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Recording Requested By and
When Recorded Mail To:
City of Cupertino
Attn: City Clerk
10300 Torre Avenue
Cupertino, CA 95014
Space above for Recorder’s Use
SETTLEMENT AGREEMENT AND RELEASE
This Settlement Agreement and Release, dated July 10, 2024 (“Agreement”), is entered into by and among Vallco Property Owner LLC (“VPO”) and the City of Cupertino (“City”). VPO and the City are referred to herein as a “Party” or collectively referred to as the “Parties.”
RECITALS
A. VPO is the owner of a 50.82-acre property (“Property”) located at 10101-10330 North Wolfe Road in the City of Cupertino, more specifically described in Exhibit G; and
B. Prior to approval of the Project, as defined below, the Property was occupied by a shopping center comprised of 1,450,927 gross square feet of retail space, as depicted in Exhibit A; and
C. On September 21, 2018, the City approved an application for development of a mixed-use project on the Property under Government Code section 65913.4 (“SB 35”), hereinafter referred to as “the Approved Project”; and D. On August 20, 2019, the Cupertino City Council adopted Resolution Nos. 19-108, 19-109, and 19-110, and Ordinance Nos. 19-2187 and 19-2188 amending the City of Cupertino General Plan to alter development standards for the Property (“General Plan Amendment”); and
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E. On September 20, 2019, VPO filed a Verified Petition for Writ of Mandate in Santa Clara County Superior Court (Case No. 19CV355457) seeking to compel the City to set aside the adoption of the General Plan Amendment (“Writ Petition”); and F. On December 22, 2020, the court dismissed the Writ Petition without prejudice at VPO’s request; and
G. On June 3, 2022 and subsequently on February 16, 2024, the City approved two modifications to the Project under SB 35 (“Modified Project”). Collectively, the “Approved Project” and “Modified Project” are referred to herein as “the Project”; and
H. On March 24, 2022 and December 18, 2023, VPO submitted to the City requests for waiver of any below market rate housing mitigation fee (“BMR Fee”) applicable to the Project, pursuant to Section 2.3.3(D) of the BMR Housing Mitigation Program Procedural Manual.
I. The Project is subject to certain “fees,” as defined in Government Code section 66000(b), charged by the City in connection with approval of the Project for the purpose of defraying all or a portion of the cost of public facilities related to the Project (“Impact Fees”), and is further subject to parkland dedication requirements and/or fees regulated under the Quimby Act, Government Code section 66477 (“Parkland Dedication Fee”); and
J. VPO disputes the validity of the Impact Fees and Parkland Dedication Fee imposed on the Project in whole or in part; and
K. On August 15, 2022, the Parties entered into a Tolling Agreement that tolled the statute of limitations for certain challenges to Impact Fees and Parkland Dedication Fee imposed on the Project, which, as amended, remains in effect and tolls the statute of limitations on those claims through July 31, 2024; and L. On May 14, 2024, the Cupertino City Council adopted Resolution No. 24-039, approving the 2023-2031 Housing Element (“6th Cycle Housing Element”) and making General Plan amendments in connection with the same. The 6th Cycle Housing Element identifies the Project as a “pipeline” project based on its currently approved entitlement to construct 2,669 units (890 of which would be affordable to lower-income households); and
M. The Parties wish to resolve their disputes regarding the General Plan Amendment and regarding Impact Fees, Parkland Dedication Fees, and other fees that may be imposed on the Project.
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Now therefore, with reference to the foregoing recitals, which are incorporated into this Agreement, and for good and valuable consideration, the sufficiency of which is hereby acknowledged, the Parties agree as follows.
AGREEMENT
Section 1. Incorporation of Recitals. The foregoing Recitals are incorporated as if set forth fully herein as material terms of this Agreement.
Section 2. Term. This Agreement shall remain valid for the earlier of the following:
a period of 20 years, or until the expiration of VPO’s September 21, 2018 SB 35 entitlement for the Project, as has been or may be modified under Government Code section 65913.4 (“Term”). In the event the final building permit for the Project has not been issued within 20 years of the Effective Date, the Parties shall negotiate in good faith to extend the Term of the Agreement.
Section 3. Impact Fees.
(a) Transportation Impact Fee. VPO shall pay a Transportation Impact Fee (“TIF”) based on the trips generated by the Project, as may be modified, utilizing the per trip fee set by the fee schedule in place at the time of payment. The TIF shall be calculated according to the methodology set forth in Exhibit B to this Agreement (“TIF Methodology”), consistent with the findings of the City’s August 2017 Transportation Impact Fee Nexus Study. As specified in more detail in Exhibit B, the TIF Methodology calculates the trip generation based on the Project’s program and sets a per unit and per square foot fee based on the adjusted trip generation rate for the program, as it may be modified. VPO shall receive credit against the assessment of the TIF for the demolition of 1,450,927 gross square feet of retail space, and shall be entitled to exhaust the full amount of this credit before any TIF payment is due.
(b) Master Storm Drain Area Fee. VPO shall pay the Master Storm Drain Area Fee set forth in the fee schedule prior to the issuance of each building permit for vertical construction based on the fee schedule in place at the time of payment. VPO shall receive credit for the developed area of the former Vallco shopping mall according to the methodology and subject to the requirements set forth in Exhibit C to this Agreement (“Storm Drain Fee Methodology”) and shall be entitled to exhaust the full amount of this credit before a Master Storm Drain Area Fee payment is due. Although the Master Storm Drain Area Fee is due at each core and shell building permit, VPO may elect to pay the entire Master Storm Drain Area Fee up front. If VPO elects to make this early payment and the Project is subsequently abandoned, any new project shall receive credit for the
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Master Storm Drain Area Fee that has been paid that was in excess of what was owed at the time of payment.
(c) Zoning/Planning Municipal Code Fee. In lieu of payment of any Zoning/Planning Municipal Code Fee (aka Long-Range Planning Fee) (“Planning Impact Fee”) due for construction of the Project and subject to City Council approval pursuant to Section 6 of this Agreement, VPO agrees to fund future long range planning activities conducted by the City that have a substantial nexus to the Project site, including without limitation any updates to the Heart of the City Specific Plan or specific plan for an area that includes the Project site, up to a maximum amount of $500,000. VPO shall reimburse reasonable costs incurred by the City for such long-range planning activities, including without limitation consultant costs and staff time. VPO shall provide such reimbursement within sixty (60) days of notice from City, which such notice shall include reasonable documentation that applicable long term planning costs have been incurred.
