youth drug use prevention and education efforts;
ii. drug treatment programs and mental health programs, including programs providing supervised diversion from the criminal justice system to avoid recidivism; iii. workforce development;
iv. small business assistance;
v. providing amenities for public use and enjoyment, including streetscape and sidewalk improvements and public art installations; vi. event programming and other activation of public space; and vii. improving quality of life and providing economic opportunities.

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2. Contribution Amounts.
i. CCB Fund. Developer shall contribute to the CCB Fund a percentage of Gross Revenues from the Cannabis Business, and/or specified amount, each as set forth in Exhibit B.
ii. City of Concord. Developer shall contribute to the City a percentage of Gross Revenues from the Cannabis Business, and/or specified amount, each as set forth in Exhibit B.
iii. Offset of Gross Receipts Tax. If during the Term, the City adopts a Gross Receipts tax applicable to the Cannabis Business, Developer Contributions shall offset the Developer’s liability pursuant to such Gross Receipts tax. For example, if Developer’s Gross Receipts tax liability for the Cannabis Business in a calendar year were $750,000, but Developer Contributions amounted to $300,000, then Developer’s Gross Receipts tax liability for the calendar year would be reduced to $450,000.

3. Gross Receipts/Gross Revenues Definition. For the purposes of this Agreement, the terms “Gross Receipts” and “Gross Revenues” are used interchangeably and mean, however designated, the total amount (including all receipts, charges/surcharges/line items intended to represent all or any portion of the Developer Contributions passed through to consumers or other third parties, cash, credits, services, and property of any kind or nature) received or payable for sales of goods, wares or merchandise, gains realized from trading stocks or bonds, interest discounts, rents, royalties, fees, commissions, dividends, or other remunerations, however designated, or for the performance of any act or service of any nature for which a charge is made or credit allowed (whether such service, act or employment is done as part of or in connection with the sale of goods, wares, merchandise or not), without any deduction therefrom on account of the cost of the property sold, the cost of materials used, labor or service costs, interest paid or payable, losses or any other expense whatsoever. However, the following shall not be included as Gross Receipts:
i. cash discounts where allowed and taken on sales;
ii. any tax required by law to be included in or added to the purchase price and collected from the consumer or purchaser;
iii. such part of the sale price of any property returned by purchasers to the seller as refunded by the seller by way of cash or credit allowances or return of refundable deposits previously included in gross receipts;
iv. receipts derived from the occasional sale of used, obsolete or surplus trade fixtures, machinery or other equipment used by the taxpayer in the regular course of the taxpayer's business;
v. cash value of sales, trades or transactions between departments or units of the same business located in the City; and

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vi. receipts of refundable deposits, except that such deposits when forfeited and taken into income of the business shall not be excluded when in excess of one dollar.

The intent of this definition is to ensure that in calculating the payment required under Section

6.B, all sales of cannabis products shipped through the Cannabis Business are captured, regardless of whether the product is shipped directly from the Cannabis Business to a retailer or wholesaler, or to another distribution facility that then distributes the product to the retailer or wholesaler. This definition shall therefore be given the broadest possible interpretation consistent with this intent.

4. Delinquent Amounts; Liquidated Damages. Because actual damages to compensate the City for delays in community benefits implementation would be difficult to calculate, the Parties agree to the liquidated damages provisions set forth in this Section 6.B.4. i. Liquidated damages in the amount of 10 percent of Developer Contribution will be added to any Developer Contribution that is not paid by last day of the month in which it came due. An additional liquidated damages amount of 10 percent will be added on the last day of each additional month the Developer Contribution remains unpaid, but in no case will such damages exceed 50 percent of the amount of the Developer Contribution. ii. Where the final due date for a Developer Contribution falls on a weekend or a holiday, the period prior to imposition of liquidated damages may be extended to include the next city working day.
iii. Upon documented evidence of an existing hardship that caused delay in payment of the Developer Contribution, and where there is a previous history of prompt payment, the Director of Finance may waive all liquidated damages that would otherwise have accrued as a result of a failure to pay a Developer Contribution when due. In such cases, seven percent simple interest shall be added to any Developer Contribution determined to be due and payable calculated from the day liquidated damages would have been assessed until the date of actual payment of the Developer Contribution.
iv. If Developer fails to remit all or any portion of the Developer Contribution on or before a period of 30 days following the date on which the Developer Contribution first became delinquent shall pay an additional liquidated damages amount of ten percent of the amount of the Developer Contribution, in addition to the amount of the Developer Contribution and the amount first imposed.

5. Recordkeeping. Upon written request from the City, Developer shall allow audit of records necessary to determine the amount of required contributions pursuant to this Section 6.B. At a minimum, Developer shall keep and preserve, for a period of five years after expiration of the Initial Term, First Extension Term, or Second Extension Term, whichever is later, all business records as may be necessary to determine the amount of such monies hereunder for which the Developer is liable for the collection and payment to the City. The Director of Finance, in the exercise of duties imposed by this Agreement, shall have the right to inspect such records at all reasonable times and to apply auditing procedures necessary to

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determine the amount of monies due to the City. All records which may be necessary to inspect shall be kept within the boundaries of the City or shall be produced within ten working days of written notice at the business location within the City. In the event records are not produced upon request, or such records are not reasonably able to be audited, the monies due under this Agreement, interest, and penalties will be levied based upon the City’s best estimate, taking into account any relevant information, including prior collections and remittances of monies by the Developer to the City for the Cannabis Business. Any Developer who does not produce records following written notice as set forth herein shall pay as additional liquidated damages the sum of $1,000.00 per day for each business day the records are not produced for audit.

C. City Commitments Related to Community Benefits.

1. CCB Funds. The City shall reserve and expend funds collected from various entities and sources through the CCB Fund, as described in Section 6.B.1 above.

2. Processing Applications for Project Approvals.
i. Timely Submittals by Developer. Developer acknowledges that City cannot begin processing applications for Project Approvals until Developer submits complete applications on a timely basis. Developer shall use diligent good faith efforts to:
(a) provide to City in a timely manner any and all documents, applications, plans, and other information necessary for City to carry out its obligations hereunder; and (b) cause Developer’s planners, engineers, and all other consultants to provide to City in a timely manner all such documents, applications, plans and other materials required under Applicable City Law. It is the express intent of the Parties to cooperate and diligently work to pursue and process any and all Project Approvals.
ii. Expedited Processing by City. Upon submission by Developer of all appropriate applications and Processing Fees for any pending Project Approval, City shall endeavor to promptly and expeditiously commence and complete all steps necessary to act on Developer’s currently pending Project Approval applications, including: (a) providing at Developer’s sole cost and expense, third-party consultants for planning and processing of each pending Project Approval application (Developer shall pay such costs at cost plus 20 percent for administrative costs incurred); and (b) if legally required, providing notice and holding public hearings.

D. Effectiveness and Mutual Consideration. The Parties to this Agreement have agreed to terms of this Section 6 for their mutual benefit and agree that the terms of this Section 6 are material to this Agreement and are valid and mutually effective consideration for each party’s respective commitments. If this Agreement is found by a court of competent jurisdiction to be an invalid exercise or application of Government Code Section 65864 et seq. or is otherwise found ineffective or impermissible by a court of competent jurisdiction, the Parties’ respective commitments set forth in this Section 6 shall continue in effect as contractual commitments voluntarily entered into by the Parties, regardless of the effectiveness of other terms of the Agreement.

