120 East Cotati Avenue Disposition &
Development Agreement (DDA)
Project History
March 1, 2022: Northbay Housing filed an SB 35 development application proposing to develop a 5-story, 60-foot tall, 70-unit multi-family housing project on the site. “By right” and out of step with community desires.
December 12, 2023: City Council directed staff to initiate purchase of the property at 120 E. Cotati Avenue with funding sourced from the Affordable Housing Fund, requiring project to be affordable.
February 13, 2024: City Council determined that the property at 120 E.
Cotati Avenue was “exempt surplus land”
March 21, 2024: Request for qualifications issued to over 170 entities Project History
April 30, 2024: City staff received a Developer Qualification Statement from Freebird Development LLC, which was very well qualified.
June 25, 2024: City Council authorized entering into an Exclusive Negotiating Agreement (ENA) with Freebird Development LLC to develop a 100% affordable housing project on the city owned parcel.
September 18, 2024: City staff and the development team hosted a noticed community engagement meeting at City Hall with about a dozen local residents attending.
November 20, 2024: A second noticed community engagement meeting was held at City Hall, with similar attendance.
Project History
December 10, 2024: Project was presented to the City Council at the regular public meeting to get feedback on the results of the community meetings, including design preferences.
August 18, 2025: Project was presented to the Planning Commission at the regularly public meeting to get feedback on the results of the community meetings, including design preferences.
August 26, 2025: City Council received a presentation on the project to provide feedback on PC recommendations and for staff to finalize discussions regarding the DDA.
Proposed Project
• Project site: Three city-owned contiguous parcels that occupy approximately 0.86 acres.
• Proposed 77,500-square-foot, three-story building with 44 residential rental units, including studios and one-, two-, and three-bedroom units. • Approximately 3,850 square feet of ground floor retail/commercial space and amenities.
• Property management and social services offices, a common laundry room, a community room, and a landscaped second-story courtyard with seating and a playground.
• Served by an enclosed ground-level parking garage with 54 vehicle spaces and 46 bicycle spaces.
Proposed DDA Terms
• The DDA runs through project certificate of completion, or December 31, 2032, whichever occurs first (Section 2.1).
• The DDA is subject to early termination for default if certain milestones are not met, as laid in the Schedule of Performance (Exhibit B). • All 43 units (excluding the manager’s unit) are restricted to households earning up to 80% of median income for Sonoma County, in accordance with the Regulatory Agreement (Exhibit D) for a term of 55 years. • It is subject to a variety of conditions of approval via the DDA, as discussed during public meetings (Exhibit E).
• Freebird will be required to pay Prevailing Wage to contractors and subcontractors, which includes apprentices and payments towards health care, retirement, etc. (Section5.4).
Proposed DDA Terms
• Sale closes once a variety of conditions are met, including City review and approval of the financing plan and determination that the Project is ready for construction within 60 days.
• Project construction to be complete within 36 months
• Freebird will provide lease space to the City for cellular facilities at no cost, but will not be responsible for any required infrastructure and will be provided acceptable insurance and indemnification (Section 6.1b) • Freebird will coordinate with the City to lease the commercial space on La Plaza for a community serving use. The City also has the first right of refusal and right to match any lease offers on the commercial space (Section 6.1c).
Proposed DDA Terms
• Local priority list for the renters: Current residents or employees working within the City of Cotati, individuals or families with children whom attend Cotati Rohnert Park Unified School District, members of the Graton Rancheria Native American Tribe, and employees of Sonoma State University (Section 6.3)
• If either party is in default of the DDA, the non-defaulting party must provide written notice to the other party. There is a 30 day cure period. • Either party can also terminate the agreement prior to the close of escrow in the event of a failure to fulfill any conditions precedent to the close of escrow (Section 3.3).
Proposed DDA Terms
• There is a 90-day title review period (Section 2.6) and a 180-day due diligence period (Section 2.3). Freebird can terminate for title defects or upon property inspection, within the due diligence periods. • The City can terminate if Freebird attempts to assign rights, substantially change ownership, and after close of escrow if Freebird fails to commence construction, abandons or substantially suspends construction or otherwise materially breaches the agreement.
• The DDA includes a power of termination and right of reverter prior to the certificate of occupancy in certain cases (Section 7.5). However, this right would most likely be subordinated to a lender, but the affordable housing agreement would remain in effect, subject to potential subordination by HCD.
Proposed DDA Financial Terms
• Sale price is $825,000 (Section 3.1) “as-is”, to partially refund the Inclusionary Housing Fund the $1,650,000 original purchase price. Sale proceeds would be available for the production of more affordable housing units in Cotati.
• The City would waive certain impact fees. Water and sewer impact fees are not waived.
• Value of impact fees to be waived are estimated at $1,566,170. • City would waive staff time for plan check, but Freebird would pay for any third-party consultants used for permit reviews or inspections. • The total estimated city ”hard cost” contribution is $2,391,170 ($54,345 per door), needed modest local funding prerequisite for affordable.
Questions?