If VPO makes this payment, and the Project is subsequently abandoned or the entitlement expires, if a future new project is assessed a Planning Impact Fee, it shall receive credit against any future Impact Fees that may be imposed for construction on the Property based on any payment already made on a pro rata basis. For example, if the Project is abandoned after it is 20% built, then a new project shall receive a credit of $400,000 on any new Planning Impact Fee.
Section 4. Benefit Payments.
(a) VPO shall, in consideration of the release set forth herein, make payments to the City in the amount of $4,442 per market rate dwelling unit and $12.31 per gross square foot of office constructed (“Benefit Payments”), as the Project may be modified.
Gross square foot of office shall be measured based on the “floor area” definition in the Cupertino Municipal Code, except that it shall not double count interior building area above fifteen feet in height between any floor level and the ceiling above. (b) The Parties agree that in the event that Impact Fees or Parkland Dedication Fee owed by the Project increase by an amount greater than the applicable inflationary index, or in the event that the City adopts any new Impact Fees that are not addressed by this Agreement, then the Benefits Payments shall be reduced in an amount equivalent to such increase(s), new fee(s), or both, as applicable. If existing Impact Fees are increased greater than the applicable inflationary index, the Benefits Payments shall only be reduced at the time that the credit has been exhausted and payment of the increased or new Impact Fee is due. The intent of the Parties of this subsection is to maintain a predictable total payment and timing of such payment by the Project of Impact Fees and Benefits Payments and to avoid future disputes regarding the imposition or payment of
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Impact Fees. The Parties agree to make adjustments to the Benefits Payments as necessary to reflect that intent.
(c) Benefits Payments shall be paid at the time of each core and shell building permit; provided, however, that if any state law allows that payment of Impact Fees be deferred until the time of the issuance of a certificate of occupancy, VPO may defer the payment of Benefits Payments until the issuance of the certificate of occupancy. (d) The City shall use Benefit Payments to fund transportation improvement or maintenance projects, affordable housing (as defined in the City’s Below Market Rate Housing Mitigation Procedures Manual, as may be amended from time to time), or parkland acquisition or improvements.
(e) The amount of Benefit Payments shall be adjusted annually on July 1 based on the Consumer Price Index– San Francisco Area (“CPI”) published by the U.S. Bureau of Labor Statistics, or a successor index in the event that publication of the CPI ceases. In no circumstance shall the annual adjustment exceed five percent.
Section 5. Timing of Payments. Impact Fees imposed under this Agreement shall become due and payable, less any applicable credits, upon issuance of each core and shell building permit for non-residential uses, and upon issuance of certificates of occupancy for residential uses, or as otherwise required under state law, based on, as applicable, the trips generated, market rate units, and/or square footage of approved construction resulting from or permitted by each building permit. VPO may elect to pay Impact Fees for residential uses at core and shell building permit.
Section 6. Waiver of Planning and BMR Fees.
(a) Within 30 days of the execution of this Agreement, the City Attorney shall request that the City Council waive any applicable Planning Impact Fee, waive any BMR Fee applicable to the Project, and waive any BMR Fee applicable to any modified SB 35 Project that would otherwise be due during the Term of the Agreement, unless a BMR Fee would be due under the methodology set forth in Exhibit D to this Agreement (“BMR Housing Mitigation Fee Methodology”), as further described in Section 6(c), below. Upon the City Council’s approval of the Impact Fee waivers described in this Section 6(a), VPO’s compliance with the requirements of Sections 3 through 6 of this Agreement shall satisfy the requirement to pay all Impact Fees owed by the Project, which are specifically defined as the Transportation Impact Fee, the Master Storm Drain Area Fee, the Planning Fee, and the BMR Fee. Nothing in this Agreement shall prevent the City from assessing any lawfully imposed fee not expressly identified in this Section or in Section 7, and nothing
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in this Agreement shall prevent VPO from contesting the imposition any such new fee as set forth in Section 16 (Release of City).
(b) If the City Council declines to approve a waiver of any applicable Planning Impact Fee or BMR Fee, this Agreement shall be null and void; in such case, the Parties shall negotiate in good faith to amend the Agreement and to extend the Tolling Agreement referenced in Recital J.
(c) In the event of a subsequent SB 35 modification to the Project within the Term of this Agreement, the modification shall be evaluated for impact on the demand for lower income housing based on the methodology set forth in Exhibit D, where such BMR Fee Methodology calculates the net induced demand for lower income housing based on the induced demand rates found in the Non-Residential Jobs-Housing Nexus Analysis prepared for the City by Keyser Marston Associates, Inc. (“Nexus Study”), dated April 2015. VPO shall pay any BMR Fee due under the BMR Fee Methodology prior to the issuance of each core and shell building permit for non-residential uses, based on the fee schedule in place at the time of payment.
Section 7. Parkland Dedication and Private Open Space.
(a) City agrees that based on the Project program as approved, the Project yields a parkland demand of 9.61 acres, as calculated based on the City’s requirement of three acres of park per 1,000 residents and the average household size of 1.8 person per multifamily unit. When calculating this requirement, it is the policy of the City that any BMR units are not subject to the parkland dedication requirements. The parkland requirements reflected in this Section 7 are for the proposed Project as of the date of this Agreement, and the Parties acknowledge that parkland acreage requirements may change if the Project land uses are modified.
(b) VPO shall receive credit against the Parkland Dedication Fee for the dedication of up to 4.805 acres of private open space, subject to compliance with the requirements of Municipal Code Chapter 13.08 in effect at the time Project application was submitted, including the required optional and mandatory elements for private open space set forth in Municipal Code section 13.08.080. The mandatory element of a turfed playfield may be provided in areas dedicated to the public, including as depicted in Exhibit E to this Agreement (“Public Parkland and Open Space”). (c) The City agrees that the 7.48 acres of public parkland as shown in Exhibit E is approved for dedication as public parkland as described in subsection (a) above, subject to the terms of this Section 7. VPO may elect to dedicate less than 7.48 acres, if the public park dedication and the private open space include a total of 9.61 acres with no
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more than 50% of such acreage provided as private open space. As the Project progresses, if the parkland and private open space do not satisfy the parkland requirement for the Project as completed through that particular phase, but additional parkland and/or private open space will be provided at a later phase, VPO may provide security, such as a performance bond, letter of credit or other form of security acceptable to the City in the amount of what Parkland Dedication Fee would have been for the outstanding parkland.