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SECTION 7

AMENDMENT OF AGREEMENT AND PROJECT APPROVALS
A. Amendment by Written Consent. Except as otherwise expressly provided herein (including Section 7.A relating to City’s annual review and Section 3.F relating to termination in the event of a Default), this Agreement may be terminated, modified or amended only by mutual written consent of the Parties hereto or their successors in interest or assignees and in accordance with the provisions of Government Code Sections 65967, 65867.5 and 65868.

B. Major Amendments. Any amendment to this Agreement which affects or relates to: (a) the Term (except as provided in Section 2.B); (b) permitted uses of the Property; (c) provisions for the reservation or dedication of land; (d) conditions, terms restrictions or requirements for subsequent discretionary actions; (e) the density or intensity of the use of the Property or the maximum height or size of proposed buildings; or (f) terms of Section 6 (Community Benefits); shall be deemed a “Major Amendment” and shall require giving of notice and a public hearing before the Planning Commission and City Council. Any amendment that is not a Major Amendment shall be deemed a “Minor Amendment” and shall not, except to the extent otherwise required by Applicable City Law, require notice of public hearing before the Parties may execute an amendment hereto. The City Manager, in his or her sole discretion, shall have the authority to determine if an amendment is a Major Amendment or a Minor Amendment.

C. Minor Amendment. The City Manager or designee shall have the authority to review and approve Minor Amendments.

D. Requirement for Writing. No modification, amendment, or other change to this Agreement or any provision hereof shall be effective for any purpose unless specifically set forth in a writing which refers expressly to this Agreement and is signed by duly authorized representatives of the Parties or their successors in interest.

E. CEQA Review. Developer agrees and acknowledges that additional CEQA review may be legally required for certain discretionary Project Approvals. The City, at Developer’s sole cost and expense, shall endeavor to conduct such CEQA review promptly and expeditiously. Developer agrees and acknowledges that the Project shall be subject to any and all mitigation measures adopted in connection with such CEQA review and the provisions of any Mitigation and Monitoring Plan. Further, if the CEQA review requires an Environmental Impact Report and the City determines that a Statement of Overriding Considerations is required for Developer to move forward with the Project Approval, the City reserves its absolute discretion to consider adoption of the findings required by CEQA and the Statement of Overriding Considerations. If the City does not adopt the Statement of Overriding Considerations, Developer may choose to modify its Project and submit an amended application or may terminate this Agreement upon written notice to City.

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SECTION 8

INSURANCE, INDEMNITY AND COOPERATION IN THE EVENT OF

LEGAL CHALLENGE
A. Insurance Requirements. As required by Cannabis Ordinance Section

5.80.080(m), Developer shall, at its own expense, procure and maintain in full force at all times during the Term the following insurance:

1. Commercial General Liability Coverage. Developer shall maintain at all times commercial general liability providing coverage at least as broad as ISO CGL Form 00 01 on an occurrence basis for bodily injury, including death, of one or more persons, property damage and personal injury with limits of not less than $2,000,000 per occurrence and comprehensive automobile liability (owned, non-owned, hired) providing coverage at least as broad as ISO Form CA 00 01 on an occurrence basis for bodily injury, including death, of one or more persons, property damage and personal injury, with limits of not less than $2,000,000. The commercial general liability policy shall provide contractual liability, shall include a severability of interest or equivalent wording, shall include an endorsement that specifies the insurance coverage afforded to the City shall be primary and noncontributory, and shall name the city, its officials and employees as additional insured. Failure to maintain insurance as required herein at all times shall be grounds for suspension of the Developer Cannabis License immediately and, ultimately, revocation.

2. Automobile Liability Coverage. Developer shall maintain automobile liability insurance covering all vehicles used in the performance of this Agreement providing a one million dollar ($1,000,000) combined single limit per occurrence for bodily injury, personal injury, and property damage.

3. Professional Liability Coverage (Errors and Omissions). Developer shall maintain professional liability insurance with coverage for all negligent errors, acts or omissions committed by Developer, its agents and employees in the performance of this Agreement. The amount of this insurance shall be not less than one million dollars ($1,000,000) on a claims made annual aggregate basis or a combined single limit per occurrence basis.

4. Compliance with State Workers’ Compensation Requirements. Developer covenants that it will insure itself against liability for Workers’ Compensation pursuant to the provisions of California Labor Code Section 3700, et seq. Developer shall, at all times, upon demand of the City, furnish proof that Workers’ Compensation Insurance is being maintained by it in force and effect in accordance with the California Labor Code. The insurer shall also agree to waive all rights of subrogation against the City, its officers, officials, employees and volunteers for losses arising from work performed by Developer for City. This provision shall not apply upon written verification by Developer that Developer has no employees.

5. Other Insurance Provisions. Developer shall ensure that the policies satisfy the following provisions:
i. Additional Insured. City, its officers, agents, employees, and volunteers are to be covered as an additional insured as respects: Liability arising out of activities

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performed by or on behalf of Developer and operations of Developer, premises owned, occupied, or used by Developer. The coverage shall contain no special limitations on the scope or protection afforded to City, its officers, officials, employees, or volunteers. Except for worker’s compensation and professional liability insurance, the policies mentioned in this subsection shall name City as an additional insured and provide for notice of cancellation to City. Developer shall also provide timely and prompt notice to City if Developer receives any notice of cancellation or nonrenewal from its insurer.
ii. Primary Coverage. Developer’s insurance coverage shall be primary insurance with respect to City, its officers, officials, employees, and volunteers. Any insurance, risk pooling arrangement, or self-insurance maintained by City, its officers, officials, employees, or volunteers shall be in excess of Developer’s insurance and shall not contribute with it.
iii. Reporting Provisions. Any failure to comply with the reporting provisions of the policy shall not affect the coverage provided to the City, its officers, officials, employees, or volunteers.
iv. Verification of Coverage. Developer shall furnish City with certificates of insurance and the original endorsements effecting coverage required by this Agreement. The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The aforementioned policies shall be issued by an insurance carrier having a rating of Best A-7 or better which is satisfactory to the City Attorney and shall be delivered to City at the time of the execution of this Agreement or before work commences. Such policies and certificates shall be in a form approved by the City Attorney. City reserves the right to require complete certified copies of all required insurance policies at any time.

B. Indemnity and Hold Harmless. Developer shall indemnify, defend (with counsel reasonably acceptable to City) and hold harmless City Parties from and against any and all Claims (state or federal), including Claims for any bodily injury, death, or property damage, resulting directly or indirectly from, arising out of, or connected in any way with the Property, the development or construction of the Project by or on behalf of Developer, the operation of the Cannabis Business, third party Claims, and/or from any other acts or omissions of Developer under this Agreement, whether such acts or omissions are by Developer or any of Developer’s contractors, subcontractors, agents, or employees, except to the extent such Claims arise from the sole or gross negligence or willful misconduct of City or City Parties. In addition, the waivers, releases, and indemnification commitments set forth in Exhibit E of Developer’s competitive selection application regarding eligibility for application for a Developer Cannabis License, “City of Concord Limitations on City’s Liability and Certifications, Assurances, and Warranties” shall apply. This Section 8.B shall survive expiration or other termination of this Agreement.

C. Defense and Cooperation in the Event of a Litigation Challenge. At Developer’s sole cost and expense, City and Developer shall cooperate in the defense of any court action or proceeding instituted by a third party or other state or federal governmental entity or official challenging the validity of any provision of this Agreement, or the Project Approvals (for

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purposes of this section, a “Litigation Challenge”). To the extent Developer desires to contest or defend such Litigation Challenge, Developer shall take the lead role defending such Litigation Challenge and shall indemnify, defend (with legal counsel reasonably acceptable to the City Attorney) and hold harmless, City Parties, from and against any and all Claims raised in connection with the Litigation Challenge. City may, in its sole discretion, elect to be separately represented by the legal counsel of its choice in any such action or proceeding with the reasonable costs of such representation to be paid by Developer, in which case Developer shall reimburse City, within ten (10) business days following the date of City’s written demand therefor (City may make multiple demands from time to time during the course of such Litigation Challenge), all actual costs incurred by City in connection with the Litigation Challenge, including City’s fully loaded administrative, legal, expert, witness, consultant, and court costs and City Attorney oversight expenses. Developer shall indemnify, defend, and hold harmless City Parties from and against any and all Claims, including attorneys’ fees awarded under Code of Civil Procedure Section 1021.5, assessed or awarded against City by way of judgment, settlement, or stipulation. Any proposed settlement of a Litigation Challenge shall be subject to City’s approval not to be unreasonably withheld, conditioned or delayed. If the terms of the proposed settlement would constitute an amendment or modification of this Agreement or any Project Approval, the settlement shall not become effective unless such amendment or modification is approved by City, and City reserves its full legislative discretion with respect thereto. If Developer opts not to contest or defend such Litigation Challenge, City shall have no obligation to do so. This Section 8.C shall survive expiration or other termination of this Agreement.

SECTION 9

RESTRICTIONS ON TRANSFER, ASSIGNMENT
A. Personal Relationship. Developer’s personal relationship, involvement, history with, and connection to, the Concord community, Community Benefit commitments, and Developer structure (including the owners, members, and entities comprising Developer, their respective ownership percentages, and any Developer parent company/ies) are a material reason City selected Developer pursuant to the RFP process. Because of that particular importance of Developer to operation of the Cannabis Business and development of the Property, certain restrictions on the right of Developer to transfer or assign its interest under this Agreement, ownership or control of the Cannabis Business (including through acquisition or merger), interest in the Property, or rights under licenses, permits, or approvals required or granted by the City (including the Project Approvals), in whole or in part, for any reason, without consent of the City, are material to this Agreement and are necessary in order to assure the achievement of the goals, objectives and public benefits of the Project and this Agreement. Developer accepts the restrictions set forth in this Section 9 as reasonable and as a material inducement for City to enter into this Agreement.

B. Restriction on Transfer or Assignment. Developer shall not transfer or assign its interest under this Agreement, or its ownership or control of the Cannabis Business, or its interest in the Property, or its rights under licenses, permits, or approvals required or granted by

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the City (including the Project Approvals), in whole or in part, for any reason, without the express written consent of the City, which may shall be granted or , withheld, or conditioned at the sole discretion of the CityChief of Police. Any transfer or assignment of the Developer Cannabis License is also subject to the requirements of the Cannabis Ordinance.

C. Notice and Consent. Developer shall provide City with 60 days prior written notice of any desired assignment or transfer, together with supporting documentation sufficient to allow City to analyze the effects of the proposed assignment or transfer. The Chief of Police, on behalf of the City, shall determineThe City Council, at a public meeting, shall consider whether the proposed assignment or transfer: is consistent with Section 9.A above; complies with the Project Approvals, the Cannabis Ordinance, and the Municipal Code; and would be to a proposed assignee or transferee with Suitable Financial Qualifications and Experience; and shall grant, withhold, or condition consent to such assignment or transfer. Any assignment or transfer of interests without the express written consent of the City shall constitute a Default, subject to immediate termination, including any transfer as a matter of law due to foreclosure or some other event. Any assignment or transfer approved by City shall require the assignee or transferee to become subject to all of the terms and conditions of this Agreement, including any commitment to enter into a labor peace agreement, and Developer and such assignee or transferee shall execute such documents as City determines necessary or desirable in connection therewith. The City Manager is hereby authorized to execute any and all documentation necessary or desirable to effect such assignment or transfer, to the extent consistent with the Chief of Police determination, and subject to City Attorney approval.

D. Developer shall bear all associated costs and expenses pursuant to Section 4.

SECTION 10

MORTGAGEE PROTECTION
A. Mortgagee Protection. Neither entering into this Agreement nor a breach hereof shall defeat, render invalid, diminish or impair the lien of any Mortgage made in good faith and for value. Nothing in this Agreement shall prevent or limit Developer, at its sole discretion, from granting one or more Mortgages encumbering all or a portion of Developer’s interest in the Property or portion thereof or improvement thereon as security for one or more loans or other financing, but all of the terms and conditions contained in this Agreement shall be binding upon and effective against and shall run to the benefit of Mortgagee who acquires title or possession to the Property, or any portion thereof, by foreclosure, trustee’s sale, deed in lieu of foreclosure or otherwise. Developer shall provide the City with a copy of the deed of trust or mortgage within 10 days after its recording in the official records of Contra Costa County; provided, however, that Developer’s failure to provide such document shall not affect any Mortgage, including the validity, priority or enforceability of such Mortgage.

B. Mortgagee Not Obligated. No Mortgagee (including one who acquires title or possession to the Property, or any portion thereof, by foreclosure, trustee’s sale, deed in lieu of foreclosure or otherwise) shall have any obligation to construct or complete construction of improvements, or to guarantee such construction or completion; provided, however, that a

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Mortgagee shall not be entitled to devote the Property to any use except in full compliance with this Agreement and the other Project Approvals nor to construct any improvements thereon or institute any uses other than those uses or improvements provided for or authorized by this Agreement, or otherwise under the Project Approvals. Except as otherwise provided in this Section, all of the terms and conditions contained in this Agreement and the other Project Approvals shall be binding upon and effective against and shall run to the benefit of any person or entity, including any Mortgagee, who acquires title or possession to the Property, or any portion thereof.

C. Notice of Default to Mortgagee. If City receives a notice from a Mortgagee requesting a copy of any Notice of Default given Developer hereunder and specifying the address for service thereof, then City shall use its diligent, good faith efforts to deliver to such Mortgagee, concurrently with service thereon to Developer, any Notice of Default given to Developer. Each Mortgagee shall have the right during the same period available to Developer to cure or remedy, or to commence to cure or remedy, the event of Default claimed or the areas of noncompliance set forth in City’s Notice of Default. If a Mortgagee is required to obtain possession in order to cure any Default, the time to cure shall be tolled so long as the Mortgagee is attempting to obtain possession, including by appointment of a receiver or foreclosure, but in no event may this period exceed 120 days from the date the City delivers the Notice of Default to Developer.