The security shall be released upon satisfaction of the parkland requirement for which it is being provided. If the Project at completion or expiration of the entitlement, as it may have been modified, includes less than the total parkland required (up to 50% of which may be private open space), then the shortfall shall be satisfied by payment of the applicable Parkland Dedication Fee.
(d) In the event of a subsequent SB 35 modification to the Project within the Term of this Agreement, and where such modification includes material changes to the size, location, or configuration of the public parkland as shown in Exhibit E, the City’s evaluation of the modified public parkland shall take into consideration the City’s adopted policies and strategies favoring dedication of parkland, including the policies outlined in this subsection below. Based on these principles that favor dedication of parkland over payment of fees and that seek to minimize the burdens of parkland fees on residential development, the Parties shall work together in good faith with the mutual objective of dedicating sufficient public parkland and private open space to fully offset any Parkland Dedication Fee. The City’s review of a modified public parkland strategy shall implement the direction in SB 35 to not exercise discretion in a way that inhibits, chills, or precludes the Project. The City’s policies and strategies favoring dedication of parkland include the following:
(i) General Plan Strategy RPC-2.1.1 favoring dedication of parkland over payment of in-lieu fees (“New developments, in areas where parkland deficiencies have been identified, should be required to dedicate parkland rather than paying in-lieu fees”), where General Plan Table RPC-2 identifies “Area M” in which the Property is located as an area within the City where new parks should be developed;
(ii) General Plan Policy LU-19.1.8 imposing specific open space requirements within the Property (“Open space in the form of a central town square on the west and east sides of the district interspersed with plazas and “greens” that create community gathering spaces, locations for public art, and event space for community events”);
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(iii) Housing Element Strategy HE-2.3.7 establishing that the City will offer incentives to facilitate affordable housing development, including waiver of parkland dedication fees;
(iv) Housing Element Strategy HE-2.3.9 setting forth policy considerations allowing for privately owned publicly accessible open space areas, or allowing parkland credit for pedestrian connections and trails; and (v) Housing Element Strategy HE-3.3.5 committing the City to reducing constraints on residential development, including through providing open space credits for higher-density residential projects.
(e) All public improvements shall be provided for in a Subdivision Improvement Agreement in a form substantially similar to that required by the City in connection with comparable development projects.
(f) The Parties shall negotiate and record a public access easement and maintenance agreement that provides for public access to all public parkland and the turfed playfield required under section 13.08.080, the latter of which shall be maintained as publicly accessible private open space. The agreement shall provide that VPO will maintain all public parkland and publicly accessible private open space to a standard acceptable to the City, in its reasonable exercise of discretion. If VPO fails to maintain public parkland or publicly accessible private open space to the maintenance standards specified in the public access easement and maintenance agreement, the City shall have the right, but not the obligation, to enter the easement for purposes of maintenance or repair of the facilities, subject to the reasonable notice and cure periods described in Section 12, below, or as otherwise mutually agreed by the Parties. The public access easement and maintenance agreement shall further document the Parties’ respective rights and obligations with respect to the management and programming of public parkland and publicly accessible private open space. The agreement shall run with the land and be binding on VPO successors and assignees.
(g) Satisfaction of VPO’s obligations under this Agreement shall satisfy VPO’s requirements to provide at least 4.805 acres of public parkland and up to 4.805 acres of private open space, which shall be credited against any Parkland Dedication Fee otherwise owed by the Project. In the event of a subsequent SB 35 modification to the Project within the Term of this Agreement, and where such modification(s) results in additional requirements for the dedication of parkland, the City agrees that the additional
2.675 acres of public parkland (totaling 7.48 acres) shall be credited against any Parkland Dedication Fee that would otherwise be owed by the Project.
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(h) By executing this Settlement Agreement, the City acknowledges and confirms that the Director of Community Development, as the City official designated with approval authority for purposes of SB 35, approves the dedication of public parkland and approves credit against Parkland Dedication Fees for private open space under Chapter 13.08 of the Cupertino Municipal Code, provided that the Settlement Agreement remains in effect.
Section 8. Housing Element Designation.
(a) The City hereby makes and affirms the following findings regarding the Property as true and correct statements for the duration of its 6th Cycle Housing Element period:
(i) The City is relying on the Property to meet its regional housing needs allocation (“RHNA”) for lower- and above-moderate income housing; (ii) The Property is identified in the 6th Cycle Housing Element as a site suitable and available for the development of housing for very low, low-, or moderate-income households (as that term is defined under Government Code section 65589.5(h)(3);
(iii) The Property’s density as specified in the Housing Element is 35 dwelling units per acre; and
(iv) That each of the above statements set forth in (i) through (iii) are applicable to the entirety of the Property.
(b) The City agrees that it shall evaluate any subsequent SB 35 modification applications to the Project or other qualifying proposals for development on the Property consistent with the findings set forth in subsection (a), inclusive, above and the requirements of Government Code section 65589.5(d)(5), and subject to the specific limitations on the City’s ability to disapprove or conditionally approve a housing development project in Government Code section 65589.5(d)(5)(A).
This Section shall survive any termination of this Agreement due to the expiration of VPO’s September 21, 2018 SB 35 entitlement for the Project.
Section 9. Annual Report. By no later than March 1 of each year during the Term of the Agreement, VPO shall submit an annual report in a format substantially similar to Exhibit F to this Agreement (“Annual Report”). The annual report shall include the following information regarding the previous calendar year and cumulative amounts since Project commencement:
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(a) Total gross square footage covered by building permit applications by occupancy;
(b) Total gross square footage covered by final certificates of occupancy by occupancy;
(c) Total number of residential units that received certificates of occupancy based on affordability level; and
(d) Total amount of Impact Fees and Benefit Payments paid by VPO.
Section 10. Indemnity. VPO shall indemnify, defend (with counsel reasonably acceptable to the City), and hold the City harmless from and against any and all claims or causes of action and in any all proceedings resulting or arising from or in any way connected with the Agreement. The City and VPO shall cooperate in the defense of any third-party challenge of the Agreement or to any subsequent entitlements or post- entitlement permits issued by the City. VPO shall reimburse the City’s reasonable costs related to any such claim or cause of action and indemnify, defend, and hold harmless the City from any damages, including attorneys’ fees, awarded. Any proposed settlement of any such claim or cause of action shall be approved by both the City and VPO, each in its reasonable discretion.
Section 11. Covenant Running with Land; Recordation of Agreement. This Agreement shall be binding upon and shall inure to the benefit of the Parties and the Parties’ successors and shall be binding upon and shall inure to the benefit of the Parties’ officers, officials, and agents acting in their official capacity; provided, however, that if a portion of the Property is transferred, such successor shall only be responsible for payment of the Impact Fees and Benefit Payments and dedication of public parkland or private open space associated with such transferred parcel. After the Impact Fees and Benefit Payments associated with a transferred parcel are paid and any required dedication of parkland is conveyed to the City, the City shall execute a release of this Agreement, in a form that is mutually acceptable to the Parties and/or their respective successors in interest, that shall be recorded against the parcel or parcels that satisfied such obligations. The provisions of this Agreement shall be covenants running with the land. Its provisions shall be binding, to the fullest extent permitted by law and equity, for the benefit and in favor of, and be enforceable by, the City, its successors and assigns, against VPO, its successors and assigns, and every successor in interest to the subject Property, or any part of it or any interest in it and any party in possession or occupancy of the Property or any part of it or any interest in it. Further, the benefits of this Agreement shall extend to VPO, its successors and assigns, and every successor in interest to the Property, or any part of it or any interest in it and any party in possession or occupancy
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of the Property or any part thereof. Upon the execution of this Agreement, VPO shall record the Agreement with the Santa Clara County Clerk-Recorder’s Office.
Section 12. Breach or Default. Upon the occurrence of a breach of this Agreement, the Party alleging the breach shall promptly provide written notice to the defaulting Party. The defaulting Party shall cure the breach within 30 days of delivery of notice of the breach. If a dispute arises regarding the interpretation of the Agreement, the Parties shall meet and confer in good faith to resolve their dispute. Nothing in this Section shall limit the Parties’ remedies in law or equity in the event of a breach of this Agreement.
Section 13. Transfer or Assignment. The Agreement shall be executed and entered into by the City and VPO. VPO’s rights and obligations under this Agreement may not be transferred or assigned without the written consent of the City, which shall not be unreasonably withheld; provided, however, VPO may transfer or assign its rights and obligations under this Agreement to an entity that is directly or indirectly under common ownership or control with VPO, provided that at the time of such transfer or assignment no event has occurred that, with notice and opportunity to cure, would constitute an event of default by VPO under the Agreement. The City may refuse to give consent only if, in light of the proposed transferee’s reputation and financial resources, such transferee would not, in the City’s reasonable opinion, be able to perform the obligations proposed to be assumed by such transferee. The City’s determination of whether to give consent shall be made within thirty (30) days of notice requesting consent, and if consent is withheld, the City shall state the rationale in writing. Failure to provide consent in writing within this time period shall be deemed consent.
Section 14. Attorneys’ Fees and Costs. Except as provided in Section 9, the Parties understand and agree that each Party shall bear its own attorneys’ fees and costs incurred, and hereby waive and release each other from any claims for attorneys’ fees and/or costs incurred in connection with this Agreement, the Property, or any action arising from the Agreement or the Property.
Section 15. Release of VPO. Excepts as otherwise expressly provided herein, the City and each of its officials, representatives, officers, directors, managers, employees, agents, contractors, affiliates, successors, assigns, creditors, heirs, executors, and administrators, hereby release and forever discharge VPO, and each of its partners, members, officers, managers, employees, agents, contractors, affiliates, successors, assigns, creditors, attorneys, heirs, executors, and administrators, specifically including Sand Hill Property Company, from any and all claims for damages, equitable relief, actions for a writ of mandate, demands, causes of action, damages, liabilities, and obligations, of whatever description or nature, arising out of, directly or indirectly, or relating in any manner to this Agreement, the Property, or any action related to the CDJ
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If to the City: City Attorney
City Attorney’s Office
10300 Torre Avenue
Cupertino, CA 95014
[email protected]
If to VPO: Vallco Property Owner LLC
c/o Sand Hill Property Company
2600 El Camino Real, Suite 410
Palo Alto, CA 94306
[email protected]
Any Party may change the address stated herein by giving notice in writing to the other Parties, and thereafter notices shall be addressed and transmitted to the new address.
Section 19. General Provisions.
(a) Nothing contained herein shall be construed as an admission or acknowledgment of any fact, legal issue, claim, or defense on the part of any Party; any such interpretation of this Agreement is hereby expressly disclaimed. (b) The heading titles for each section of this Agreement are included only as a guide to the contents and are not to be considered as controlling, enlarging, or restricting the interpretation of the Agreement.
(c) Each Party to this Agreement has had an opportunity to review the Agreement, confer with legal counsel regarding the meaning of the Agreement and negotiate revisions to the Agreement. Accordingly, neither party shall rely upon Civil Code section 1654 to interpret any uncertainty in the meaning of the Agreement. (d) This Agreement shall be governed by the laws of the State of California.
Any suit, claim, or legal proceeding of any kind related to this Agreement shall be heard and filed in a court of competent jurisdiction in the County of Santa Clara. (e) This Agreement contains all the representations and the entire agreement and understanding among the Parties with respect to the subject matter hereof, and supersedes all prior understandings, agreements (whether written, verbal, implied, or otherwise) and communications with respect thereto. None of the terms hereof shall be amended, waived, or otherwise modified except by written instrument duly executed by the Parties.
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(f) Nothing in this Agreement, whether express or implied, is intended: (i) to confer any rights, benefits, or remedies under or by reason of this Agreement on any person or entity other than the Parties and their respective successors and permitted assigns; (ii) to relieve, terminate, or discharge any obligation or liability of any person or entity not a party to this Agreement to any Party hereto; or (iii) to give any third person or entity any right of subrogation or action against any party. (g) Each Party covenants and represents that it is fully authorized to enter into this Agreement and to carry out the obligations provided for herein. Each signatory to this Agreement represents and covenants that the signatory possesses the necessary capacity and authority to sign and enter into this Agreement and to bind the Party on whose behalf they are a signatory.
(h) If any term of this Agreement (including any phrase, provision, covenant, or condition) is held by a court of competent jurisdiction to be invalid or unenforceable, the Agreement shall be construed as not containing that term, and the remainder of this Agreement shall remain in full force and effect; provided, however, this section shall not be applied to the extent that it would expressly conflict with the terms of the Agreement (including but not limited to Section 6(b)) or result in a frustration of the Parties’ intent under the Agreement. In addition, the City and VPO shall work together in good faith to amend the Agreement in a manner that addresses any issues identified in the legal challenge and that maintains the intent of the Agreement. If the Agreement cannot be amended to reflect the intent of the Parties, either Party may terminate this Agreement. (i) This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which shall constitute one and the Agreement. Signatures provided by facsimile shall have the same force and effect as original signatures.