D. No Supersedure. Nothing in this Section 10 shall be deemed to supersede or release a Mortgagee or modify a Mortgagee’s obligations under any subdivision or public improvement agreement or other obligation incurred with respect to the Project outside this Agreement, nor shall any provision of this Section 10 constitute an obligation of City to such Mortgagee, except as to the notice requirements of Section 10.C.

E. Estoppel Certificate. Developer or Mortgagees may, at any time, and from time to time, deliver written notice to the City requesting the City to certify in writing that: (a) this Agreement is in full force and effect; (b) this Agreement has not been amended or modified or, if so amended or modified, identifying the amendments or modifications; and (c) Developer is not in Default of the performance of its obligations, or if in Default, to describe therein the nature and extent of any such Defaults. Developer shall pay, within 30 calendar days following the date of City’s invoice, the actual costs incurred, expended, or otherwise borne by City in connection with its review of the proposed estoppel certificate, including the actual costs incurred, expended, or otherwise borne by the City Attorney’s Office in connection therewith. The City Manager shall be authorized to execute any certificate requested by Developer hereunder. The form of estoppel certificate shall be in a form reasonably acceptable to the City Attorney. The City Manager shall endeavor to execute and return such certificate within 45 days or as soon as reasonably practicable following Developer’s request therefor. Developer and City acknowledge that a certificate hereunder may be relied upon by tenants, transferees, investors, partners, bond counsel, underwriters, bond holders and Mortgagees. Notwithstanding anything in any estoppel certificate to the contrary no estoppel certificate shall waive or amend, and no estoppel certificate shall be deemed to waive or amend, any of the provisions of this Agreement, it being understood and agreed that all of the rights of the Parties under this Agreement are hereby expressly

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reserved, and it being further understood that this Agreement shall control in the event of any conflict between this Agreement and any estoppel certificate.

SECTION 11
DEFAULT; REMEDIES; TERMINATION
A. Breach and Default. Subject to a Permitted Delay or by mutual consent in writing, and except as otherwise provided by this Agreement, breach of, failure, or delay by either Party to perform any term or condition of this Agreement shall constitute a “Default.” In the event of any alleged Default of any term, condition, or obligation of this Agreement, the Party alleging such Default shall give the defaulting Party notice in writing specifying the nature of the alleged Default and the manner in which the Default may be satisfactorily cured (“Notice of Default”). The defaulting Party shall cure the alleged Default within 30 days following receipt of the Notice of Default, provided, however, if the nature of the alleged Default is non- monetary and such that it cannot reasonably be cured within such 30-day period, then the commencement of the cure within such time period, and the diligent prosecution to completion of the cure within six months thereafter, provided that if the cure is not diligently prosecuted to completion within six months, then no additional cure period shall be provided. If the alleged Default is cured within the time provided above, then no Default shall exist and the noticing Party shall take no further action to exercise any remedies available hereunder. If the alleged Default is not cured, then a Default shall exist under this Agreement and the non-defaulting Party may exercise any of the remedies available under this Agreement.

B. Withholding of Permits. In the event of a Default by Developer, or following Notice of Breach to Developer pursuant to Section 11.A above and during the cure period provided therein, upon a finding by the City Manager that Developer is in breach, the City shall have the right to revoke or refuse to issue any permit or Project Approval relating to the Project or the Cannabis Business until such Default is cured. This provision is in addition to and shall not limit any actions that City may take to enforce the conditions of the Project Approvals.

C. Termination. In the event of a Default by Developer, in addition to the right to terminate under Section 3.F.2, the City shall have the right to terminate this Agreement upon giving notice of intent to terminate pursuant to Government Code Section 65868. Following notice of intent to terminate, the matter shall be scheduled for consideration and review in the manner set forth in Government Code Section 65867. Following consideration of the evidence presented in said review before the City Council, the City may give written notice of termination of this Agreement to the Developer, and may revoke or refuse to issue any permit or Project Approval relating to the Project or the Cannabis Business. Developer expressly waives any right to revocation hearings or similar process(es) regarding such permits or Project Approvals, and shall not contest or oppose revocation thereof, or termination of this Agreement, including pursuant to the Development Agreement Statute. In the event of a Default by City, Developer may terminate this Agreement upon written notice to City.

D. Specific Performance for Violation of a Condition. If City issues a Project Approval pursuant to this Agreement in reliance upon a commitment by Developer that a

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specified condition shall be satisfied in the future, and if Developer then fails to satisfy such condition, City shall be entitled to specific performance for the purpose of causing Developer to satisfy such condition, including taking action to revoke such Project Approval. Developer expressly waives any right to revocation hearings or similar process(es) regarding such permits or Project Approvals, and shall not contest or oppose revocation thereof.

E. Legal Actions.

1. Institution of Legal Actions; Venue. In addition to any other rights or remedies and subject to the limitation of damages in Section 11.G, a Party may institute legal action to cure, correct or remedy any Default, to enforce any covenants or agreements herein, to enjoin any threatened or attempted violation thereof, or to obtain any other remedies consistent with the purpose of this Agreement. Any such legal action shall be brought in the Superior Court for Contra Costa County, California, except for actions that include claims in which the Federal District Court for the Northern District of the State of California has original jurisdiction, in which case the Northern District of the State of California shall be the proper venue.

2. Governing State Law. This Agreement shall be construed in accordance with the laws of the State of California, without reference to its choice of law provisions.

3. Acceptance of Service of Process. In the event that any legal action is commenced by Developer against City, service of process on City shall be made by personal service upon the City Clerk or in such other manner as may be provided by law. In the event that any legal action is commenced by City against Developer, service of process on Developer shall be made by personal service upon the individual identified in Section 12.E (Notice; To Developer) as “Agent for Service of Process” and whom Developer hereby represents and warrants is Developer’s registered agent for service of process, or in such other manner as may be provided by law.

F. Rights and Remedies Are Cumulative. The rights and remedies of the Parties are cumulative, and the exercise by a Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same Default or any other Default by the other Party, except as otherwise expressly provided herein.

G. Limitation of Damages/No Damages. In no event shall a Party, or its boards, commissions, officers, agents or employees, or any City Parties, be liable in damages, including actual, consequential or punitive damages, for any Default under this Agreement. It is expressly understood and agreed that the sole legal remedy available to a Party for a breach or violation of this Agreement by the other Party shall be an action in mandamus, specific performance, or other injunctive or declaratory relief to enforce the provisions of this Agreement by the other Party, or to terminate this Agreement. This limitation on damages shall not preclude actions by a Party to enforce payments of monies or the performance of obligations requiring an obligation of money from the other Party under the terms of this Agreement including obligations to pay attorneys’ fees, and obligations to advance monies or make financial contributions. Refund or reimbursement of contributions made by Developer to the CCB Fund pursuant to Section 6.B is not an available remedy. In connection with the foregoing provisions, each Party acknowledges,

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warrants and represents that it has been fully informed with respect to, and represented by counsel of such Party’s choice in connection with, the rights and remedies of such Party hereunder and the waivers herein contained, and after such advice and consultation has presently and actually intended, with full knowledge of such Party’s rights and remedies otherwise available at law or in equity, to waive and relinquish such rights and remedies to the extent specified herein, and to rely to the extent herein specified solely on the remedies provided for herein with respect to any Default of this Agreement by the other Party. By waiving and relinquishing rights and remedies hereunder regarding Claims both known and unknown, Developer expressly waives on behalf of itself and its successors and assigns any rights under California Civil Code Section 1542, which provides:

"A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS

THAT THE CREDITOR DOES NOT KNOW OR SUSPECT TO

EXIST IN HIS OR HER FAVOR AT THE TIME OF

EXECUTING THE RELEASE, AND THAT, IF KNOWN BY

HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS

OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED
PARTY."