IN WITNESS WHEREOF, the Parties hereby agree to the full performance of the terms set forth herein.
Dated: 1- / IO 2024
Dated: --� 2024
Enclosures:
By:
Name: Chris top r D. Jens en
Its: City Attorney
V ALLCO PROPERTY OWNER LLC
By:
Name:
Its:
Exhibit A - Vallco Shopping Mall Lease Areas & Common Areas Exhibit B - Trai1sportation Impact Fee ("TIF") Methodology Exhibit C - Master Storm Drain Area Fee Methodology
Exhibit D -Below Market Rate ("BMR") Housing Mitigation Fee Methodology Exhibit E - Parkland and Open Space
Exhibit F - Annual Report
Exhibit G - Legal Description
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notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.
State of California
County of Sq,.,� C/q 'Cf
)
)
On J°u/y fO, 2,,,D2-'-f before me, krYs--f--e'1 Y:z vqrc r'c, ,a Notary Public, personally appeared Cl. rt'':J f. ft, e. r D , J01.Je,i, who proved to me on the basis of satisfactory evidence to be the person,(sf whose name(.s?.i§lare subscribed to the within instrument and acknowledged to me that he/she/they executed the same in _his/her/their authorized capacity(ips), and that by his/her/their signatu� on the instrument the person{g), or the entity upon behalf of which the person,,(s1 .... acted, executed the instrument.
I certify under PENALTY OF PERJURY w1der the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS my hand and official seal.
Signature
�--oeoooacn •1
, KIRSTEN SQUAftCIA
: Notary Public - Caltfornla
Iil : Santa Clara County _ Commi5'1on # 24315H • My Comm. Ex�im D� 19, 2026 -17-
Exhibit A – Vallco Shopping Mall Leased Areas & Common Areas Exhibit A – Vallco Shopping Mall Leased Areas & Common Areas VALLCO SHOPPING MALL - LEVEL 2
LEASED AREAS & COMMON AREAS
WOLFE ROAD
TOTAL LEVEL 2 AREA 397,436 Sq Ft
l*macys
NORTH PARKING
STRUCTURE
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Exhibit A – Vallco Shopping Mall Leased Areas & Common Areas VALLCO SHOPPING MALL - LEVEL 3
AMC LEASED AREA & COMMON AREA
l*macys
WOLFE ROAD
TOTAL LEVEL 3 AREA 125,250 Sq Ft
NORTH PARKING
STRUCTURE
m!=
L£
G
Exhibit A – Vallco Shopping Mall Leased Areas & Common Areas Exhibit B – TIF Methodology
1 Exhibit B
Transportation Impact Fee (“TIF”) Methodology
The Parties agree that the following methodol ogy shall be utilized to determine the TIF due for each phase of the Project. This methodology is consistent with the findings of the City’s Transportation Impact Fee Nexus Study , dated August 2017. As set forth in the Agreement, VPO shall first receive credit against the assessment of the TIF for the demolition of 1,450,927 gross square feet of reta il space and shall be entitled to exhaust the full amount of this credit before any TI F payment pursuant to this methodology is due.
Part I establishes the methodology for calcul ating the net trip generation based on the Project’s program, and Part II then establishe s a per unit and per square foot fee rate based on the adjusted trip generation outp uts for the Project’s proposed program, and Part III establishes the approach to calculat ing the TIF due based on the specific scope and uses of the proposed program, as specified herein. Unless expressly defined herein, all terms shall be construed according to the definitions in the Settlement and Release Agreement between Vallco Property Owner LLC and the City of Cupertino dated July 10, 2024.
PART I: CALCULATION OF NET PROJECT TRIP GENERATION
The Project’s net trip generation, yielding an adjusted PM trip rate that accounts for the Project’s trip reduction benefits, shall be calculated by utilizing the following steps and assumptions.
Step 1: Calculate daily, AM and PM vehicle trips based on all land use inputs for the proposed Project program.
When calculating daily, AM and PM vehicle trips, the following assumptions shall be utilized:
A. Land use size inputs shall be determined as follows:
i. Residential - Total unit count for both affordable and market rate units. ii. Retail - Gross square footage as defi ned by the applicable Cupertino Municipal Code, excluding any double height or parking area. iii. Office - Gross square footage as defi ned by the applicable Cupertino Municipal Code, excluding any double height or parking area.
Exhibit B – TIF Methodology
2 B. Baseline trip shall be based on the average of the ITE 11th Edition trip generation rates and Silicon Valley Office Rates, cons istent with the rates used in the Vallco Specific Plan Draft Environmental Impact Report (May 2018).
Step 2: Apply trips reductions to determine the adjusted gross trips for the proposed Project program.
To calculate the gross trips of the proposed Project program, the following trip reduction assumptions shall be utilized. Note that these reduction assumptions set forth below are dependent on the Project land use size inputs (as defined above) and shall be adjusted if Project program changes.
A. Internal capture reduction from NCHR P methodology and associated data (Version 684 dated January 2011 or newer methodologies).
B. Transportation Demand Management (TDM ) reductions shall be applied using the Santa Clara County Valley Transporta tion Authority (VTA) Vehicle Miles Traveled (VMT) Evaluation Tool Versio n 2 (dated December 2021). Applicable reductions based on the proposed Proj ect program shall include but are not necessarily limited to:
i. Infrastructure improvements, Project design features, and voluntary TDM measures based on the Project’s proposed program, including as set forth in Table 1 below, which are intended as enforceable obligations of the Project. However, modifications to such improvements, design features, and measures may be applied as agreed to by the Developer subject to the requirement that such modification s yield a comparable resulting trip reduction. If a comparable resulting trip reduction is not achieved, the TIF will be recalculated using the methodology in this Exhibit. Developer shall provide the City with a reasonable opportunity to review any modifications to infrastructure improvements, Project design features, or voluntary TDM measure which impact the adjusted gross trips for the proposed Project program, and the Parties shall meet and confer to resolve any disagreement as to whether the proposed modifications yield a comparable resulting trip reduction.
ii. Reduction percentages derived from the VTA model shall be capped at a maximum threshold as defined by the VTA Evaluation Tool Version 2 and as set forth in the Handbook for Analyzing Greenhouse Gas Emission Reductions, Assessing Climate Vulnerabilities, and Advancing Health and Equity (dated December 2021) prepared by the California Air Pollution Exhibit B – TIF Methodology
3 Control Officers Association (CAPCOA) , and account for multiplicative dampening to ensure reduction strategies are accurately counted. iii. Any application for a Project modification under Government Code section 65913.4 that affects the land use size inputs specified in Step 1 shall be accompanied by a revised trip gene ration calculation and an updated calculation of adjusted Project fee rates based on the methodology set forth in this Exhibit B. The revised trip generation calculation and updated calculation of adjusted Project fee rates shall be subject to the review and approval of the Director of Public Works, provided that such review shall be carried out consistent with the in tent and terms of the Agreement and City’s obligations under Government Code section 65913.4(i)(2)(A), and approval shall not be unreasonably withheld.
Table 1: TDM Reduction Strategies
Step 3: Calculate the adjusted PM trip rate for each proposed Project program use.
The PM gross trips generated for each land use component shall be calculated by dividing the gross trips by the land use inputs for the proposed Project program for each use to obtain an adjusted PM trip rate for each use.
Note: The resulting adjusted PM trip rate (trip/unit) may be less than the ITE rates used in the City’s Transportation Impact Fee Nexus Study calculations as it accounts for the Project’s program-specific internal trip reductions.
Exhibit B – TIF Methodology
4 PART II: CALCULATION OF ADJUSTED PROJECT FEE RATES
Part II below establishes a per unit and per square foot fee rate based on the adjusted trip generation rates for the Project’s program and City’s 2017 Nexus Study methodology and its current fee schedule.
Step 4: Calculate Project-specific trip demand factor.
Calculate the Project-specific trip demand factor by multiplying the adjusted PM trip rate [Step 3] by the applicable Adjustment Factor set forth in Table 3 of the City’s 2017 TIF Nexus Study to determine the Project-specific trip demand factor.
Table 2 sets forth the demand factors for the proposed Project program.
Table 2: Project-Specific Trip Demand Factors
Note: The trip Adjustment Factor equals the percent of non-pass-by trips multiplied by the average trip length (from City’s 2040 travel demand model per the City’s TIF program), and then divided by the systemwide average trip length of 6.63 miles (trip length per the City’s 2040 travel demand model per the City’s TIF program).
Step 5: Calculate adjusted Project fee rate per residential unit and/or per non- residential square foot.
Calculate the adjusted Project fee rate per re sidential unit and/or per non-residential square foot by utilizing the Project-specific trip demand factor [Step 4] and the TIF fee schedule.
Table 3 sets forth the adjusted Project fee rate for the proposed Project program.
Primary
Trips
Diverted
Trips
Total Trips
(Excluding
Pass-by)
Average
Trip
Length
Adjustment
Factor
Project
Adjusted
PM Trip
Rate
Project
Trip
Demand
Factor
% % % Miles - Trips/Unit Trips/Unit
Residential Units
Multi-Family (DU) 86% 11% 97% 6.77 0.99 0.17 0.17
Non-Residential
Retail (1 KSF) 47% 31% 78% 3.65 0.43 1.66 0.71
Office (1 KSF) 77% 19% 96% 12.93 1.87 0.82 1.54
Existing Credit => Retail (1 KSF) 47% 31% 78% 3.65 0.43 3.40 1.46 Land Use
City of Cupertino Calculation (2017 Nexus) Project Calculation Exhibit B – TIF Methodology
5 Table 3: Adjusted Project-Specific Fee Rates
PART III: CALCULATION OF APPLICABLE TIF OWED
Part III below establishes the final steps in calculating the TIF fee due.
Step 6: Determine gross TIF based on the Project’s proposed program.
The Project’s gross TIF is determined by multiplying the adjusted project fee rates [Step 5] by the Project’s land use program utilized in Step 1. Fees shall be calculated for each building based on the land use program and th e adjusted project fee rates calculated in Step 5. Table 4 below provides a tabulation of th e calculated gross TIF based on the proposed Project program.
Step 7: Determine applicable TIF based on fee credit for existing retail shopping center.
A fee credit for the existing Vallco Mall is determined using average ITE 11th Edition trip rates and following the same methodology as set forth in Steps 1 through 6 above (except that Step 2(b) TDM reductions need not be taken). If the adjusted Project fee rate changes based on modifications to the approved Proj ect program, then the TIF credit shall be recalculated as set forth in this Step 7. Table 4 below provides a tabulation of the calculated TIF credit based on the proposed Project fee rates.
Note that for purposes of TIF credit, the Project shall receive credit for the total 1,450,927 gross square feet, as described in Exhibit A, prior to any TIF being due as set forth in the Agreement. As such, the remaining TIF credit available shall be subtracted from the TIF fee calculated in Step 6.
Cost Per
PM Trip
Cost Per
PM Trip
less
Admin
Charge
[1]
Project Trip
Demand
Factor [2]
Raw Fee
[1]x[2] = [3]
Admin
Charge
[4]
Project Total TIF
per Unit
[3] x (1+[4]) = [5]
$/Trip $/Trip Trip/Unit $/Unit % $/Unit
Residential Units
Multi-Family (DU) 6,862 $ 6,727 $ 0.17 1,112.41 $ 2% 1,134.66 $ Non-Residential
Retail (1 KSF) 6,862 $ 6,727 $ 0.71 4,789.79 $ 2% 4,885.58 $ Office (1 KSF) 6,862 $ 6,727 $ 1.54 10,381.13 $ 2% 10,588.76 $ Existing Credit => Retail (1 KSF) 6,862 $ 6,727 $ 1.46 9,821.12 $ 2% 10,017.54 $ Land Use
Project Adjusted Trip Factor (Gross)City Escalated 2024 Fees
Exhibit B – TIF Methodology
6 Step 8: Determine net TIF per the Project’s proposed program.
The net TIF owed by the Project’s proposed program shall be calculated by subtracting the TIF credit [Step 7] from the gross TIF amount [Step 6]. Table 4 below provides a tabulation of the calculated net TIF based on the proposed Project program, which yields a total anticipated TIF of $10,272,413, based on the City’s FY 2024-2025 fee schedule. The TIF due shall be adjusted based on the per trip fee in the City’s fee schedule at the time of payment, subject to the terms of the Agreement. The Developer shall cooperate with the City to provide any trip generation mode l outputs, based on the methodology and assumptions set forth above, necessary to assess any TIF due at the time of payment. The Director of Public Works shall review and approve any model output or calculations, provided that such approval shall not be unreasonably withheld and shall be carried out consistent with the intent and terms of th e Agreement and the City’s obligations under Government Code section 65913.4(i)(2)(A).