Developer Initials
H. Surviving Provisions. In the event this Agreement is terminated, the obligations of Developer set forth in this Section shall survive expiration or other termination of this Agreement.

SECTION 12

GENERAL PROVISIONS
A. Covenants Binding on Successors and Assigns and Run with Land. Except as otherwise more specifically provided in this Agreement, this Agreement and all of its provisions, rights, powers, standards, terms, covenants and obligations, shall be binding upon the Parties and their respective successors (by merger, consolidation, or otherwise) and assigns, and all other persons or entities acquiring the Property, or any interest therein, and shall inure to the benefit of the Parties and their respective successors and assigns, as provided in Government Code Section 65868.5. All references to Parties or entities in this Agreement refer to successors and assigns of such Parties or entities.

B. Recordation. The City Clerk shall record this Agreement in the Official Records of Contra Costa County no later than 10 days after the City enters into this Agreement.

C. Recordkeeping. Upon written request from the City, Developer shall allow inspection of records sufficient to determine compliance with Developer’s obligations under this Agreement, including audit of records necessary to determine such compliance. Developer shall maintain and provide information requested by the City as necessary to determine compliance

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with all terms of this Agreement. Project Approvals, and related laws, regulations, licenses, and permits.

D. Nondiscrimination. City, Developer, and all contractors and service contractors shall refrain from discrimination or harassment based on race, ethnicity, national origin, gender, sexual orientation, age, religion, disability, veteran status, or any other basis prohibited by law, in all activities in furtherance of or on site of work performed in relation to the Project and the Cannabis Business. Such entities shall take active steps to ensure that all On-Site activities are conducted without discrimination or harassment on these bases, by all employees and representatives.

E. Notice. Any notice, demand or request which may be permitted, required or desired to be given in connection herewith shall be given in writing and directed to City and Developer as follows:

If to the City: City of Concord
City Clerk
City of Concord
1950 Parkside Drive
Concord, CA 94519
Telephone: (925) 671-3390
with a copy to:

City of Concord
City Attorney
City of Concord
1950 Parkside Drive, M/S/ 08
Concord, CA 94519
Telephone: (925) 671-3160
If to Developer: Coastal Retail Concord , LLC
Myles Peck
819 Reddick St., reet, Suite D
Santa Barbara, CA 93103
Telephone: (310) 729-6241
additional with a
copy to
Developer’s Agent
for Service of
Process:

Coastal Retail Concord, LLC
Cameron Gharabiklou
819 Reddick Street, Suite D
Santa Barbara, CA 93103
Telephone: (___) ___-____619) 861-2702
Notices are deemed effective if delivered by certified mail, return receipt requested, or commercial courier, or personal delivery, with delivery to be effective upon verification of receipt. Any Party may change its respective address for notices by providing written notice of such change to the other Parties.

Formatted: Space Before: 0 pt

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Development Agreement

F. Permitted Delays. Performance by either Party of an obligation hereunder shall be excused during any period of Permitted Delay. “Permitted Delay” means mean delay beyond the reasonable control of a Party caused by: (a) calamities, including earthquakes, floods, and fire; (b) civil commotion; (c) riots or terrorist acts; (d) strikes or other forms of material labor disputes; (e) shortages of materials or supplies; or (f) vandalism. A Party’s financial inability to perform or obtain financing or adverse economic conditions generally shall not be grounds for claiming a Permitted Delay. The Party claiming a Permitted Delay shall notify the other Party of its intent to claim a Permitted Delay, the specific grounds of the same and the anticipated period of the Permitted Delay within 30 business days after the occurrence of the conditions which establish the grounds for the claim. If notice by the Party claiming such extension is sent to the other Party more than 30 days after the commencement of the cause, the period shall commence to run only 30 days prior to the giving of such notice. The period of Permitted Delay shall last no longer than the conditions preventing performance. In no event shall any Permitted Delay extend the Term.

G. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.

H. Waivers. Notwithstanding any other provision in this Agreement, any failures or delays by any Party in asserting any of its rights and remedies under this Agreement shall not operate as a waiver of any such rights or remedies, or deprive any such Party of its right to institute and maintain any actions or proceedings which it may deem necessary to protect, assert or enforce any such rights or remedies. A Party may specifically and expressly waive in writing any condition or breach of this Agreement by the other Party, but no such waiver shall constitute a further or continuing waiver of any preceding or succeeding breach of the same or any other provision. Consent by one Party to any act by the other Party shall not be deemed to imply consent or waiver of the necessity of obtaining such consent for the same or similar acts in the future.

I. Construction of Agreement. All Parties have been represented by counsel in the preparation and negotiation of this Agreement, and this Agreement shall be construed according to the fair meaning of its language. The rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be employed in interpreting this Agreement.

Unless the context clearly requires otherwise: (a) the plural and singular numbers shall each be deemed to include the other; (b) the masculine, feminine, and neuter genders shall each be deemed to include the others; (c) “shall,” “will,” or “agrees” are mandatory, and “may” is permissive; (d) “or” is not exclusive; (e) “includes” and “including” are not limiting; and (f) “days” means calendar days unless specifically provided otherwise.

J. Headings. Section headings in this Agreement are for convenience only and are not intended to be used in interpreting or construing the terms, covenants, or conditions of this Agreement.

K. Severability. Except as set forth in Section 6.D, if any term or provision of this Agreement, or the application of any term or provision of this Agreement to a specific situation,

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is found to be invalid or unenforceable, in whole or in part for any reason, the remaining terms and provisions of this Agreement shall continue in full force and effect unless an essential purpose of this Agreement would be defeated by loss of the invalid or unenforceable provisions, in which case any Party may terminate this Agreement by providing written notice thereof to the other Party. The Parties hereby agree that the Parties’ mutual commitments set forth in Section 6 are material terms of this Agreement, advancing essential purposes of this Agreement, which would be defeated if Section 6 were found invalid or unenforceable in whole or in part.

L. Time is of the Essence. Time is of the essence in satisfaction of terms of this Agreement.

M. Signatures. The individuals executing this Agreement represent and warrant that they have the right, power, legal capacity, and authority to enter into and to execute this Agreement on behalf of and bind the respective legal entities of Developer and City with their signatures.

N. Entire Agreement. This Agreement (including all recitals and all exhibits attached hereto, each of which is fully incorporated herein by reference), integrates all of the terms and conditions mentioned herein or incidental hereto, and constitutes the entire understanding of the Parties with respect to the subject matter hereof, and all prior or contemporaneous oral agreements, understandings, representations and statements, and all prior written agreements, understandings, representations, and statements are terminated and superseded by this Agreement. This Section 12 does not affect the validity of terms of licenses, permits, or regulations, as established over time.

O. Recordation of Termination. Upon termination, expiration, or amendment of this Agreement, a written statement acknowledging such action shall be recorded by City in the Official Records of Contra Costa County.