Table 4: TIF Calculations Based on Proposed Project Program
# Land Use Land Use Size
[1]
$/Unit
[2]
TIF ($)
[1] x [2] = [3]
1 Residential (MFR) 2669.00 1,134.66 $ 3,028,402.92$ 2 Office 1954.61 10,588.76 $ 20,696,919.85$
3 Retail 221.43 4,885.58 $ 1,081,809.77$
24,807,132.54$
1450.93 10,017.54$ (14,534,719.46)$
10,272,413.08$
Approved Project Gross TIF
Existing Mall TIF Credit
Total Project Net TIF
Exhibit C – Storm Drain Fee Methodology
1 Exhibit C
Master Storm Drain Area Fee Methodology
The Parties agree that the following method ology shall be utilized to determine the Master Storm Drain Area Fee (“Storm Drain Fee”) due for each phase of the Project.
Step 1: Determine the total site acreage for purposes of calculating storm drain impact.
The total site acreage used to assess the Proj ect’s storm drain impact shall be the parcel size after deducting any public dedications of land to the City.
Based on the current Project program, the total site acreage following dedication is 49.57 acres.
Step 2: Allocate site acreages per Project land use.
The total site acreage shall then be allocate d to each land use based on the total gross square footage for each land use. This calcul ation shall be done by dividing the specific land use gross square footage by the total Project program gross square footage and then multiplying that result by the post-dedication site acreage [Step 1].
Based on the current Project program, the allocated per-use acreages are as follows:
• Residential: 33.10 acres [(Post-Dedication Parcel Size) x [(Residential GSF)/(Total GSF)]
• Office: 14.76 acres [(Post-Dedication Parcel Size) x [(Office GSF)/(Total GSF)] • Retail: 1.71 acres [(Post-Dedication Parcel Size) x [(Retail GSF)/(Total GSF)]
Step 3: Calculate the resulting gross Storm Drain Fee per land use.
To calculate the gross Storm Drain Fee owed, each of the allocated acreages [Step 2] shall then be multiplied by the appropriate Storm Drain Fee based on the applicable City fee schedule.
Based on the current Project program, the fee calculations are as follows:
• Residential: $495,728
o Per Acre Fee: $151,712 [33.10 acres x $4,584]
o Per Unit Fee: $344,016 [49.570 acres x $6,940]
Exhibit C – Storm Drain Fee Methodology
2 Note: Per the City’s fee schedule, the residential per unit fee shall be applied at a maximum 20 du/ac across the total post-dedication site acreage, resulting in $6,940 per acre when converted based on the current Project program.
• Office: $182,247 [14.76 acres x $12,334]
• Retail: $21,108 [1.71 acres x $12,334]
Step 4: Calculate fee credit for existing retail shopping center.
The City shall provide a Storm Drain Fee credit for the prior existing mall, which shall be based on the existing mall acreage of 50.822 ac res and the retail fee rate under the City’s fee schedule applicable at that time of core and shell building permit issuance.
Based on the City’s 2024-2025 Fee Schedule B – Engineering, the Storm Drain Fee for retail use is $12,344/acre, yielding a fee credit of $627,347 [50.822 acres x $12,344].
Step 5: Calculate net Storm Drain Fee
The net Storm Drain Fee owed by the Project’s proposed program shall be calculated by subtracting the Storm Drain Fee credit [Step 4] from the gross Storm Drain Fee amount [Step 3].
Based on the current Project program and utilizing the City’s 2024-2025 Fee Schedule B – Engineering, the Project would yield a net Storm Drain Fee of $71,736.
Exhibit D – BMR Housing Mitigation Fee Methodology
1 Exhibit D
Below Market Rate (“BMR”) Housing Mitigation Fee Methodology
The Parties agree that the following methodol ogy set forth in this Exhibit D shall be utilized in the event of a subsequent SB 35 modification to the Project during the term of the Agreement to determine whether and to what extent such modification has an impact on the Project’s induced demand for BMR housing. Part I establishes the methodology to make such determination. If the Projec t yields an induced demand for BMR housing in excess of the BMR units provided onsite , Part II establishes the methodology to calculate the BMR Fee that would be owed, subject to the terms of the Agreement.
This methodology is based on the impact analysis set forth in the Non-Residential Jobs- Housing Nexus Analysis , as prepared for the City of Cupertino by Keyser Marston Associates, Inc. (“Nexus Study”), dated April 2015. Specifically, this methodology relies upon the Table II-4: Housing Demand Nexus Factors per Sq. Ft. of Building Ar ea from the Nexus Study (copied in full below), which id entifies the number of BMR housing units induced per square foot of building area per type of use. .
Exhibit D – BMR Housing Mitigation Fee Methodology
2 PART I: DETERMINING BMR HOUSING IMPACT
Note: Part I uses the Project land use program as approved at the time of execution of the Agreement.
Step 1: Calculate induced BMR unit dema nd caused by Project non-residential portions.
Multiply the Project’s non-residential square footages
1 by the respective housing demand
nexus factors provided under Nexus Study Table II-4 above.
Here, the non-residential portions of the Pr oject yield a total induced demand of 1,620 BMR units (rounded up).
Step 2: Calculate existing induced BMR uni t demand caused by prior retail shopping center.
Multiply the existing retail shopping center gross square footages by the respective BMR housing demand nexus factor for retail as provided under Nexus Study Table II-4 above.
Existing Retail: 1,450,927 sf x 0.00098361 du/sf 1,427.15 BMR units
Existing gross retail shopping center square f ootages, as provided in Exhibit A, yield an existing induced demand of 1,427 units (rounded down).
1 Note that for purposes of this calculation, the Project’s non-residential square footages shall be measured based on the “floor area” definition in the Cupertino Municipal Code, except that it shall not double count interior building area abov e fifteen feet in height between any floor level and the ceiling above (“double height space”). Under the Project land use program as approved at the time of execution of the Agreement, the retail portion included 4,957 square feet of double height space located in Block 5, which has been deducted from this Step 1 calculation.
Exhibit D – BMR Housing Mitigation Fee Methodology
3 Step 3: Calculate net new BMR unit demand caused by Project non-residential portions.
Subtract prior existing BMR housing demand (Step 2) from new BMR housing demand generated by non-residential portions of the Project (Step 1).
Here, when accounting for the prior retail shopping center use, the non-residential portions of the Project yield a net induced demand of 193 BMR units.
Step 4: Calculate number of Project BMR units that exceed the number of BMR units required to mitigate Project’s induced demand from its market-rate residential portion.
The City’s inclusionary housing policy in plac e at the time of Project approval requires that market rate residential projects set asid e 15% of the on-site units as affordable to offset the induced BMR demand of the market rate units. To the extent the Project includes greater than the City’s minimu m 15% onsite BMR requirement, all such additional BMR units shall be credited against the net new induced BMR demand of the entire Project (i.e., including the demand ca used by the non-residential portions of the Project).
Here, the Project includes 1,779 market rate units, yielding a BMR requirement of 267 BMR units [1,779 units x 15%]. The Project provides 890 BMR units onsite, yielding a net excess of 623 BMR units that shall be credited against the Project’s total induced BMR housing demand.
Exhibit D – BMR Housing Mitigation Fee Methodology
4 Step 5: Determine Project’s total BMR impact by comparing Project’s excess onsite BMR units that exceed City’s inclusionary housing policy (Step 4) against Project’s net new induced demand from non-residential portions (Step 3).
The total BMR unit demand from non-residential portions (Step 3) shall be subtracted from the number of BMR units that are in ex cess to the market rate demand (Step 4) to determine whether the Project yields a net benefit or deficit of BMR units.
Here, the Project is providing a net excess of 623 BMR units onsite. The Project’s nonresidential portions yield an induced demand of 193 BMR units. Therefore, the Project has a net benefit of 430 BMR units and no BMR Fee is owed.
PART II:
BMR FEE OWED IF BMR DEMAND EXCEEDS ONSITE BMR SUPPLY
In the event that the Project were to be modified during the Term of the Agreement such that the Project results in a net BMR unit demand in excess of the BMR units to be provided onsite, the resulting BMR Fee owed shall be $48,163 per unit of resulting impact, which is the unit yield determined under Part I – Step 5 above.
This per unit fee of $48,163 has been determined by utilizing the housing demand nexus factors provided under Nexus Study Table II-4 above, where each square foot of office use generates an induced demand of 0.00071733 new BMR units, and where the City’s current BMR Fee is $34.55 per square foot of office use (per the City’s 2024-2025 Fee Schedule C - Planning). Therefore, since on e square foot of office use has an induced demand of 0.00071733 new BMR units, then 1,394 square feet of office has an induced demand for 1 unit [1 / 0.00071733 = 1,394 sq ft], and mitigating that square footage would require a BMR Fee of $48,163 [1,394 sq ft x $34.55].
INFORMATION ONLY.
LIC PARKLAND
SUBTOTAL 7.48
EAST RECREATIONAL PARK 1.45
COMMUNITY GREENSPACE: BLOCKS 11 - 12
(CONNECTED TO TOWN SQUARE EAST) 0.39
CULTURE GARDEN: BLOCKS 9 - 10 0.16
URBAN PASEO: BLOCKS 1 - 2 0.3
ELEVATED PARK: BLOCK 5 0.38
TURFED PLAYFIELD 0.54
PERIMETER BIKE / PEDESTRIAN TRAIL 2.96
TOWN SQUARE EAST 0.33
TOWN SQUARE WEST 0.97
ACCEPTABLE PUBLIC PARKLAND
AREA (ACRES)
OPEN SPACE SUMMARY
LEGEND
NOTE:
- DIAGRAMS ARE ILLUSTRATIVE FOR INFORMATION ONLY.
ACCEPTABLE PUBLIC PARKLAND
Exhibit E – Pubic Parkland and Open Space
STREET A
STREET D
STREET C (PERIMETER ROAD)
STREET B
VALLCO PARKWAY
STREET 2
STREET 1
STEVENS CREEK BOULEVARD
STREET 4
STREET 5
STREET 7 (PERIMETER ROAD) STREET 7 (PERIMETER ROAD)
STREET E (PERIMETER ROAD)
STREET 6
7 8 5
4 1
2 36
9 10
13 14
11 12
15 STREET 6
HYATT HOTEL
(NOT IN SCOPE)
WOLFE PROPERTIES LLC
(NOT IN SCOPE)
INTERSTATE 280
STEVENS CREEK BOULEVARD
N. WOLFE ROAD
STREET 3
URBAN PASEO
0.3 ACRES
TOWN SQUARE WEST
0.97 ACRES
TOWN SQUARE EAST
0.33 ACRES
COMMUNITY GREENSPACE
0.39 ACRES
EAST RECREATIONAL PARK
1.45 ACRES
TURFED PLAYFIELD
0.54 ACRES
PERIMETER BIKE & PEDESTRIAN TRAIL
2.96 ACRES [TOTAL]
PERIMETER BIKE & PEDESTRIAN TRAIL
2.96 ACRES [TOTAL]
CULTURE GARDEN
0.16 ACRES
ELEVATED PARK
0.38 ACRES
PUBLIC PARKLAND AND OPEN SPACE
PUBLIC PARKLAND AND OPEN SPACE
Exhibit F – Annual Report
Exhibit F
Annual Report
Reporting Calendar Year: _______
Building Activity
Building Permit
Application #s
Gross
Building Square
Footage – Calendar Year
Gross Building
Square Footage To Date
All Permits
Building Permit Issuance
Residential –
Retail –
Office –
Residential –
Retail –
Office –
Final Certificates of Occupancy
Residential –
Retail –
Office –
Residential –
Retail –
Office –
Open Space Completed & Accepted
by City
Description / Location
of Improvements
Acreage –
Calendar Year
Total Acreage –
To Date
Date(s) of City
Acceptance of
Improvements
Public Open Space
Private Open Space
Residential Units Production by
Income Category
Units
Constructed (Final
COO) – Calendar Year
Total # of Units
Constructed - To Date
Very Low
Low
Market Rate
Impact Fees/
Benefit Payments
Amount of
Payments– Calendar Year
Total Amount of
Payment – To Date
Transportation Impact Fee
Master Storm Drain Fee
Benefit Payments
Other:
Exhibit G – Legal Description
1 Exhibit G –
Legal Description
Exhibit G – Legal Description
2 Exhibit G – Legal Description
3 Exhibit G – Legal Description
4 Exhibit G – Legal Description
5 Exhibit G – Legal Description
6 Exhibit G – Legal Description
7 Exhibit G – Legal Description
8