P. City Approvals and Actions. Whenever a reference is made herein to an action or approval to be undertaken by City, the City Manager or designee is authorized to act on behalf of City, unless specifically provided otherwise or the context requires otherwise.

Q. Negation of Partnership. The Parties specifically acknowledge that the Project and the Cannabis Business are private initiatives, that no Party to this Agreement is acting as the agent of any other in any respect hereunder, and that each Party is an independent contracting entity with respect to the terms, covenants and conditions contained in this Agreement. None of the terms or provisions of this Agreement shall be deemed to create a partnership between or among the Parties in the businesses of Developer, the affairs of the City, or otherwise, or cause them to be considered joint venturers or members of any joint enterprise.

R. No Third Party Beneficiaries. This Agreement is made and entered into for the sole protection and benefit of the signatory Parties and their successors and assigns, including Mortgagees. No other person shall have any right of action based upon any provision in this Agreement.

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S. Exhibits. The following exhibits are attached to this Agreement and are hereby incorporated herein by this reference for all purposes as if set forth herein in full:

Exhibit A: Property Legal Description

Exhibit B: Community Benefits

Exhibit B-1: Neighborhood Compatibility Plan

[signatures follow on next page]

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Development Agreement

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the Effective Date.

CITY:

CITY OF CONCORD, a municipal corporation

By:

Valerie J. Barone, City Manager
[Signature must be notarized]
ATTEST:

By:

Joelle Fockler, MMC, City Clerk

APPROVED AS TO FORM:

By:

Susanne Brown, City Attorney

DEVELOPER:

COASTAL RETAIL CONCORD, LLC

By:

Name:

Its:

By:

Name:

Its:
[Signatures must be notarized]

Exhibit A
Property Legal Description

EXHIBIT A

LEGAL DESCRIPTION

THE LAND REFERRED TO HEREIN BELOW IS SITUATED IN THE CITY OF CONCORD,

IN THE COUNTY OF CONTRA COSTA, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:

PARCEL ONE:

PORTION OF THE RANCHO MONTE DEL DIABLO, DESCRIBED AS FOLLOWS:

BEGINNING ON THE NORTHWEST LINE OF WILLOW PASS ROAD, IN THE CITY OF

CONCORD, COUNTY OF CONTRA COSTA, STATE OF CALIFORNIA, AT THE

SOUTHWEST LINE OF THE PARCEL OF LAND DESCRIBED AS PARCEL ONE IN THE

DEED FROM CONCORD INVESTMENTS TO CONTRA COSTA SAVINGS AND LOAN ASSOCIATION, DATED NOVEMBER 2, 1961, AND RECORDED NOVEMBER 17, 1961 IN BOOK 3997 OF OFFICIAL RECORDS, AT PAGE 268; THENCE FROM SAID POINT OF BEGINNING SOUTH 59º 24’ 50" WEST, ALONG SAID NORTHWEST LINE, TO THE

NORTHEAST LINE OF THE PARCEL OF LAND DESCRIBED AS PARCEL ONE IN THE DEED FROM CONCORD INVESTMENTS TO CLARENCE J. GARIBOTTI, ET AL., DATED AUGUST 6, 1962, AND RECORDED AUGUST 10 1961 IN BOOK 4179 OF OFFICIAL RECORDS, AT PAGE 774; THENCE NORTH 30º 38í 15" WEST, ALONG SAID NORTHEAST LINE 354.96 FEET TO THE SOUTHWEST LINE OF SALVIO STREET; THENCE ALONG THE SOUTHWEST AND SOUTHEAST LINE OF SALVIO STREET SOUTH 66º 36í 30" EAST, 53.98 FEET AND NORTH 59º 24’ 30" EAST, 95.86 FEET TO THE SOUTHWEST LINE OF SAID CONTRA COSTA SAVINGS AND LOAN ASSOCIATION PARCEL (3997 OR 268); THENCE SOUTH 30º 35í 30" EAST, ALONG SAID SOUTHWEST LINE, 301.32 FEET TO THE POINT OF BEGINNING.

PARCEL TWO:

THE RECIPROCAL PARKING RIGHTS AND EASEMENTS IN COMMON CREATED AS AN APPURTENANCE TO PARCEL ONE ABOVE, BY THE FOLLOWING INSTRUMENTS:

(A) GRANT OF EASEMENTS AND PARKING AGREEMENT BY CONCORD

INVESTMENTS, A CORPORATION, ARTH UR WEISBERG, ET UX, AND ERICKSON, PHILLIPS, AND WEISBERG, A CORPORATION, DATED MAY 23, 1956 AND RECORDED JUNE 15, 1956, IN BOOK 2788, OF OFFICIAL RECORDS, AT PAGE 386.

(B) AGREEMENT NO. 2 BY CONCORD INVE STMENTS, A CORPORATION, ARTHUR

WEISBERG, ET UX, AND ERICKSON, PHIL LIPS AND WEISBERG, A CORPORATION

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Development Agreement

Confidential and Privileged
DATED MAY 23, 1956 AND RECORDED JUNE 15, 1956 IN BOOK 2788 OF OFFICIAL RECORDS, AT PAGE 408.

(C) AGREEMENT NO. 3 BY CONCORD INVESTMENTS, A CORPORATION, ARTHUR

WEISBERG, ET UX, AND ERICKSON, PHILLIPS AND WEISBERG, A CORPORATION, DATED JUNE 14, 1956 AND RECORDED JUNE 15, 1956 IN BOOK 2788 OF OFFICIAL RECORDS, AT PAGE 434, TOGETHER

WITH ALL OF THE RIGHTS, POWERS, PRIVILEGES AND BENEFITS CREATED IN

REFERENCE TO PARCEL ONE ABOVE BY SAID INSTRUMENTS AND WHICH

INSTRUMENTS COVER CERTAIN REAL PROPERTY KNOWN AS THE CONCORD

SHOPPING CENTER AND MORE PARTICULARLY
DESCRIBED THEREIN.

PARCEL THREE:

A NON-EXCLUSIVE PERPETUAL EASEMENT , AS AN APPURTENANCE TO PARCEL

ONE ABOVE DESCRIBED, FOR WALKWAYS AND INGRESS AND EGRESS OF

PEDESTRIANS ON , OVER AND ACROSS THAT CERTAIN PARCEL OF REAL

PROPERTY SITUATE, LYING AND BEING IN THE CITY OF CONCORD, COUNTY OF CONTRA COSTA, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: BEGINNING AT

A POINT ON THE SOUTHEASTERLY LINE OF SALVIO STREET, DISTANT THEREON SOUTH 59º 24í 30" WEST 204.623 FEET FROM THE POINT OF INTERSECTION WITH THE

SOUTHEASTERLY LINE OF SALVIO STREET AND THE NORTHWESTERLY PRODUCTION OF THE NORTHEASTERLY LINE OF LOT 31 AS SAID LOT IS SHOWN ON MAP ENTITLED "MIRA VISTA TERRACE", WHICH MAP WAS FILED IN THE OFFICE OF

THE RECORDER OF THE COUNTY OF CONTRA COSTA, STATE OF CALIFORNIA, ON APRIL 6, 1949, IN BOOK 37 OF MAPS AT PAGE 13; RUNNING THENCE SOUTH 30º 35í 30" EAST 135.73 FEET THENCE SOUTH 59º 24í 30" WEST 14.917 FEET; THENCE NORTH 30º 35í 30" WEST 135.73 FEET TO THE SOUTHEASTERLY LINE OF SAID SALVIO STREET; THENCE NORTH 59º 24í 30" EAST ALONG SAID SOUTHEASTERLY LINE

14.917 FEET TO THE POINT OF BEGINNING.

APN 126-360-006

3 Exhibit B
Community Benefits
In consideration of the rights and benefits provided by City to Developer as set forth in the Agreement, Developer shall provide the following Community Benefits. The Parties acknowledge and agree that this Exhibit B is simply a summary of the Community Benefits identified in Developer’s RFP response. “Developer’s RFP response” means Developer’s written response to the RFP, Developer’s presentation to the City Council at the public meeting dated May 26 2021, and oral representations made at such City Council meeting. City has the right, but not the obligation, to enforce some or all provision of Developer’s RFP response. In the event of any conflict between the two, the more stringent provision (as determined by the City Manager) shall control. In the event of an omission from this summary, the RFP Response shall control. A redacted version of Developer’s RFP response is available at the following link:
https://www.cityofconcord.org/DocumentCenter/View/6227/Coastal-PDF-File-7-Responses-to- Evaluation-Criteria-A-thru-F_Redacted. Developer’s unredacted RFP response is maintained in the offices of the City of Concord City Clerk, 1950 Parkside Drive MS/03, Concord, CA 94519, and may be requested subject to certain restrictions under the California Public Records Act.

Capitalized terms used herein are as defined in Section 1 of the Agreement, and “Coastal” and “Developer” are used interchangeably herein.

I. Developer Contributions. As of commencement of Cannabis Business operations:

A. Developer shall contribute the greater of the following amounts to the City’s CCB Fund, on an annual basis: (i) one percent (1%) of Developer’s Cannabis Business Gross Revenues; or (ii) $20,000.

B. Developer shall contribute to the City five percent (5%) of Developer’s Cannabis Business Gross Receipts on an annual basis.

C. Such contributions shall be paid monthly and shall become due on the 15 th of each
month with regard to the prior calendar month; and shall be remitted in accordance with procedures established by the Director of Finance.

II. Committed Volunteer Time.

A. Developer shall provide at least four (4) volunteer hours per On-Site employee each month together with twelve (12) hours collectively for the three (3) Cannabis Business Owners each month (those figures will change if the number of Cannabis Business Owners changes). Volunteer hours shall be provided to directly aid, participate in, or assist with sponsored activities, non-profits, or community-based organizations, and/or and civic or social services with preference to those in or serving Concord and/or Contra Costa County. Such volunteer hours shall be provided beginning upon Developer’s commencement of Cannabis Business operations and continue each month thereafter. Such volunteer hours shall be provided

4 free of charge to the nonprofit organization, and all On-Site employees shall be compensated by Developer at their normal pay rate for time spent providing such volunteer hours.

B. At least twice a year, Coastal employees shall also participate in a required Community Engagement training that highlights Concord organizations and campaigns, and the volunteering opportunities available for employees to choose from each month.

C. Developer shall measure or track the amount of volunteer hours expended by its employees at each respective organization on a quarterly basis, and shall present these findings to the City as part of Developer’s Annual Review Report to the City (Agreement Section 3.F).

III. Labor and Social Diversity.

A. Labor Peace Agreement. Coastal has entered into a Labor Peace Agreement with United Food and Commercial Workers Union Local 5 on September 23, 2020, and agrees to abide to all of the terms of such Labor Peace Agreement and any amendments thereto.

B. Local Recruitment and Hiring Practices.

1. Developer is an Equal Opportunity Employer and shall actively develop a diverse candidate pool for each open role within the organization. Coastal shall prioritize the hiring of local, diverse talent, and shall ensure its employees represent individuals from various racial, ethnic and cultural backgrounds, as well as women, military veterans, and individuals who represent the same diverse backgrounds, from hourly employees through the Management Team.

Coastal shall endeavor to hire 90% of candidates directly from the Concord and the broader Contra Costa region.

2. Developer shall follow and adhere to the Job Creation and Recruitment process as set forth in its RFP response, Section 2.2 (Benefits for Underrepresented Within Community), including outreach to community liaisons and partners, local community colleges and universities (such as Diablo Valley College, and Cal State East Bay Concord), and the Greater Concord Chamber of Commerce Job Postings Board regarding employment opportunities with Developer. Developer shall also participate in local career and education fairs, such as the Diversity Career Group’s East Bay area job fairs. Developer shall formally begin recruitment and hiring efforts within 60-90 days of anticipated opening day in order to have sufficient time to complete job training and proficiency testing.

C. Coastal Cares Nonprofit Partnership Program. Within sixty (60) days of licensure, Coastal shall formally launch the Concord-centric iteration of its Coastal Cares Nonprofit Partnership Program (Coastal Cares). Coastal Cares shall proactively engage with the community of Concord by:

1. Contributing funds to organizations and initiatives in and around Concord;

2. Building a bridge between Coastal employees and the Concord community by developing and sustaining regular, unique volunteering opportunities; and Formatted: Indent: Left: 0", First line: 0.94"

5 3. Participating in formal and informal conversations with community stakeholders to ensure Coastal truly understands Concord’s needs and the ways in which Coastal can continue to provide meaningful support.

D. Concord Supplier Program. Coastal shall endeavor to support underrepresented individuals in Concord by purchasing products, supplies and/or services from small, diverse local businesses within the community. Coastal shall also join, support and/or participate in local organizations and associations working to advance underrepresented individuals within Contra Costa County.

E. Employee Workplace Re-Entry Hiring Program.

1. Coastal has partnered with San Francisco-based 70MillionJobs.com, which is a national organization that connects employers with incarcerated individuals seeking employment and funnels all job listings through the 70 Million Jobs portal.

2. Coastal shall endeavor to hire a minimum of 30% of its employees from communities and groups most impacted historically by The War on Drugs.

F. Employment Transition Services. Developer shall work with the City of Concord through its Coastal Cares’ nonprofit partners to provide direct assistance to those who are experiencing homelessness as well as those neighbors who are transitioning into the workforce.

Developer’s Management Team agrees to partner with City policymakers and California’s Housing and Homelessness Committee in order to best address the issue through the lens of job creation as well as financial and volunteer support.

G. Living Wage. Developer shall follow and adhere to the commitments as set forth in Section 2.4 (Living Wage), by ensuring that hourly wages do not fall below $18.00 per hour and that full-time exempt employees’ salaries do not fall below $37,440 per year.

H. Summary of Healthcare and Other Employee Benefits Packages.

1. Developer shall follow and adhere to the commitments as set forth in Section 2.42 (Summary of Healthcare and Other Employee Benefits Packages), including offering its full-time salaried and full-time hourly employees, paid volunteer days, paid time off (PTO), paid holidays, paid sick days, health insurance, long and short-term disability insurance, life insurance, dental and vision insurance, and stipends and incentives for gym memberships, carpooling, and commuting via local transportation.

2. Developer agrees to establish an Employee Cannabis Education Fund to empower employees to see further education through conferences and courses focused on cannabis industry skill development, and shall establish an internal Training Plan and Program for onboarding its employees. In addition, Developer agrees to commit $10,000 in initial funding to establish a Concord Cannabis Apprenticeship program in the City.

6 IV. Neighborhood Compatibility Plan.

Developer shall follow and adhere to the Neighborhood Compatibility Plan (redacted version attached hereto as Exhibit B-1) submitted as part of Developer’s RFP response, including the designation of a Community Relations Officer, who shall be responsible for addressing and mitigating any complaints from the public, customers, and businesses with respect to the Cannabis Business or the Property. As part of Developer’s Annual Review Report to the City (Agreement Section 3.F), Developer shall provide written records or documentation regarding any complaints made to Developer, the interactions between Developer and complainants, and any resolution or mediation thereof.

V. Annual Review Report to City.

In an addition to any reporting requirements described in the Agreement (Section 3.F) and above, Developer agrees to include findings, information, or data to demonstrate its compliance with Exhibit B (“Community Benefits”) as described above in Developer’s Annual Review Report to the City.

Formatted: Keep with next

7 Exhibit B-1
Neighborhood Compatibility Plan

Attachment 4

From: Pat Taylor <[email protected]>
Sent: Tuesday, January 25, 2022 11:19 AM
To: Brown, Susanne <[email protected]>; City Clerk <[email protected]> Subject: PUBLIC COMMENT FOR 01/25/21 CITY COUNCIL MEETING - PLEASE READ ALOUD

PLEASE READ ALOUD

Dear Council,
I am opposed to the application of Coastal Cannabis at the Concord Park n Shop.

The properties at the Concord Park n Shop were part of a "pay to play" scheme involving a landowner and two city council members during the city's cannabis retail admission process.

The landowner, Keith Burkes, was soliciting bribe money of $50k to $100k from applicants, to be run through a construction shell company and distributed to two city council members Birsan and Alianio, in exchange for votes on their RFP submission from the two council members.

This scheme was exposed by a public comment (On page 228 of the City Council Agenda Item No. 4 from May 25, 2021 by emailer Matt Light) and confirmed by members of the cannabis community speakng amongst themselves at the local Norml cheaper in Concord.

While word is that most passed on the solicitation, the applicant on the agenda tonight is implicated in the scheme because they are in the Concord Park n Save location owned by Burkes. And the applciant Coasta is embroiled in litigation and subject to a hostile takeower/ownership change, likely as a result of their complicity and involvement in the corruption. So I am vehemently opposed to this proposal and it will be a stain on the city of concord.

The link to the news story is found
at
https://www.independent.com/2021/10/06/coastal-dispensary-purchased-for-56- million/

Thank you for taking my comments.

Sincerely
Pat Taylor
'55

Benched Correspondence
Agenda Item No. 6.a
January 25, 2022

From: Jim Araby <[email protected]>
Sent: Monday, January 24, 2022 3:25 PM
To: Concord City Council <citycouncil@cityofc oncord.org> Subject: Cannabis: Coastal License
Importance : High

Dear City Council

I am writing to inform you that UFCW Local 5 has been in discussions with Coastal Dispensary, LLC about the concerns raised by our local union in a letter that was dropped to the city’s planning commission. The union is withdrawing its opposition we registered in the letter to the planning commission and feels comfortable with the good faith effort put forward by Coastal with regard to the union’s concerns in the letter. Please contact me if you have any questions.

Thank you

James Araby
Director of Strategic Campaigns
UFCW 5
[C] (510) 599-0488
[O} (925) 269-2419

Coastal Retail Concord LLC
Storefront Retail
Michael Hart, Assistant Planner
City Council
January 25, 2022

Location
2 Address: 1847 Willow Pass Road
APN: 126-360-006
General Plan: Downtown Mixed
Use (DTMU)
Zoning: Downtown Mixed Use
(DMX)

Summary
• Background
• Project Summary
• Planning Commission Meeting
• Administrative Permit
• Design and Site Review
• Development Agreement
• Recommendation
3

Background
• May 26, 2020: Council adopts cannabis ordinance.
• July 28, 2020: Council approved the competitive selection process. • October 5, 2020: Request for Proposals (RFP) issued; 14 storefront retail proposals received.
• May 25 and 26, 2021: Council interviews retail storefront applicants, picking three to continue through the licensing and land use process. 4

Background
• July 29, 2021: Coastal submits applications.
• November 5, 2021: Coastal submits revised plans for their proposed tenant space.
• November 29, 2021: Coastal’s application is deemed complete. • December 15, 2021: Coastal’s application is heard by the Planning Commission.
5

Project Summary
• Administrative Permit, Design and Site Review, and a
Development Agreement.
• Tenant Space: 4,100 square foot; located in Park & Shop. • Improvements to the interior; minor improvements to exterior. 6

12/15 Planning Commission Meeting
• Action: Recommendation for approval.
• Concerns highlighted by the Planning Commission
• Potential ownership change
• Labor Peace Agreement
• Employee benefits
7

Administrative Permit
• Conditions of Approval
• Hours of operation
• Security Plan
• Odor control and waste management
• Neighborhood Compatibility Plan
8

Elevation – Existing (North View)
9

Elevation – Proposed (North View)
10

Elevation – Existing (West View)
11

Elevation – Proposed (West View)
12

Landscaping – Existing (Willow Pass)
13

Design and Site Review Findings
• Proposed improvements are consistent with the General Plan.
• Complies with the DMX development standards,
Downtown Specific Plan, and the Park & Shop Design
Guidelines and Master Sign Program.
• Design enhances character of Park & Shop.
14

Development Agreement
• Term: Five years, automatic two-year extension;
discretionary five-year extension.
• Annual Developer Contributions:
• One Percent of Gross Revenues; or $20,000 (whichever is greater) to Cannabis Community Benefit Fund.
• Five Percent of Gross Revenues towards General Fund.
• Volunteer Hours:
• Four volunteer hours per on-site employee, 12 hours collectively for the three business owners, each month.
15

Development Agreement – Continued
• Labor and Social Diversity:
• Labor Peace Agreement with United Food and Commercial Workers Union Local 5.
• Prioritize hiring of local and diverse employees.
• Provide a livable wage (minimum $18/hour, or $37,440 for salaried).
• Neighborhood Compatibility:
• Adhere to the Neighborhood Compatibility Plan.
• Includes complaint mitigation, community engagement, and partnership with existing Concord businesses.
16

Development Agreement – Applicable Laws
• Provides vested rights to the applicant for land use
regulations and City cannabis rules.
• Any new laws restricting the sale of cannabis accessories or prohibiting the operation of cannabis businesses would not apply to this business.
17

Development Agreement Findings
• Consistent with the General Plan and Downtown Specific Plan.
• Complies with the DMX Zoning District.
• Will not be detrimental to the health, safety, and general welfare of the residents of the City.
• Will not adversely affect the development of property or the preservations of property values.
18

Recommended Action

1. Adopt Resolution approving an Administrative Permit and Design and Site Review.

2. Introduce an Ordinance approving and adopting a
Development Agreement for a cannabis storefront retail
business located at 1847 Willow Pass Road.
19

Questions?
20